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TWM — Annual Report 2020
Nov 6, 2020
52277_rns_2020-11-06_1cdce4a9-b2d8-4817-bf03-805635365994.pdf
Annual Report
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Taiwan Mobile Co., Ltd. and Subsidiaries
Consolidated Financial Statements for the Years Ended December 31, 2020 and 2019 and Independent Auditors’ Report
REPRESENTATION LETTER
The entities that are required to be included in the consolidated financial statements of affiliates in accordance with the “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” for the year ended December 31, 2020 are all the same as those included in the consolidated financial statements of Taiwan Mobile Co., Ltd. and its subsidiaries prepared in conformity with the International Financial Reporting Standard 10 “Consolidated Financial Statements”. Relevant information that should be disclosed in the consolidated financial statements of affiliates is included in the consolidated financial statements of Taiwan Mobile Co., Ltd. and its subsidiaries. Hence, we did not prepare a separate set of consolidated financial statements of affiliates.
Very truly yours,
TAIWAN MOBILE CO., LTD.
By
DANIEL TSAI Chairman February 25, 2021
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INDEPENDENT AUDITORS’ REPORT
The Board of Directors and Stockholders Taiwan Mobile Co., Ltd.
Opinion
We have audited the accompanying consolidated financial statements of Taiwan Mobile Co., Ltd. and its subsidiaries (collectively, the “Group”), which comprise the consolidated balance sheets as of December 31, 2020 and 2019, and the consolidated statements of comprehensive income, consolidated statements of changes in equity and consolidated statements of cash flows for the years then ended, and the related notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission (FSC) of the Republic of China (ROC).
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the ROC. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the ROC, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
The descriptions of the key audit matters of the 2020 consolidated financial statements are as follows:
Telecommunications and Value-added Services Revenue
The description of key audit matter:
One of the operating revenue sources of the Group is the telecommunications and value-added services revenue. The Group offers more different monthly-fee plans and diversifies the business by innovating value-added services since the telecommunication industry becomes more competitive nowadays. The
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competitive telecommunication industry and complicated calculations for revenue recognition, which highly relies on automatic and systematic connection and implementation, lead the telecommunications and value-added services revenue to be considered as one of the key audit matters.
Corresponding audit procedures:
By conducting compliance tests, we obtained an understanding of the telecommunication revenue recognition process and of the design and execution for relevant controls. We also performed major audit procedures which are as follows:
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Review the contracts of mobile subscribers to ensure the accuracy of information in the accounting system.
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Perform dialing tests to verify the completeness of the information in the telephone exchange system.
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Perform system integration tests from telephone-exchange to telephone traffic.
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Test for the accuracy of call record charge rates and billing calculations.
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Verify the accuracy of the billing amounts generated from monthly rentals as well as airtime accounting systems and the transfer to the accounting information system.
Sales Revenue
The description of key audit matter:
The Group’s another source of operating revenue is generated from the sales through virtual channels, including E-commerce portals, TV shopping channels and catalogues by momo.com Inc. (momo). Due to the nature of momo’s core sales, momo offers a wide range of products and services to different customers; the trading quantity is rather high while each transaction is individually low in value and is highly automated through the website and related system. As a result of momo’s business model being highly reliant on IT infrastructure and the fact that momo processes, stores and transmits large amounts of data through digital and web-based environment, the risk in revenue recognition is whether the sales amount is transmitted accurately to the IT system and processed on a real-time basis.
Corresponding audit procedures:
By conducting compliance tests, we obtained an understanding of the virtual-channel revenue recognition process and of the design and execution for relevant controls. We also performed major audit procedures which are as follows:
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Verify the details of invoices in the system to check if the sales amount of each invoice is consistent with its shipping notice and sales order.
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Confirm the completeness and consistency of transmission through IT system by testing the information transferred from front-end system to general ledger system, and further perform tests on whether the Daily Sales Report in the system is consistent with journal entries of revenue each day.
Other Matter
We have also audited the parent company only financial statements of Taiwan Mobile Co., Ltd. as of and for the years ended December 31, 2020 and 2019 on which we have issued an unmodified opinion.
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Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the FSC of the ROC, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease its operations, or has no realistic alternative but to do so.
Those charged with governance (including the audit committee) are responsible for overseeing the Group’s financial reporting process.
Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the ROC will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the auditing standards generally accepted in the ROC, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists and is related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2020 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partners on the audit resulting in this independent auditors’ report are Pei-De Chen and Kwan-Chung Lai.
Deloitte & Touche Taipei, Taiwan Republic of China February 25, 2021
Notice to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Taiwan, the Republic of China (ROC) and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally applied in the ROC.
For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the ROC. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language auditors’ report and consolidated financial statements shall prevail.
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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In Thousands of New Taiwan Dollars)
| ASSETS CURRENT ASSETS Cash and cash equivalents (Notes 6 and 29) Financial assets at fair value through profit or loss (Note 29) Financial assets at fair value through other comprehensive income (Note 7) Contract assets (Note 22) Notes and accounts receivable, net (Note 8) Notes and accounts receivable due from related parties (Note 29) Other receivables (Note 29) Inventories (Note 9) Prepayments (Note 29) Assets held for sale Other financial assets (Notes 29 and 30) Other current assets Total current assets NON-CURRENT ASSETS Financial assets at fair value through other comprehensive income (Note 7) Contract assets (Note 22) Investments accounted for using equity method (Notes 10 and 29) Property, plant and equipment (Note 12) Right-of-use assets (Notes 13 and 29) Investment properties (Note 14) Concessions (Notes 15 and 30) Goodwill (Note 15) Other intangible assets (Note 15) Deferred tax assets (Note 24) Incremental costs of obtaining a contract (Note 22) Other financial assets (Notes 29, 30 and 31) Other non-current assets (Notes 16 and 29) Total non-current assets |
December 31, 2020 Amount % $ 10,777,791 6 - - 245,446 - 4,617,051 3 7,638,043 4 186,903 - 1,348,704 1 5,766,264 3 652,375 - 23,005 - 677,891 - 159,321 - 32,092,794 17 2,289,746 1 3,753,081 2 1,966,894 1 42,479,314 23 9,011,290 5 2,626,185 2 64,803,445 35 15,819,108 9 5,143,958 3 883,367 - 1,771,884 1 355,432 - 1,588,104 1 152,491,808 83 |
December 31, 2019 Amount % $ 8,663,370 6 149 - 246,493 - 4,832,043 3 7,671,838 5 146,186 - 1,418,485 1 5,670,476 4 463,334 - - - 592,868 - 200,458 - 29,905,700 19 5,245,888 4 3,463,456 2 1,478,025 1 36,182,005 24 9,657,938 6 2,984,057 2 37,709,501 24 15,832,440 10 5,536,534 4 839,240 1 2,119,052 1 271,653 - 2,694,470 2 124,014,259 81 |
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TOTAL $ 184,584,602 100 $ 153,919,959 100
| LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Note 17) Short-term notes and bills payable (Note 17) Contract liabilities (Note 22) Notes and accounts payable Accounts payable due to related parties (Note 29) Other payables (Note 29) Current tax liabilities Provisions (Note 19) Lease liabilities (Notes 13, 26 and 29) Advance receipts Long-term liabilities, current portion (Notes 17 and 18) Other current liabilities (Note 29) Total current liabilities NON-CURRENT LIABILITIES Contract liabilities (Note 22) Bonds payable (Note 18) Long-term borrowings (Note 17) Provisions (Note 19) Deferred tax liabilities (Note 24) Lease liabilities (Notes 13, 26 and 29) Net defined benefit liabilities (Note 20) Guarantee deposits Other non-current liabilities Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT (Note 21) Common stock Capital collected in advance Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Other equity interests Treasury stock Total equity attributable to owners of the parent NON-CONTROLLING INTERESTS (Note 21) Total equity TOTAL |
December 31, 2020 Amount % $ 9,800,000 5 14,195,385 8 1,892,749 1 9,625,964 5 160,556 - 11,153,442 6 2,192,429 1 68,531 - 3,505,968 2 99,944 - 2,935,405 2 2,901,946 2 58,532,319 32 102,767 - 34,973,223 19 8,780,081 5 1,449,171 1 1,063,734 - 5,530,987 3 534,071 - 1,165,500 1 462,537 - 54,062,071 29 112,594,390 61 35,124,215 19 - - 18,936,574 10 30,170,398 16 - - 13,300,996 7 (2,449,739) (1) (29,717,344) (16) 65,365,100 35 6,625,112 4 71,990,212 39 $ 184,584,602 100 |
December 31, 2019 | ||
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| Amount % $ 16,270,000 11 1,898,111 1 1,807,407 1 7,660,285 5 135,162 - 8,823,705 6 1,539,638 1 88,961 - 3,532,951 2 87,410 - 303,297 - 2,376,029 2 44,522,956 29 45,293 - 15,903,436 10 8,586,076 6 1,459,270 1 977,560 1 6,117,438 4 517,175 - 1,092,364 1 522,116 - 35,220,728 23 79,743,684 52 34,959,441 23 134,104 - 20,274,694 13 28,922,281 19 95,381 - 12,909,829 8 438,905 - (29,717,344) (19) 68,017,291 44 6,158,984 4 74,176,275 48 $ 153,919,959 100 |
The accompanying notes are an integral part of the consolidated financial statements.
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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| OPERATING REVENUES (Notes 22, 29 and 35) OPERATING COSTS (Notes 9, 29, 33 and 35) GROSS PROFIT FROM OPERATIONS OPERATING EXPENSES (Notes 29, 33 and 35) Marketing Administrative Research and development Expected credit loss Total operating expenses OTHER INCOME AND EXPENSES, NET (Notes 29 and 35) OPERATING INCOME (Note 35) NON-OPERATING INCOME AND EXPENSES Interest income (Note 29) Other income (Note 23) Other gains and losses, net (Notes 23 and 29) Finance costs (Note 23) Share of profit of associates accounted for using equity method (Note 10) Total non-operating income and expenses PROFIT BEFORE TAX INCOME TAX EXPENSE (Note 24) NET PROFIT OTHER COMPREHENSIVE INCOME (LOSS) (Notes 10, 20, 21 and 24) Items that will not be reclassified subsequently to profit or loss Remeasurements of defined benefit plans Unrealized gain (loss) on investments in equity instruments at fair value through other comprehensive income Share of other comprehensive income of associates accounted for using equity method Items that may be reclassified subsequently to profit or loss Exchange differences on translation Share of other comprehensive income (loss) of associates accounted for using equity method Other comprehensive income (loss) (after tax) TOTAL COMPREHENSIVE INCOME NET PROFIT ATTRIBUTABLE TO: Owners of the parent Non-controlling interests TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO: Owners of the parent Non-controlling interests EARNINGS PER SHARE (Note 25) Basic earnings per share Diluted earnings per share |
2020 Amount % $ 132,860,984 100 101,415,248 76 31,445,736 24 10,055,415 8 5,260,967 4 214,996 - 190,763 - 15,722,141 12 332,565 - 16,056,160 12 66,122 - 121,592 - (267,386) - (618,588) - 99,891 - (598,369) - 15,457,791 12 3,064,013 3 12,393,778 9 (37,801) - (840,451) - 21,133 - 7,764 - (4,314) - (853,669) - $ 11,540,109 9 $ 11,286,553 8 1,107,225 1 $ 12,393,778 9 $ 10,414,104 8 1,126,005 1 $ 11,540,109 9 $ 4.01 $ 3.99 |
2019 Reclassified (Note 3) |
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| Amount % $ 124,420,913 100 91,612,178 74 32,808,735 26 10,506,264 8 5,204,694 4 163,166 - 241,043 - 16,115,167 12 499,767 - 17,193,335 14 115,313 - 196,585 - (359,131) - (574,780) - 10,488 - (611,525) - 16,581,810 14 3,289,943 3 13,291,867 11 (44,101) - 536,083 - 15,432 - (24,446) - 4,205 - 487,173 - $ 13,779,040 11 $ 12,481,167 10 810,700 1 $ 13,291,867 11 $ 12,971,397 10 807,643 1 $ 13,779,040 11 $ 4.51 $ 4.44 |
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The accompanying notes are an integral part of the consolidated financial statements.
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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)
BALANCE, JANUARY 1, 2019 Effect of retrospective application ADJUSTED BALANCE, JANUARY 1, 2019 Distribution of 2018 earnings Legal reserve Reversal of special reserve Cash dividends Total distribution of earnings Profit for the year ended December 31, 2019 Other comprehensive income (loss) for the year ended December 31, 2019 Total comprehensive income (loss) for the year ended December 31, 2019 Conversion of convertible bonds to common stock Changes in equity of associates accounted for using equity method Other changes in capital surplus Cash dividends paid to non-controlling interests of subsidiaries BALANCE, DECEMBER 31, 2019 Distribution of 2019 earnings Legal reserve Reversal of special reserve Cash dividends Total distribution of earnings Cash dividends from capital surplus Profit for the year ended December 31, 2020 Other comprehensive income (loss) for the year ended December 31, 2020 Total comprehensive income (loss) for the year ended December 31, 2020 Conversion of convertible bonds to common stock Disposal of investments in equity instruments designated as at fair value through other comprehensive income Changes in equity of associates accounted for using equity method Disposal of investments accounted for using equity method Other changes in capital surplus Cash dividends paid to non-controlling interests of subsidiaries BALANCE, DECEMBER 31, 2020 |
Equity Attributable to Owners of the Parent | Equity Attributable to Owners of the Parent | Total Non-controlling Interests $ 61,881,520 $ 6,112,176 32,605 16,275 61,914,125 6,128,451 - - - - (15,366,223) - (15,366,223) - 12,481,167 810,700 490,230 (3,057) 12,971,397 807,643 8,565,573 - (68,563) (83,749) 982 - - (693,361) 68,017,291 6,158,984 - - - - (11,756,844) - (11,756,844) - (1,593,624) - 11,286,553 1,107,225 (872,449) 18,780 10,414,104 1,126,005 289,779 - - - (3,722) (1,490) (2,738) (3,344) 854 - - (655,043) $ 65,365,100 $ 6,625,112 |
Total Equity $ 67,993,696 48,880 68,042,576 - - (15,366,223) (15,366,223) 13,291,867 487,173 13,779,040 8,565,573 (152,312) 982 (693,361) 74,176,275 - - (11,756,844) (11,756,844) (1,593,624) 12,393,778 (853,669) 11,540,109 289,779 - (5,212) (6,082) 854 (655,043) $ 71,990,212 |
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| Common Stock $ 34,208,519 - 34,208,519 - - - - - - - 750,922 - - - 34,959,441 - - - - - - - - 164,774 - - - - - $ 35,124,215 |
Capital Collected in Advance Capital Surplus $ 29,819 $ 12,580,692 - - 29,819 12,580,692 - - - - - - - - - - - - - - 104,285 7,710,366 - (17,346) - 982 - - 134,104 20,274,694 - - - - - - - - - (1,593,624) - - - - - - (134,104) 259,109 - - - (1,721) - (2,738) - 854 - - $ - $ 18,936,574 |
Retained Earnings Legal Reserve Special Reserve Unappropriated Earnings $ 27,558,064 $ 362,703 $ 16,954,448 - - 32,605 27,558,064 362,703 16,987,053 1,364,217 - (1,364,217) - (267,322) 267,322 - - (15,366,223) 1,364,217 (267,322) (16,463,118) - - 12,481,167 - - (44,056) - - 12,437,111 - - - - - (51,217) - - - - - - 28,922,281 95,381 12,909,829 1,248,117 - (1,248,117) - (95,381) 95,381 - - (11,756,844) 1,248,117 (95,381) (12,909,580) - - - - - 11,286,553 - - (38,068) - - 11,248,485 - - - - - 2,052,067 - - (2,001) - - 2,196 - - - - - - $ 30,170,398 $ - $ 13,300,996 |
Other Equity Interests Exchange Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Differences on Translation Comprehensive Income Treasury Stock $ (24,398) $ (70,983) $ (29,717,344) - - - (24,398) (70,983) (29,717,344) - - - - - - - - - - - - - - - (10,107) 544,393 - (10,107) 544,393 - - - - - - - - - - - - - (34,505) 473,410 (29,717,344) - - - - - - - - - - - - - - - - - - 2,826 (837,207) - 2,826 (837,207) - - - - - (2,052,067) - - - - - (2,196) - - - - - - - $ (31,679) $ (2,418,060) $ (29,717,344) |
The accompanying notes are an integral part of the consolidated financial statements.
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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Profit before tax Adjustments for: Depreciation expense Amortization expense Amortization of incremental costs of obtaining a contract Loss on disposal and retirement of property, plant and equipment, net Loss on disposal and retirement of intangible assets, net Expected credit loss Finance costs Interest income Dividend income Share of profit of associates accounted for using equity method Gain on disposal of investments accounted for using equity method Valuation (gain) loss on financial assets and liabilities at fair value through profit or loss Impairment loss on intangible assets Others Changes in operating assets and liabilities Financial assets mandatorily classified as at fair value through profit or loss Contract assets Notes and accounts receivable Notes and accounts receivable due from related parties Other receivables Inventories Prepayments Other current assets Other financial assets Incremental costs of obtaining a contract Contract liabilities Notes and accounts payable Accounts payable due to related parties Other payables Provisions Advance receipts Other current liabilities Net defined benefit liabilities Cash inflows generated from operating activities Interest received Interest paid Income taxes paid Net cash generated from operating activities |
2020 $ 15,457,791 11,106,070 4,167,114 1,718,101 257,006 64,703 190,763 618,588 (66,122) (102,762) (99,891) (73,859) 149 13,332 (16,318) - (71,727) (111,732) (32,645) 77,777 (95,788) (178,030) 41,760 (15,621) (1,370,933) 87,033 1,965,679 25,394 20,476 (81,084) 67,708 523,117 (30,355) 34,055,694 16,651 (1,299) (2,328,524) 31,742,522 |
2019 $ 16,581,810 12,755,740 3,439,851 2,483,997 277,123 - 241,043 574,780 (115,313) (117,211) (10,488) - (2,858) 40,155 (2,950) 84,864 388,595 (552,401) (276) 607,142 (1,724,813) (3,017) 716,507 (11,484) (1,656,767) 1,921 903,305 (44,426) (533,329) (11,582) (19,658) (14,010) (48,831) 34,227,419 42,534 (1,291) (4,052,247) 30,216,415 |
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(Continued)
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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)
| CASH FLOWS FROM INVESTING ACTIVITIES Acquisition of property, plant and equipment Acquisition of right-of-use assets Acquisition of intangible assets Increase in prepayments for equipment Proceeds from disposal of property, plant and equipment Proceeds from disposal of intangible assets Increase (decrease) in advanced receipts from assets disposals Acquisition of financial assets at fair value through profit or loss Acquisition of financial assets at fair value through other comprehensive income Disposal of financial assets at fair value through other comprehensive income Acquisition of investments accounted for using equity method Disposal of investments accounted for equity method Increase in prepayments for investment Proceeds from capital return of investments accounted for using equity method Increase in refundable deposits Decrease in refundable deposits Increase in other financial assets Decrease in other financial assets Interest received Dividend received Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase (decrease) in short-term borrowings Increase in short-term notes and bills payable Proceeds from issue of bonds Repayments of bonds payable Proceeds from long-term borrowings Repayment of long-term borrowings Repayment of the principal portion of lease liabilities Increase in guarantee deposits received Decrease in guarantee deposits received Cash dividends paid (including paid to non-controlling interests) Interest paid Net cash generated from (used in) financing activities EFFECT OF EXCHANGE RATE CHANGES ON CASH AND EQUIVALENTS |
2020 $ (11,037,092) (26,264) (29,904,358) (266,182) 93,237 16,000 331 - (798,131) 2,964,345 (572,714) 219,742 - 33,298 (318,178) 260,325 (269,366) 116,785 44,757 122,926 (39,320,539) (6,470,000) 12,289,537 19,979,415 - 6,496,758 (4,304,000) (3,881,512) 192,808 (119,240) (14,005,485) (487,496) 9,690,785 1,653 |
2019 $ (6,605,925) (14,858) (291,260) (240,031) 49,700 - (123) (2,500) - - (262,000) - (100,000) - (1,257,689) 249,028 (222,215) 73,985 58,545 192,062 (8,373,281) 6,000,000 399,285 - (4,500,000) - (2,304,000) (3,776,678) 217,256 (138,587) (16,059,547) (512,224) (20,674,495) (3,979) (Continued) |
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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)
| NET INCREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR CASH AND CASH EQUIVALENTS AT END OF YEAR |
2020 $ 2,114,421 8,663,370 $ 10,777,791 |
2019 $ 1,164,660 7,498,710 $ 8,663,370 |
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The accompanying notes are an integral part of the consolidated financial statements.
(Concluded)
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
1. ORGANIZATION AND OPERATIONS
Taiwan Mobile Co., Ltd. (TWM) was incorporated in Taiwan, the Republic of China (ROC) on February 25, 1997. TWM’s stock was listed on the ROC Over-the-Counter (OTC) Securities Exchange (currently known as The Taipei Exchange, TPEx) on September 19, 2000. On August 26, 2002, TWM’s stock was shifted to be listed on the Taiwan Stock Exchange. TWM is mainly engaged in rendering wireless communication service and the sale of mobile phones and accessories, games, e-books and value-added services.
TWM received a second-generation (2G) mobile telecommunications concession operation license issued by the Directorate General of Telecommunications (DGT) of the ROC. The license allows TWM to provide services for 15 years from 1997 onwards. The 2G concession license had been renewed by the National Communications Commission (NCC) and terminated on June 30, 2017. TWM received a third-generation (3G) concession license issued by the DGT in March 2005, and the 3G concession license terminated on December 31, 2018. TWM participated in the mobile spectrum auctions held by NCC for the need of long-term business development and from April 2014 to June 2018 acquired the concession licenses for the fourth-generation (4G) mobile broadband spectrum in the 700MHz, 1800MHz and 2100MHz frequency bands separately, and the aforementioned licenses are valid until December 2030 and December 2033, respectively. In June 2020, TWM acquired the concession licenses for the fifth-generation (5G) mobile broadband spectrum in the 3500MHz and 28000MHz frequency bands, and the aforementioned licenses are valid until December 2040.
The accompanying consolidated financial statements comprise of TWM and its subsidiaries (collectively, the “Group”).
2. APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS
The Board of Directors approved the consolidated financial statements on February 25, 2021.
3. APPLICATION OF NEW AND AMENDED STANDARDS AND INTERPRETATIONS
- a. Application of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)
Application of the IFRSs endorsed and issued into effect by the FSC did not have any material impact on the Group’s accounting policies.
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b. The IFRSs issued by International Accounting Standards Board (IASB) and endorsed by the FSC for application starting from 2021
| New IFRSs Amendments to IFRS 4 “Extension of the Temporary Exemption from Applying IFRS 9” Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16 “Interest Rate Benchmark Reform - Phase 2” |
Effective Date **Announced by IASB ** |
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| Effective immediately upon promulgation by the IASB Effective for annual reporting periods beginning on or after January 1, 2021 |
As of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have on the Group’s financial position and financial performance, and will disclose the relevant impact when the assessment is completed.
- c. New IFRSs issued by IASB but not yet endorsed and issued into effect by the FSC
| New IFRSs “Annual Improvements to IFRS Standards 2018-2020” Amendments to IFRS 3 “Reference to the Conceptual Framework” Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture” IFRS 17 “Insurance Contracts” Amendments to IFRS 17 Amendments to IAS 1 “Classification of Liabilities as Current or Non-current” Amendments to IAS 1 “Disclosure of Accounting Policies” Amendments to IAS 8 “Definition of Accounting Estimates” Amendments to IAS 16 “Property, Plant and Equipment - Proceeds before Intended Use” Amendments to IAS 37 “Onerous Contracts-Cost of Fulfilling a Contract” |
Effective Date Announced by IASB (Note 1) |
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| January 1, 2022 (Note 2) January 1, 2022 (Note 3) To be determined by IASB January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2023 (Note 4) January 1, 2023 (Note 5) January 1, 2022 (Note 6) January 1, 2022 (Note 7) |
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Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.
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Note 2: The amendments to IFRS 9 are applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” are applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoptions of IFRSs” are applied retrospectively for annual reporting periods beginning on or after January 1, 2022.
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Note 3: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.
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Note 4: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.
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Note 5: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.
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Note 6: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.
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Note 7: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.
As of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have on the Group’s financial position and financial performance, and will disclose the relevant impact when the assessment is completed.
- d. Reclassification
To enhance the understanding of the Group’s consolidated financial statements for users, the Group’s management decided to present research and development (R&D) expenses, which were part of operating expenses, separately in the consolidated statements of comprehensive income starting from January 1, 2020. The comparative information of R&D expenses for the year ended December 31, 2019 was made to conform to the current period’s presentation.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Statement of Compliance
The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs as endorsed and issued into effect by the FSC.
Basis of Preparation
- a. Basis of measurement
The consolidated financial statements have been prepared on a historical cost basis except for financial instruments measured at fair value and net defined benefit liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets.
- b. Functional and presentation currency
The functional currency of each individual consolidated entity is determined based on the primary economic environment in which the entity operates. The Group’s consolidated financial statements are presented in New Taiwan dollars (NTD), which is TWM’s functional currency.
Basis of Consolidation
- a. Principles for preparation of the consolidated financial statements
The consolidated financial statements incorporate the financial statements of TWM and its controlled entities (the subsidiaries).
Income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statements of comprehensive income from the effective dates of acquisitions or to the effective dates of disposals, as appropriate. The comprehensive income from subsidiaries is allocated to TWM and its non-controlling interests, even if the non-controlling interests have a deficit balance.
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Changes in the ownership of a subsidiary that do not result in loss of control are accounted for as equity transactions. The carrying amounts of the interests of the Group and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of TWM.
Financial statements of subsidiaries are adequately adjusted to align their accounting policies with those of the Group.
Transactions and balances, and any income and expenses arising from intra-group transactions were eliminated during the preparation of the consolidated financial statements.
b. The subsidiaries included in the consolidated financial statements were as follows:
| Investor Subsidiary Main Business and Products TWM Taiwan Cellular Co., Ltd. (TCC) Investment Wealth Media Technology Co., Ltd. (WMT) Investment TWM Venture Co., Ltd. (TVC) Investment Taipei New Horizon Co., Ltd. (TNH) Building and operating Songshan Cultural and Creative Park BOT project TCC Taiwan Fixed Network Co., Ltd. (TFN) Fixed-line service provider Taiwan Teleservices & Technologies Co., Ltd. (TT&T) Call center service and telephone marketing TWM Holding Co., Ltd. (TWM Holding) Investment TCC Investment Co., Ltd. (TCCI) Investment Taiwan Digital Service Co., Ltd. (TDS) Commissioned maintenance service Taihsin Property Insurance Agent Co., Ltd. (TPIA) Property insurance agent Tai-Fu Cloud Technology Co., Ltd. (TFC) Type II telecommunications business WMT TFN Media Co., Ltd. (TFNM) Type II telecommunications business Global Forest Media Technology Co., Ltd. (GFMT) Investment Global Wealth Media Technology Co., Ltd. (GWMT) Investment Win TV Broadcasting Co., Ltd. (WTVB) TV program provider momo Wholesale and retail sales TFN TFN Union Investment Co., Ltd. (TUI) Investment TWM Holding TWM Communications (Beijing) Co., Ltd. (TWMC) Mobile application development and design TCCI TCCI Investment and Development Co., Ltd. (TID) Investment TFNM Taiwan Kuro Times Co., Ltd. (TKT) Online music service Yeong Jia Leh Cable TV Co., Ltd. (YJCTV) Cable TV service provider Mangrove Cable TV Co., Ltd. (MCTV) Cable TV service provider Phoenix Cable TV Co., Ltd. (PCTV) Cable TV service provider Union Cable TV Co., Ltd. (UCTV) Cable TV service provider Globalview Cable TV Co., Ltd. (GCTV) Cable TV service provider GFMT UCTV Cable TV service provider GWMT GCTV Cable TV service provider momo Asian Crown International Co., Ltd. (Asian Crown (BVI)) Investment Honest Development Co., Ltd. (Honest Development) Investment Fuli Life Insurance Agent Co., Ltd. (FLI) Life insurance agent |
Percentage of Ownership December 31 2020 2019 Note 100.00% 100.00% - 100.00% 100.00% - 100.00% 100.00% - 49.90% 49.90% - 100.00% 100.00% - 100.00% 100.00% - 100.00% 100.00% - 100.00% 100.00% Note 1 100.00% 100.00% - 100.00% 100.00% - 100.00% 100.00% - 100.00% 100.00% - 100.00% 100.00% - 100.00% 100.00% - 100.00% 100.00% - 45.01% 45.01% - 100.00% 100.00% Note 1 100.00% 100.00% - 100.00% 100.00% Note 1 100.00% 100.00% - 100.00% 100.00% - 29.53% 29.53% Note 2 100.00% 100.00% - 99.22% 99.22% - 92.38% 92.38% - 0.76% 0.76% - 6.83% 6.83% - 81.99% 81.99% - 100.00% 100.00% - 100.00% 100.00% - |
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(Continued)
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| Investor Subsidiary Main Business and Products momo Fuli Property Insurance Agent Co., Ltd. (FPI) Property insurance agent Fu Sheng Travel Service Co., Ltd. (FST) Travel agent Bebe Poshe International Co., Ltd. (Bebe Poshe) Wholesale of cosmetics Fu Sheng Logistics Co., Ltd. (FSL) Logistics and transport MFS Co., Ltd. (MFS) Wholesaling Asian Crown (BVI) Fortune Kingdom Corporation (Fortune Kingdom) Investment Fortune Kingdom Hong Kong Fubon Multimedia Technology Co., Ltd. (HK Fubon Multimedia) Investment Honest Development Hongkong Yue Numerous Investment Co., Ltd. (HK Yue Numerous) Investment HK Yue Numerous Haobo Information Consulting (Shenzhen) Co., Ltd. (Haobo) Investment HK Fubon Multimedia Fubon Gehua (Beijing) Enterprise Ltd. (FGE) Wholesaling |
Percentage of Ownership December 31 2020 2019 Note 100.00% 100.00% - 100.00% 100.00% - 85.00% 85.00% - 100.00% - Note 3 100.00% - Note 4 100.00% 100.00% - 100.00% 100.00% - 100.00% 100.00% - 100.00% 100.00% - 93.55% 93.55% - (Concluded) |
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Note 1: TCCI, TUI and TID collectively owned 698,752 thousand shares of TWM, representing 19.89% of total outstanding shares as of December 31, 2020.
Note 2: The other 70.47% of shares were held under trustee accounts.
Note 3: Set up in February 2020.
Note 4: Set up in July 2020.
- c. Subsidiaries excluded from the consolidated financial statements: None.
Foreign Currencies
Foreign currency transactions are recorded at the spot exchange rate on the date of the transaction. At the end of the reporting period, foreign currency monetary items are reported using the closing rate. Exchange differences in the period on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.
Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when fair value was determined. Exchange differences arising from the retranslation of non-monetary items are included in profit or loss for the period except for exchange differences arising from the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income; in which cases, the exchange differences are also recognized directly in other comprehensive income.
Non-monetary items that are measured at historical cost in a foreign currency are translated using the exchange rate at the date of the transaction.
When preparing the consolidated financial statements, the assets and liabilities of foreign operations are translated to NTD using the exchange rates at the end of the reporting period. The income and expenses of foreign operations are translated at the average exchange rate for the period. Exchange differences are recognized in other comprehensive income and accumulated in equity attributed to the owners of TWM and non-controlling interests as appropriate.
On the disposal of the Group’s entire interest in a foreign operation, all of the exchange differences accumulated in equity in respect of that operation are reclassified to profit or loss.
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Classification of Current and Non-current Assets and Liabilities
The Group classifies an asset as current when any one of the following requirements is met. Assets that are not classified as current are non-current assets.
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a. It holds the asset primarily for the purpose of trading;
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b. It expects to realize the asset within twelve months after the reporting period; or
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c. The asset is cash or a cash equivalent unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.
The Group classifies a liability as current when any one of the following requirements is met. Liabilities that are not classified as current are non-current liabilities.
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a. It holds the liability primarily for the purpose of trading;
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b. The liability is due to be settled within twelve months after the reporting period; or
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c. It does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.
Financial Instruments
Financial assets and financial liabilities are recognized in the consolidated balance sheets when the Group becomes a party to the contractual provisions of the instruments.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at FVTPL) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at FVTPL are recognized immediately in profit or loss.
- a. Financial assets
The Group adopts trade-date accounting to recognize and derecognize financial assets.
- 1) Measurement category
Financial assets are classified into the following categories: financial assets at FVTPL, financial assets at amortized cost, and investments in equity instruments at FVTOCI.
a) Financial assets at FVTPL
Financial asset is classified as at FVTPL when the financial asset is mandatorily classified or designated as at FVTPL. Financial assets mandatorily classified as at FVTPL include investments in equity instruments which are not designated as at FVTOCI and debt instruments that do not meet the amortized cost criteria or the FVTOCI criteria.
Financial assets at FVTPL are subsequently measured at fair value, and any dividends and interest earned on such financial assets are recognized in other income and interest income, respectively; any remeasurement gains or losses on such financial assets are recognized in other gains or losses. Fair value is determined in the manner described in Note 28.
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b) Financial assets at amortized cost
Financial assets that meet the following conditions are subsequently measured at amortized cost:
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i. The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
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ii. The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Subsequent to initial recognition, financial assets at amortized cost, including cash and cash equivalents, notes and accounts receivable, other receivables, other financial assets, refundable deposits, etc., are measured at amortized cost, which equal to gross carrying amount determined by the effective interest method less any impairment loss, except for short-term receivables when the recognition of interest is immaterial. Exchange differences are recognized in profit or loss.
Interest income is calculated by applying the effective interest rate to the amortized cost of the financial asset.
Cash equivalents include time deposits with original maturities within 3 months from the date of acquisition, which are highly liquid, readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments. If they do not meet the above definition, time deposits should be recognized as other current or non-current financial assets.
- c) Investments in equity instruments at FVTOCI
On initial recognition, the Group may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation as at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.
Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity.
Dividends on these investments in equity instruments are recognized in profit or loss when the Group’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.
- 2) Impairment of financial assets and contract assets
The Group recognizes a loss allowance for expected credit losses (ECLs) on financial assets at amortized cost (including receivables) and contract assets.
The loss allowances for receivables and contract assets are measured at an amount equal to lifetime ECLs. For other financial assets, when the credit risk on the financial instrument has not increased significantly since initial recognition, a loss allowance is recognized at an amount equal to 12-month ECLs. If, on the other hand, there has been a significant increase in credit risk since initial recognition, a loss allowance is recognized at an amount equal to lifetime ECLs.
ECLs reflect the weighted average of credit losses with the respective risks of a default occurring as the weights. Lifetime ECLs represent the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECLs represent the portion of lifetime ECLs that is expected to result from default events on a financial instrument
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that are possible within 12 months after the reporting date.
For internal credit risk management purposes, the Group determines that the following situations indicate that a financial asset is in default (without taking into account any collateral held by the Group):
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a) Internal or external information shows that the debtor is unlikely to pay its creditors.
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b) Failure to meet the obligation associated with liabilities within the credit terms.
The Group recognizes an impairment loss in profit or loss for aforementioned financial instruments and contract assets with a corresponding adjustment to their carrying amount through a loss allowance account.
- 3) Derecognition of financial assets
The Group derecognizes financial assets only when the contractual rights of the cash flows from the asset expire or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.
On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss.
On derecognition of investments in equity instruments at FVTOCI, the cumulative gain or loss is directly transferred to retained earnings, and is not reclassified to profit or loss.
- b. Equity instruments
Equity instruments issued by the Group are recognized at the proceeds received, net of direct issue costs.
The repurchase of the Company’s own equity instruments is recognized in and deducted directly from equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.
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c. Financial liabilities
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1) Recognition
Except for the financial liabilities measured at FVTPL, all financial liabilities, including loans and borrowings, commercial papers payable, bonds payable, notes and accounts payable, other payables, guarantee deposits received, etc., are measured at amortized cost calculated using the effective interest method.
- 2) Convertible bonds
The component parts of compound financial instruments (convertible bonds) issued by the Company are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.
On initial recognition, the fair value of the liability component is estimated at the prevailing market interest rate for similar non-convertible instruments. The amount is recognized as a liability on an amortized cost basis using the effective interest method until extinguished upon conversion or the instrument’s maturity date. Any embedded derivative liability is measured at fair value.
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The conversion option classified as equity is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognized and included in equity, and is not subsequently remeasured. In addition, the conversion option classified as equity will remain in equity until the conversion option is exercised, in which case, the balance recognized in equity will be reclassified as capital surplus - additional paid-in capital. If the conversion option remains unexercised at maturity, the balance recognized in equity will be reclassified as capital surplus - others.
Transaction costs that relate to the issuance of the convertible bonds are allocated to the liability and equity components in proportion to the allocation of the gross proceeds. Transaction costs relating to the equity component are recognized directly in equity. Transaction costs relating to the liability component are included in the carrying amount of the liability component.
- 3) Derecognition of financial liabilities
The difference between the carrying amount of a financial liability derecognized and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.
- d. Derivative financial instruments
Derivatives are initially recognized at fair value at the date the derivative contracts are entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in profit or loss immediately.
Derivatives embedded in hybrid contracts that contain financial asset hosts within the scope of IFRS 9 are not separated; instead, the classification is determined in accordance with the entire hybrid contract. Derivatives embedded in non-derivative host contracts that are not financial assets within the scope of IFRS 9 (e.g. financial liabilities) are treated as separate derivatives when they meet the definition of a derivative; their risks and characteristics are not closely related to those of the host contracts; and the host contracts are not measured at FVTPL.
Inventories
Inventories are measured at the lower of cost or net realizable value. Inventories are assessed item by item, except those with similar characteristics which are assessed collectively. Net realizable value is the estimated selling price in the ordinary course of business less the estimated selling expenses. The weighted-average method is used in the calculation of cost.
Non-current Assets Held for Sale
The book value of non-current assets classified as held for sale is expected to be recovered primarily through sale. Being classified as held for sale, the assets should be available for immediate sale. Being available for immediate sale means the management is committed to a planned sale and the sale is highly probable within 12 months.
Assets classified as non-current assets held for sale are measured at the lower of the carrying amount and fair value less costs to sell, and should not be depreciated.
Investment in Associates
An associate is an entity in which the Group has significant influence, but is neither a subsidiary nor an interest in a joint venture. The Group applies the equity method to account for its investments in associates.
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Investments in associates are accounted for using equity method and are recognized initially at cost. The cost of the investment includes transaction costs. The carrying amount of the investment in associates includes goodwill arising from the acquisition less any accumulated impairment losses. Goodwill is not amortized. Any excess of the Group’s share of the net fair value of the identifiable assets and liabilities over the cost of acquisition, is recognized immediately in profit or loss after reassessment. The entire carrying amount of an investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount with its carrying amount. Any impairment loss recognized is not allocated to any asset, including goodwill, which forms part of the carrying amount of the investment. Any reversal of that impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases.
The consolidated financial statements include the Group’s share of the profit or loss and other comprehensive income (loss) of equity-accounted investees, after adjustments to align their accounting policies with those of the Group, from the date that significant influence commences until the date that significant influence ceases.
When the Group’s share of losses of an associate equals or exceeds its interest in that associate, the Group discontinues recognizing its share of further losses. Additional losses and liabilities are recognized only to the extent that the Group has incurred legal obligations, or constructive obligations, or made payments on behalf of that associate.
When the Group subscribes for additional new shares of an associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Group’s proportionate interest in the associate. The Group records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus - changes in capital surplus from investments in associates accounted for using the equity method. If the Group’s ownership interest is reduced due to its disproportionate subscription of the new shares of the associate, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate is reclassified to profit or loss on the same basis as would be required had the investee directly disposed of the related assets or liabilities. When the adjustment should be debited to capital surplus, but the capital surplus recognized from investments accounted for using the equity method is insufficient, the shortage is debited to retained earnings.
When the Group loses significant influence over an associate, it recognizes the investment retained in the former associate at its fair value at the date when significant influence is lost. The difference between the fair value of the retained investment plus any consideration received and the carrying amount of the previous investment at the date when significant influence is lost is recognized as a gain or loss in profit or loss. Besides this, the Group accounts for all amounts previously recognized in other comprehensive income in relation to that associate on the same basis as would be required if the Group had directly disposed of the related assets or liabilities. If the Group decreased the percentage of the ownership of associate due to disposal but still accounts for its investments in associate, it should reclassify the amount previously recognized in other comprehensive income to profit or loss proportionally.
When the Group transacts with its associates, profits and losses resulting from the transactions with the associates are recognized in the Group’s consolidated financial statements only to the extent that interests in the associates are not related to the Group.
Property, Plant and Equipment
Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. Cost includes expenditure that is directly attributed to the acquisition of the asset, the initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located, and any borrowing cost that is eligible for capitalization.
Each part of an item of property, plant and equipment with a cost that is significant in relation to the total cost of the item shall be depreciated with a separate depreciation rate or depreciation method.
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The depreciable amount of an asset is determined after deducting its residual amount, and the net amount shall be allocated by the straight-line method over its useful life. Each significant item of property, plant and equipment shall be evaluated and depreciated separately if it possesses a different useful life. The depreciation charge for each period shall be recognized in profit or loss.
Land has an unlimited useful life and therefore is not depreciated. For the estimated useful lives, for the current and comparative years, of significant items of property, plant and equipment, see Note 12 to the consolidated financial statements for details.
Depreciation methods, useful lives, and residual values are reviewed at the end of each reporting period. If expectations differ from the previous estimates, the change is accounted for as a change in accounting estimate.
Property, plant and equipment are derecognized when disposed of or expected to have no future economic benefits generated through usage or disposal. The gain or loss arising from the derecognition of an item of property, plant and equipment shall be determined as the difference between the net disposal proceeds, if any, and the carrying amount of the item, and it shall be recognized in profit and loss.
Subsequent expenditure is capitalized only when it is probable that the future economic benefits associated with the expenditure will flow to the Group and the amount can be reliably measured. The carrying amount of those parts that are replaced is derecognized. Ongoing repairs and maintenance are expensed as incurred.
Leases
At inception of a contract, the Group assesses whether the contract is, or contains, a lease.
- a. The Group as lessor
Leases in which the lessee assumes substantially all of the risks and rewards of ownership are classified as finance leases. All other leases are classified as operating leases.
When the Group subleases a right-of-use asset, the sublease is classified by reference to the right-of-use asset arising from the head lease, not with reference to the underlying asset.
Under finance leases, the lease payments comprise fixed payments and in-substance fixed payments. The net investment in a lease is measured at the present value of the sum of the lease payments receivable by a lessor and is presented as a finance lease receivable. Finance lease income is allocated to the relevant accounting periods so as to reflect a constant, periodic rate of return on the Group’s net investment outstanding in respect of leases.
Lease payments from operating leases are recognized on a straight-line basis over the terms of the relevant leases.
When a lease includes both land and building elements, the Group assesses the classification of each element separately as a finance or an operating lease based on the assessment as to whether substantially all the risks and rewards incidental to ownership of each element have been transferred to the lessee. The entire lease is classified as an operating lease when it is clear that both elements are operating leases.
- b. The Group as lessee
The Group recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease, except for short-term leases and low-value asset leases accounted for applying a recognition exemption where lease payments are recognized as expenses on a straight-line basis over the lease terms.
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Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities adjusted for lease payments made at or before the commencement date. Right-of-use assets are subsequently measured at cost less accumulated depreciation and impairment losses and adjusted for any remeasurement of the lease liabilities. Right-of-use assets are presented on a separate line in the consolidated balance sheets.
Right-of-use assets are depreciated using the straight-line method from the commencement dates to the earlier dates of the end of the useful lives of the right-of-use assets or the end of the lease term.
Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments, in-substance fixed payments and variable lease payments which depend on an index. The lease payments are discounted using the lessee’s incremental borrowing rate.
Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term or a change in future lease payments resulting from a change in an index used to determine those payments, the Group remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. For a lease modification, the Group accounts for the remeasurement of the lease liability by (a) adjusting the carrying amount of the right-of-use asset of lease modifications that adjust the scope and the term of the lease, and recognizes in profit or loss any gain or loss on the partial or full termination of the lease and (b) making a corresponding adjustment to the right-of-use asset of all other lease modifications. The Group also accounts for the rent concessions as lease modifications if the rent payments due by June 30, 2021 were adjusted due to the COVID-19 epidemic. Lease liabilities are presented on a separate line in the consolidated balance sheets.
Variable lease payments that do not depend on an index are recognized as expenses in the periods in which they are incurred.
Investment Properties
Investment properties are properties held to earn rental and/or for capital appreciation. Investment properties are measured at cost on initial recognition. Subsequent to initial recognition, investment properties are measured at cost less accumulated depreciation and accumulated impairment loss. Depreciation methods, useful lives, and residual values are the same as plant, property and equipment.
Intangible Assets
- a. Goodwill
Goodwill acquired in a business combination is recognized at the acquisition date, and is measured at cost less accumulated impairment losses.
- b. Service concession agreement
The operator recognizes the right to charge users for a service as an intangible asset. The operator measures the intangible asset at fair value.
- c. Other intangible assets
Other intangible assets that are acquired through business combinations or are internally developed are measured at cost less accumulated amortization and any accumulated impairment losses. Intangible assets that are acquired through business combinations are measured at acquisition-date fair value, and recognized along with goodwill.
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23 -
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d. Amortization and derecognition of intangible assets
Amortization is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill and intangible assets with an indefinite useful life, from the date that they are available for use. For the estimated useful lives of intangible assets for the current and comparative periods, see Note 15 to the consolidated financial statements.
The amortization method, the amortization period, and the residual value for an intangible asset with a finite useful life shall be reviewed at each fiscal year-end. Any changes shall be accounted for as changes in accounting estimates.
On derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.
Incremental Costs of Obtaining a Contract
Only when a contract is obtained, sales commissions and subsidies of telecommunication, cable television and broadband services are recognized as incremental costs of obtaining a contract to the extent the amounts are expected to be recovered, and are amortized on a straight-line basis over the life of the contract. However, the Group elects not to capitalize the incremental costs of obtaining a contract if the amortization period of the assets that the Group otherwise would have recognized is expected to be one year or less.
Impairment of Non-financial Assets
- a. Goodwill
Impairment of goodwill is required to be tested annually or more frequently whenever there is an indication that the unit may be impaired. Goodwill shall be allocated to each of the acquirer’s cash-generating units, or groups of cash-generating units, that are expected to benefit from the synergies of the combination. If the recoverable amount of the cash-generating unit is less than its carrying amount, the difference is allocated first to reduce the carrying amount of any goodwill allocated to such cash generating unit and then to the other assets of the cash generating unit pro rata based on the carrying amount of each asset in the cash generating unit. Any impairment loss for goodwill is recognized directly in profit or loss. Any impairment loss recognized for goodwill is not reversed in subsequent periods.
- b. Property, plant, and equipment, right-of-use assets, intangible assets (excluding goodwill), and incremental costs of obtaining a contract
At the end of each reporting period, the Group reviews the carrying amounts of those assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate.
If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount. An impairment loss is recognized immediately in profit or loss. When an impairment loss subsequently reverses, the carrying amount of the asset or a cash-generating unit is increased to the revised estimate of its recoverable amount, but the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized immediately in profit or loss.
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Provisions
A provision is recognized if, as a result of a past event, the Group has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows that reflects the current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognized as a finance cost.
a. Restoration
The restoration costs for property, plant and equipment that were originally acquired or used by the Group for a period of time and had obligations for dismantling, relocating, and restoring to the previous state should be recognized as an addition to the assets and accrued as a potential liability accordingly.
b. Decommissioning
For a service concession agreement, the concession receiver has an obligation for maintenance or decommissioning before returning the construction to the grantor as stated in the concession agreement. For a BOT contract, the costs paid for the obligation for maintenance or decommissioning should be recognized as expense and liabilities.
- c. Warranties
A provision for warranties is recognized when the underlying products or services are sold. The provision is based on sales contracts, historical warranty data, and a weighing of all possible outcomes against their associated probabilities.
Treasury Stock
Repurchased stocks are recognized under treasury stock (a contra-equity account) based on their repurchase price (including all directly accountable costs), net of tax. TWM’s stocks held by its subsidiaries are regarded as treasury stock.
Gains on disposal of treasury stock should be recognized under “capital reserve - treasury stock transactions”; losses on disposal of treasury stock should be offset against existing capital reserves arising from similar types of treasury stock. If there is insufficient capital reserve to offset the losses, then such losses should be accounted for under retained earnings. The carrying amount of treasury stock should be calculated using the weighted-average method for the purpose of repurchased stock.
Government Grants
Government grants are not recognized until there is reasonable assurance that the Group will comply with the conditions attached to them and that the grants will be received.
Government grants related to income are recognized in profit or loss on a systematic basis over the periods in which the Group recognizes as expenses the related costs for which the grants are intended to compensate. Specifically, government grants whose primary condition is that the Group should purchase, construct or otherwise acquire non-current assets are recognized as deferred revenue and transferred to profit or loss on a systematic and rational basis over the useful lives of the related assets; or recognized as a book value deduction of the non-current assets and classified as profit or loss within their useful lives through deducting depreciation expenses of the related non-current assets.
Government grants that are receivable as compensation for expenses or losses already incurred are recognized in profit or loss in the period in which they become receivable.
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Employee Benefits
Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related services.
Obligations for contributions to defined contribution pension plans are recognized as an expense in profit or loss in the periods during which services are rendered by employees.
The defined benefit costs (including service cost, net interest, and remeasurement) of defined benefit plan use the projected unit credit method for the actuarial valuation. Service cost (including current service cost and past service cost) and net interest on the net defined benefit liability (asset) are recognized under employee benefit expense as they occur. Remeasurement (including actuarial gains and losses and the return on plan assets, excluding amounts included in net interest) is recognized in other comprehensive income (loss) in retained earnings as it occurs, and is not reclassified to profit or loss subsequently.
Net defined benefit liability (asset) represents the deficit (surplus) of defined benefit plans. IAS 19 requires the Group to limit the carrying amount of a net defined benefit asset so that it does not exceed the economic benefits available in the form of refunds from the plan or reductions in future contributions to the plan.
A liability for a termination benefit is recognized at the earlier of when the Group can no longer withdraw the offer of the termination benefit and when the Group recognizes any related restructuring costs.
Income Tax
Income tax expense represents the sum of the tax currently payable and deferred tax. Except for expenses related to business combinations, expenses directly recognized in equity or other comprehensive income (loss), and other related expenses, all current and deferred taxes shall be recognized in profit or loss.
- a. Current taxes
Current taxes include tax payables and tax deduction receivables on taxable gains (losses), as well as tax adjustments related to prior years.
Income tax payable (refundable) is based on taxable profit (loss) for the year determined in accordance with the applicable tax laws of each tax jurisdiction.
An additional surtax on undistributed earnings, computed in accordance with the Income Tax Act of the ROC, is recognized in current taxes in the year of approval by a stockholders’ meeting resolution.
- b. Deferred taxes
Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax basis. Deferred tax assets are generally recognized for all deductible temporary differences, unused loss carryforwards and unused tax credits for purchases of machinery, equipment and technology, and research and development expenditures to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized. Deferred tax liabilities are generally recognized for all taxable temporary differences.
Deferred tax liabilities are recognized for taxable temporary differences associated with investments, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are recognized only to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future.
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The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the assets to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the asset is realized or the liability is settled, based on tax rates that have been enacted or substantively enacted at the end of the reporting period. The measurement reflects the Group’s expectations at the end of the reporting period as to the manner in which the carrying amount of its assets and liabilities will be recovered or settled.
Revenue Recognition
Where the Group enters into transactions which involve both the provision of telecommunications service bundled with products such as handsets, total consideration received from products and telecommunications service in these arrangements is allocated based on their relative stand-alone selling price. The amount of sales revenue recognized for products is not limited to the amount paid by the customer for the products at the time of purchase. When the amount of sales revenue recognized for products exceeds the amount paid by the customer for the products, the difference is recognized as a contract asset. A contract asset is derecognized and an account receivable is recognized when the amount becomes collectible from the customer subsequently. When the amount of sales revenue recognized for products is less than the amount paid by the customer for the products, the difference is recognized as contract liabilities and the revenue is recognized subsequently when the telecommunications service is provided.
Under customer loyalty program, the Group offers reward points or vouchers for customers. Transaction price allocated is recognized as contract liabilities or other financial liabilities when collected and will be deducted when points or vouchers are redeemed. Reward points and vouchers will be recognized as revenue when they are redeemed or have expired.
Telecommunications and value-added services revenue
Service revenues from mobile communication services, fixed network services and internet services, are billed at predetermined rates and calculated based on the actual volume of voice call and data transfer. Revenues from postpaid users are accrued monthly. Revenues from prepaid users are recognized based on the actual usage. The advanced receipts obtained before services are rendered are recognized as contract liabilities and reclassified as revenues when services are rendered. Interconnection and call transfer fees from other telecommunications companies and carriers are billed and recognized based upon seconds or minutes of traffic processed when the services are provided in accordance with contract terms. The usage revenues and corresponding trade notes and accounts receivable are recognized monthly.
Revenue from sale of goods
Revenues from sale of goods are mainly generated from physical stores, e-commerce platform, television channels and catalog. Revenues are recognized when the goods are transferred or delivered to the customers. Advance receipts obtained before goods are transferred or delivered are recognized as contract liabilities, and reclassified as revenue when the goods are transferred or delivered. When rights of return exist, refund liability and right to recover a product are accrued based on past experience and other relevant factors.
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Cable television and broadband services revenue
The Group recognizes advance receipts as contract liabilities initially, with prepayment period of annually, semi-annually, quarterly or monthly, which is reclassified as cable television and broadband service revenue as service becomes rendered, and do not include significant financing component. The Group provides contractual services such as the right of access to cable channels and internet over the duration of the contract, and recognizes revenue over the duration of the contract through the straight-line method.
Other operating income
The Group recognizes advance receipts obtained before contracts are initiated as contract liabilities, and contract liabilities are transferred into revenue after the completion of usage or over the term of the relevant lease. Short-term lease revenues are recognized after the completion of usage. Long-term lease revenues are recognized over the term of the relevant lease through the straight-line method, and do not include significant financing component.
Service revenues generated from contractual agreements are recognized as revenue as services are rendered based on the completion of the contracts and the Group does not have any further obligations. In addition, when the Group is acting as an agent in the transaction, proportional revenue is recognized based on the net amount in accordance with the contractual agreements proportionally.
Advertising revenues are recognized as services are rendered over the contract terms.
Business Combinations
Business combinations are accounted for by the acquisition method. Acquisition-related costs are recognized in profit or loss as they are incurred.
Goodwill is measured as an aggregation of the consideration transferred at the acquisition date, and the amount of any non-controlling interest in the acquiree, net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed at fair value. If the residual balance is negative, the Group shall re-assess whether it has correctly identified all of the assets acquired and liabilities assumed, and recognize a gain on the bargain purchase thereafter.
5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
The preparation of the consolidated financial statements 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 management will continually review the estimates and basic assumptions. The impact of changes in accounting estimates will be recognized in the period of change and the future period impacted.
Critical Accounting Judgments
- a. Lease terms
In determining a lease term, the Group considers all facts and circumstances that create an economic incentive to exercise or not to exercise an option, including any expected changes in facts and circumstances from the commencement date until the exercise date of the option. Main factors considered include contractual terms and conditions for the optional periods, significant leasehold improvements undertaken over the contract term, the importance of the underlying asset to the lessee’s operations, etc. The lease term is reassessed if a significant change in circumstances that are within control of the Group occurs.
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Key Sources of Estimation Uncertainty
- a. Impairment assessment of property, plant, and equipment, right-of-use assets, intangible assets (excluding goodwill), and incremental costs of obtaining a contract
In the process of impairment assessments, the Group relies on subjective judgment to determine the individual cash flows of a specific group of assets and estimates future gains and losses according to the usage of the assets and relevant business characteristics. Alterations of estimates from any changes in economic conditions or business strategy may lead to significant impairment losses in the future.
- b. Impairment assessment of goodwill
The usage value of the cash-generating units to which goodwill is allocated should be predetermined when assessing whether the goodwill is impaired. Management estimates the future cash flows from cash-generating units and assigns an appropriate discount rate in calculating the present value. Significant impairment loss may occur if actual cash flows are less than that originally forecasted.
6. CASH AND CASH EQUIVALENTS
| Cash on hand and revolving funds Cash in banks Time deposits Government bonds with repurchase rights |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 100,230 6,199,436 2,035,253 2,442,872 $ 10,777,791 |
2019 $ 60,483 3,545,544 2,423,103 2,634,240 $ 8,663,370 |
7. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
| Investments in equity instruments-current Domestic investments Listed stocks Foreign investments Unlisted stocks Investments in equity instruments-non-current Domestic investments Listed stocks Unlisted stocks Foreign investments Limited partnerships Unlisted stocks |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2020 $ 236,913 8,533 $ 245,446 $ 981,427 657,756 249,827 400,736 $ 2,289,746 |
2019 $ 239,086 7,407 $ 246,493 $ 4,580,516 173,515 462,068 29,789 $ 5,245,888 |
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These investments in equity instruments are held for medium to long-term strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believed that recognizing short-term fluctuations from these investments’ fair value in profit or loss would not be consistent with the Group’s strategy of holding these investments for long-term purposes.
In January 2020, the Directors of TFN resolved that TFN would sell all its equity interest in Taiwan High Speed Rail Corporation (THSR) to monetize financial assets, and, therefore, the subject equity investment in THSR was subsequently reclassified from non-current to current. For the year ended December 31, 2020, TFN sold all of THSR’s stock at fair value of $2,964,345 thousand. The related unrealized gain of $2,051,882 thousand was transferred from other equity to retained earnings.
8. NOTES AND ACCOUNTS RECEIVABLE, NET
| Notes receivable Accounts receivable Less: Allowance for impairment loss |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 109,259 7,835,539 (306,755) $ 7,638,043 |
2019 $ 224,042 7,793,254 (345,458) $ 7,671,838 |
The main credit terms range from 30 to 90 days.
The Group serves a large consumer base for telecommunications business; therefore, the concentration of credit risk is limited. When entering into transactions with customers, the Group considers the record of arrears in the past. In addition, the Group may also collect some telecommunication charges in advance to reduce the risk of payment arrears in subsequent periods.
The Group adopted a policy of dealing with counterparties with considerable scale of operations, certain credit ratings and financial conditions for project business. In addition to examining publicly available financial information and its own historical transaction experience, the Group obtains collateral where necessary to mitigate the risk of loss arising from default. The Group continues to monitor the credit exposure and financial and credit conditions of its counterparties, and spreads the total amount of the transactions among qualified counterparties.
In order to mitigate credit risk, the management of the Group has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure the recoverability of receivables. In addition, the Group reviews the recoverable amount of trade receivables at balance sheet dates to ensure that adequate allowance is provided for possible irrecoverable amounts. In this regard, the management believes the Group’s credit risk could be reasonably reduced.
The Group measures the loss allowance for trade receivables at an amount equal to lifetime ECLs. The ECLs on trade receivables are estimated using a provision matrix with reference to past default experiences of the customers and an analysis of the customers’ current financial positions, as well as forward-looking indicators such as the industrial economic conditions. As the Group’s historical credit loss experience does not show significantly different loss patterns for different customer segments, the provision matrix does not distinguish customer segments. As a result, the expected credit loss rate is based on the number of past due days of trade receivables.
The Group writes off a trade receivable when there are evidences indicating that the counterparty is in severe financial difficulty and the trade receivable is considered uncollectible. For trade receivables that have been written off, the Group continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.
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Movements of allowance for doubtful notes and accounts receivable by individual and collective assessment were as follows:
December 31, 2020
| Not Past Due Gross carrying amount $ 7,322,918 Loss allowance (Lifetime ECLs) (57,523) Amortized cost $ 7,265,395 December 31, 2019 Not Past Due Gross carrying amount $ 7,381,152 Loss allowance (Lifetime ECLs) (52,054) Amortized cost $ 7,329,098 |
Overdue 1 to 120 Days 121 to 365 Days Over 365 Days $ 489,896 $ 127,120 $ 4,864 (123,915) (120,541) (4,776) $ 365,981 $ 6,579 $ 88 Overdue 1 to 120 Days 121 to 365 Days Over 365 Days $ 444,507 $ 190,353 $ 1,284 (113,011) (179,114) (1,279) $ 331,496 $ 11,239 $ 5 |
Total $ 7,944,798 (306,755) $ 7,638,043 Total $ 8,017,296 (345,458) $ 7,671,838 |
|---|---|---|
Expected credit loss rates of the Group for the aforementioned periods were as follows:
| Not Past Due | ||
|---|---|---|
| and Past Due | Past Due Over | |
| within 120 Days | 120 Days | |
| Telecommunications service | 0.02%-85% | 65.5%-100% |
| Retail business and others | below 10% | 10%-100% |
Movements of the loss allowance of notes and accounts receivable were as follows:
Beginning balance Add: Provision Recovery Less: Write-off Ending balance |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2020 $ 345,458 185,257 39,711 (263,671) $ 306,755 |
2019 $ 464,049 239,681 42,280 (400,552) $ 345,458 |
The Group entered into accounts receivable factoring contracts with private institutions and sold those overdue accounts receivable that had been written off. Under the contracts, the Group would no longer assume the risk on the receivables. The related factored accounts receivable information was as follows:
Amount of accounts receivable sold Proceeds of the sale of accounts receivable |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2020 $ 918,412 $ 52,589 |
2019 $ 583,132 $ 35,389 |
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9. INVENTORIES
| Merchandise Materials for maintenance |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 5,756,903 9,361 $ 5,766,264 |
2019 $ 5,662,872 7,604 $ 5,670,476 |
For the years ended December 31, 2020 and 2019, the cost of goods sold related to inventories amounted to $72,621,530 thousand and $62,137,365 thousand, respectively, which included the inventory write-down totaling $74,188 thousand and $17,141 thousand, respectively.
10. INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD
Associates, which were not individually material and were accounted for using equity method, were as follows:
| Investee Company Global Home Shopping Co., Ltd. (GHS) Taiwan Pelican Express Co., Ltd. (TPE) AppWorks Ventures Co., Ltd. (AppWorks) AppWorks Fund III Co., Ltd. (AppWorks Fund III) TV Direct Public Company Limited (TV Direct) TVD Shopping Co., Ltd. (TVD Shopping) kbro Media Co., Ltd. (kbro Media) Mistake Entertainment Co., Ltd. (M.E.) Alliance Digital Tech Co., Ltd. (ADT) |
**December 31 ** | **December 31 ** | **December 31 ** | |
|---|---|---|---|---|
| 2020 Amount % of Ownership $ 606,376 20.00 386,414 15.50 265,526 51.00 315,027 20.11 192,103 24.99 - - 167,135 33.58 25,698 15.00 8,615 14.40 $ 1,966,894 |
2019 | |||
| Amount % of Ownership $ 560,029 20.00 404,413 17.70 226,123 51.00 - - - - 119,531 35.00 136,812 32.50 25,045 15.00 6,072 14.40 $ 1,478,025 |
Aggregate information of associates that were not individually material:
The Group’s share of: Profit Other comprehensive income Comprehensive income |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 $ 99,891 16,819 $ 116,710 |
2019 $ 10,488 19,637 $ 30,125 |
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a. GHS
In June 2015, momo acquired 20% equity interest of GHS through its subsidiary.
As momo’s subsidiary did not participate in GHS’s capital increase in October 2015, its percentage of ownership interest in GHS decreased to 18%. In January 2016, its percentage of ownership interest in GHS increased to 20% due to the acquisition of an additional 2% equity interest of GHS.
b. TPE
In August 2012, momo acquired 20% equity interest of TPE.
In December 2013, momo’s percentage of ownership interest in TPE decreased to 17.7% as it did not subscribe for the new stock issued by TPE and sold part of its stock when TPE went public.
For the year ended December 31, 2020, momo sold part of TPE’s stock for $72,970 thousand. Although momo’s percentage of ownership interest in TPE decreased to 15.5%, momo still has significant influence on TPE due to its having two seats on TPE’s board of directors.
c. AppWorks
In September 2019, TWM acquired 51% equity interest of AppWorks. TWM has no control over AppWorks due to its holding less than half number of seats on AppWorks’ board of directors. Therefore, TWM only has significant influence on AppWorks and accounts for its investment in AppWorks as an associate of TWM, under the equity-method of accounting.
d. AppWorks Fund III
In April 2020, TVC acquired 19.46% equity interest of AppWorks Fund III. TVC has significant influence on AppWorks Fund III since the president of TWM serves as the chairman of AppWorks Fund III. In August 2020, TVC’s percentage of ownership interest in AppWorks Fund III increased to 20.11% due to non-proportionate subscription to AppWorks Fund III’s issuance of new capital stock.
e. TV Direct
In June 2020, momo acquired 16.2% equity interest of TV Direct and had significant influence on TV Direct. In the second half of 2020, momo’s percentage of ownership interest in TV Direct increased to 24.99% due to its acquisition of an additional 8.79% equity interest of TV Direct.
f. TVD Shopping
In April 2014, momo acquired 35% equity interest of TVD Shopping.
In January 2020, an extraordinary stockholders’ meeting of TVD Shopping resolved to reduce its capital stock. momo received $33,298 thousand as a proportional capital reduction in March 2020.
In June 2020, momo sold all of its equity interest of TVD Shopping to TV Direct for $146,772 thousand.
g. kbro Media
In August 2012, TFNM acquired 32.5% equity interest of kbro Media.
In November 2020, kbro Media both decreased and increased capital. TFNM’s percentage of ownership interest in kbro Media increased to 33.58% due to non-proportionate subscription to kbro Media’s issuance of new capital stock.
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h. M.E.
In May 2019, TKT acquired 15% equity interest of M.E. TKT has significant influence on M.E. due to its having a seat on M.E.’s board of directors.
i. ADT
In November 2013, TWM acquired 19.23% equity interest of ADT.
In 2014, TWM’s percentage of ownership interest in ADT decreased to 13.33% as TWM did not subscribe for any newly issued ADT stock. In December 2016, TWM increased its percentage of ownership interest in ADT to 14.4% by subscribing for new stock issued by ADT. TWM still has significant influence on ADT due to having a seat on ADT’s board of directors.
ADT had resolved December 31, 2018 as the dissolution date. As of December 31, 2020, ADT was still under liquidation procedures.
11. SUBSIDIARIES WITH MATERIAL NON-CONTROLLING INTERESTS
| Subsidiary momo |
Proportion of Non-controlling Interests’ Ownership and Voting Rights |
|---|---|
| **December 31 ** | |
| 2020 2019 54.99% 54.99% |
For information on the principal place of business and the company’s country of registration, see Table 8.
The summarized financial information of momo and its subsidiaries had taken into account the adjustments to acquisition-date fair value, and reflected the amounts before eliminations of intercompany transactions as follows:
| Current assets Non-current assets Current liabilities Non-current liabilities Equity Equity attributable to: Owners of the parent Non-controlling interests of momo Non-controlling interests of momo’s subsidiaries |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 9,932,680 15,349,820 (9,651,475) (1,207,579) $ 14,423,446 $ 9,671,655 4,735,804 15,987 $ 14,423,446 |
2019 $ 7,547,400 14,525,235 (7,372,246) (1,050,690) $ 13,649,699 $ 9,321,432 4,308,010 20,257 $ 13,649,699 |
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Operating revenues Profit Other comprehensive income (loss) Comprehensive income Profit (loss) attributable to: Owners of the parent Non-controlling interests of momo Non-controlling interests of momo’s subsidiaries Comprehensive income (loss) attributable to: Owners of the parent Non-controlling interests of momo Non-controlling interests of momo’s subsidiaries Net cash generated from operating activities Net cash used in investing activities Net cash used in financing activities Effect of exchange rate changes Net increase in cash Dividends paid to non-controlling interests |
**For the Year Ended December 31 ** | **For the Year Ended December 31 ** | **For the Year Ended December 31 ** |
|---|---|---|---|
| 2020 2019 $ 67,198,104 $ 51,830,417 $ 1,938,938 $ 1,392,701 34,100 (5,260) $ 1,973,038 $ 1,387,441 $ 874,776 $ 627,409 1,068,528 766,372 (4,366) (1,080) $ 1,938,938 $ 1,392,701 $ 890,083 $ 625,200 1,087,225 763,673 (4,270) (1,432) $ 1,973,038 $ 1,387,441 **For the Year Ended December 31 ** |
|||
| 2020 $ 3,725,682 (911,614) (1,571,250) 313 $ 1,243,131 $ 654,596 |
2019 $ 2,836,386 (398,567) (1,549,264) (1,162) $ 887,393 $ 693,102 |
12. PROPERTY, PLANT AND EQUIPMENT
| Cost Balance, January 1, 2020 Additions Disposals and retirements Reclassification Effect of exchange rate changes Balance, December 31, 2020 |
Land $ 8,261,041 431,785 (34,302 ) 442,486 - $ 9,101,010 |
Buildings Telecommuni- cations Equipment and Machinery $ 5,641,608 $ 90,366,481 1,200 264,485 (22,377 ) (4,525,040 ) 104,839 10,524,831 - 1,294 $ 5,725,270 $ 96,632,051 |
Others Construction in Progress and Equipment to be Inspected $ 9,549,160 $ 1,506,915 301,901 12,275,459 (236,845 ) (323 ) 320,146 (10,831,139 ) 85 - $ 9,934,447 $ 2,950,912 |
Total $ 115,325,205 13,274,830 (4,818,887 ) 561,163 1,379 $ 124,343,690 (Continued) |
|---|---|---|---|---|
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| Accumulated depreciation and impairment Balance, January 1, 2020 Depreciation Disposals and retirements Reclassification Effect of exchange rate changes Balance, December 31, 2020 Carrying amount, December 31, 2020 Cost Balance, January 1, 2019 Additions Disposals and retirements Reclassification Effect of exchange rate changes Balance, December 31, 2019 Accumulated depreciation and impairment Balance, January 1, 2019 Depreciation Disposals and retirements Reclassification Effect of exchange rate changes Balance, December 31, 2019 Carrying amount, December 31, 2019 |
Land $ - - - - - $ - $ 9,101,010 $ 8,289,085 - (25,278 ) (2,766 ) - $ 8,261,041 $ 1,662 - (1,662 ) - - $ - $ 8,261,041 |
Buildings Telecommuni- cations Equipment and Machinery $ 1,649,207 $ 69,379,600 161,728 6,301,010 (13,804 ) (4,220,098 ) 43,794 (240 ) - 1,260 $ 1,840,925 $ 71,461,532 $ 3,884,345 $ 25,170,519 $ 5,672,957 $ 87,623,044 1,116 700,488 (29,095 ) (3,131,281 ) (3,370 ) 5,177,156 - (2,926 ) $ 5,641,608 $ 90,366,481 $ 1,499,982 $ 64,521,396 161,412 7,709,909 (11,007 ) (2,849,017 ) (1,180 ) - - (2,688) $ 1,649,207 $ 69,379,600 $ 3,992,401 $ 20,986,881 |
Others Construction in Progress and Equipment to be Inspected Total $ 8,114,393 $ - $ 79,143,200 681,947 - 7,144,685 (234,742 ) - (4,468,644 ) 240 - 43,794 81 - 1,341 $ 8,561,919 $ - $ 81,864,376 $ 1,372,528 $ 2,950,912 $ 42,479,314 $ 9,346,834 $ 1,349,217 $ 112,281,137 290,480 5,518,629 6,510,713 (249,751 ) (193 ) (3,435,598 ) 161,788 (5,360,738 ) (27,930 ) (191 ) - (3,117) $ 9,549,160 $ 1,506,915 $ 115,325,205 $ 7,402,137 $ - $ 73,425,177 959,504 - 8,830,825 (247,089 ) - (3,108,775 ) - - (1,180 ) (159) - (2,847) $ 8,114,393 $ - $ 79,143,200 $ 1,434,767 $ 1,506,915 $ 36,182,005 (Concluded) |
|---|---|---|---|
Property, plant and equipment are depreciated on a straight-line basis over their estimated useful lives as follows:
Buildings Primary buildings 20-55 years Mechanical and electrical equipment 5-15 years Telecommunications equipment and machinery 1-20 years Others 1-20 years
- 36 -
13. LEASE ARRANGEMENTS
a. Right-of-use assets
| Carrying amounts Land Buildings Telecommunications equipment and machinery Others Additions to right-of-use assets Depreciation charge for right-of-use assets Land Buildings Telecommunications equipment and machinery Others |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2020 2019 $ 530,915 $ 565,364 7,713,486 8,025,737 597,078 874,638 169,811 192,199 $ 9,011,290 $ 9,657,938 For the Year Ended December 31 |
|||
| 2020 $ 3,694,764 $ 240,479 3,459,092 180,374 61,661 $ 3,941,606 |
2019 $ 3,730,923 $ 233,752 3,404,023 202,542 64,297 $ 3,904,614 |
Except for the aforementioned additions and recognized depreciation, the Group did not have significant sublease or impairment of right-of-use assets during the years ended December 31, 2020 and 2019.
b. Lease liabilities
| Carrying amounts Current Non-current |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 3,505,968 $ 5,530,987 |
2019 $ 3,532,951 $ 6,117,438 |
Range of discount rate for lease liabilities was as follows:
| Land Buildings Telecommunications equipment and machinery Others |
**December 31 ** |
|---|---|
| 2020 2019 0.74%-1% 0.78%-1% 0.74%-1.2% 0.78%-5.44% 0.74%-4.38% 0.86%-4.38% 0.74%-0.86% 0.78%-5.44% |
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c. Material lease-in activities and terms
The Group leases base transceiver stations, machine rooms, stores, offices, warehouses, maintenance centers, equipment, etc., with most of the lease terms ranging from 1 to 6 years. The Group does not have bargain purchase options to acquire the leasehold assets at the end of the lease terms. In addition, the Group is prohibited from subleasing all or any portion of the underlying assets without the lessors’ consents in some lease agreements. The Group can early terminate the arrangements if there are any controversial or other incidental matters that will cause the leasehold assets not being able to meet the purposes of use.
d. Other lease information
Expenses related to short-term leases Expenses related to low-value asset leases Expenses related to variable lease payments and not included in the measurement of lease liabilities Total cash outflow for leases |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 $ 39,496 $ 72,123 $ 45,831 $ 4,151,778 |
2019 $ 57,107 $ 69,676 $ 43,116 $ 4,059,079 |
14. INVESTMENT PROPERTIES
The Group leases its properties to others and thus reclassifies them from property, plant and equipment to investment properties.
The fair values of investment properties were measured using Level 3 inputs, arising from income approach, comparative approach, and cost approach adopted by a third party real estate appraiser, HomeBan Appraisers Joint Firm. As of December 31, 2020 and 2019, the fair values of investment properties were $6,160,847 thousand and $6,989,343 thousand, respectively, and the capitalization rates for the years were ranging from 1.46%-5.23% and 1.32%-4.95%, respectively.
The amounts of depreciation recognized for the years ended December 31, 2020 and 2019 were $19,779 thousand and $20,301 thousand, respectively.
The maturity analysis of lease payments receivable under operating leases of investment properties was as follows:
| Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 and thereafter |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 135,195 129,010 76,399 24,532 22,392 18,517 $ 406,045 |
2019 $ 153,723 143,089 133,686 81,103 29,888 51,310 $ 592,799 |
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15. INTANGIBLE ASSETS
| Cost Balance, January 1, 2020 Addition Disposals and retirements Reclassification Effect of exchange rate changes Balance, December 31, 2020 Accumulated amortization and impairment Balance, January 1, 2020 Amortization Disposals and retirements Impairment loss Effect of exchange rate changes Balance, December 31, 2020 Carrying amount, December 31, 2020 Cost Balance, January 1, 2019 Addition Disposals and retirements Reclassification Effect of exchange rate changes Balance, December 31, 2019 Accumulated amortization and impairment Balance, January 1, 2019 Amortization Disposals and retirements Impairment loss Effect of exchange rate changes Balance, December 31, 2019 Carrying amount, December 31, 2019 |
Conces | sions Service Concessions $ 8,180,078 - - - - $ 8,180,078 $ 1,210,025 178,719 - - - $ 1,388,744 $ 6,791,334 $ 8,180,078 - - - - $ 8,180,078 $ 1,031,305 178,720 - - - $ 1,210,025 $ 6,970,053 |
Goodwill $ 15,872,595 - - - - $ 15,872,595 $ 40,155 - - 13,332 - $ 53,487 $ 15,819,108 $ 15,872,595 - - - - $ 15,872,595 $ - - - 40,155 - $ 40,155 $ 15,832,440 |
Othe | r Intangible Asse | ts | Copyrights $ 25,197 36,386 (30,000 ) 31,550 - $ 63,133 $ 25,197 29,190 - - - $ 54,387 $ 8,746 $ 15,222 9,975 - - - $ 25,197 $ 13,538 11,659 - - - $ 25,197 $ - |
Total $ 75,771,788 29,867,675 (1,143,407 ) 1,104,291 214 $105,600,561 $ 16,693,313 4,167,114 (1,039,904 ) 13,332 195 $ 19,834,050 $ 85,766,511 $ 75,572,855 232,240 (183,523 ) 150,700 (484) $ 75,771,788 $ 13,397,210 3,439,851 (183,523 ) 40,155 (380) $ 16,693,313 $ 59,078,475 |
|||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Concession Licenses $ 41,043,375 29,656,000 - 1,000,000 - $ 71,699,375 $ 10,303,927 3,383,337 - - - $ 13,687,264 $ 58,012,111 $ 41,043,375 - - - - $ 41,043,375 $ 7,663,274 2,640,653 - - - $ 10,303,927 $ 30,739,448 |
Computer Software $ 4,096,570 175,218 (1,113,352 ) 72,741 214 $ 3,231,391 $ 3,465,304 439,330 (1,039,849 ) - 195 $ 2,864,980 $ 366,411 $ 3,907,630 222,247 (183,523 ) 150,700 (484) $ 4,096,570 $ 3,176,937 472,270 (183,523 ) - (380) $ 3,465,304 $ 631,266 |
Customer Relationships $ 2,654,089 - - - - $ 2,654,089 $ 1,647,063 136,400 - - - $ 1,783,463 $ 870,626 $ 2,654,089 - - - - $ 2,654,089 $ 1,510,663 136,400 - - - $ 1,647,063 $ 1,007,026 |
Operating Rights $ 1,382,000 - - - - $ 1,382,000 $ - - - - - $ - $ 1,382,000 $ 1,382,000 - - - - $ 1,382,000 $ - - - - - $ - $ 1,382,000 |
Trademarks $ 2,517,884 71 (55 ) - - $ 2,517,900 $ 1,642 138 (55 ) - - $ 1,725 $ 2,516,175 $ 2,517,866 18 - - - $ 2,517,884 $ 1,493 149 - - - $ 1,642 $ 2,516,242 |
The above intangible assets are amortized on a straight-line basis over their estimated useful lives as follows:
Concession licenses 14-21 years Service concessions 44-50 years Computer software 1-10 years Customer relationships 20 years Trademarks 10 years Copyrights Amortized over the broadcast period
a. Concession licenses
In February 2020, TWM acquired the 5G mobile broadband spectrum in the 3500MHz and 28000MHz frequency bands, and paid $30,656,000 thousand as the bid price.
b. Service concessions
On January 15, 2009, TNH signed a BOT contract with the Taipei City Government. Under the BOT contract, TNH obtained the right to build and operate a development project located at the old Songshan Tobacco Plant. The development concession premium of superficies is amortized on a straight-line basis during the contract period, and the construction costs are amortized on a straight-line basis from the completion date of the construction to the BOT contract expiry date.
-
39 -
-
c. Customer relationships, operating rights, and trademarks
The Group measures the fair value of acquired assets when acquisitions occur, and identifies the fair value and amortization periods of the intangible assets which conform to materiality and related standards. Although some of the intangible assets such as operating rights and trademarks have legal useful lives, which can be extended, the Group regards these assets as intangible assets with indefinite useful lives.
-
1) On April 17, 2007, TFN, one of TWM’s wholly-owned subsidiaries, acquired more than 50% of the former Taiwan Fixed Network Co., Ltd. (formerly “TFN”) through a public tender offer. TWM split the former TFN and its subsidiaries into two cash-generating units, i.e., fixed network service and cable television business. Accordingly, customer relationships and operating rights are identified as major intangible assets.
-
2) On September 1, 2010, TFNM, one of TWM’s wholly-owned subsidiaries, acquired 55% of TKT. On August 12, 2011, TFNM acquired 45% of TKT. TWM measured the fair value of the acquired net assets and viewed TKT’s wireless services as one cash-generating unit. Accordingly, trademarks and customer relationships are identified as major intangible assets.
-
3) On July 13, 2011, WMT, one of TWM’s wholly-owned subsidiaries, acquired control over momo. TWM measured the fair value of the acquired assets and viewed momo’s retail business as one cash-generating unit. Accordingly, trademarks are identified as major intangible assets.
-
d. Goodwill
The carrying amounts of goodwill allocated to the cash-generating units were as follows:
Mobile communication service Fixed network service Cable television business Retail business |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 7,211,936 357,970 3,269,636 4,979,566 $ 15,819,108 |
2019 $ 7,211,936 357,970 3,269,636 4,992,898 $ 15,832,440 |
- e. Impairment of assets
In conformity with IAS 36 “Impairment of Assets”, the Group identified its mobile communication service, fixed network service, cable television business, and retail business as the smallest identifiable units which can generate cash inflows independently.
The recoverable amounts of the operating assets were evaluated by business type, and the critical assumptions used for this evaluation were as follows:
-
1) Mobile communication service
-
a) Assumptions on cash flows
The five-year cash flow projections were estimated on the basis of previous experience, actual operating results, and the financial budget.
-
40 -
-
b) Assumptions on operating revenues
After taking changes in the telecom industry and the competitive landscape into consideration, operating revenues were estimated on the basis of the projected changes in subscriber numbers, minutes of incoming and outgoing calls, and rate plan composition.
- c) Assumptions on operating costs and expenses
The estimates of activation commissions and customer retention costs were based on the new customers obtained and existing customers maintained. The estimates of remaining costs and expenses were based on the cost drivers of each item.
d) Assumptions on discount rates
For the years ended December 31, 2020 and 2019, the discount rates used to calculate the recoverable amount for the asset’s cash-generating unit were 5.93% and 6.27%, respectively.
-
2) Fixed network service
-
a) Assumptions on cash flows
The five-year cash flow projections were estimated on the basis of previous experience, actual operating results, and the financial budget.
b) Assumptions on operating revenues
After taking changes and growth of business in the telecom industry into consideration, operating revenues were estimated on the basis of the types of data transmission and the demand for broadband capacity.
- c) Assumptions on operating costs and expenses
The estimates of operating costs and expenses were based on the cost drivers of each cost and expense.
- d) Assumptions on discount rates
For the years ended December 31, 2020 and 2019, the discount rates used to calculate the recoverable amount for the asset’s cash-generating unit were 6.51% and 6.77%, respectively.
-
3) Cable television business
-
a) Assumptions on cash flows
The five-year cash flow projections were estimated on the basis of previous experience, actual operating results, and the financial budget.
- b) Assumptions on operating revenues
After taking changes in the cable television industry and the competitive landscape into consideration, operating revenues were estimated on the basis of the projected changes in subscriber numbers and average revenue per subscriber.
-
41 -
-
c) Assumptions on operating costs and expenses
The estimates of commission costs, customer service costs, and bill processing costs were based on the projected changes in subscriber numbers. The estimates of remaining costs and expenses were based on the actual costs and expenses as a proportion of operating revenues.
- d) Assumptions on discount rates
For the years ended December 31, 2020 and 2019, the discount rates used to calculate the recoverable amount for the asset’s cash-generating unit for each system operator ranged from 7.41% to 8.46% and from 5.01% to 5.64%, respectively.
-
4) Retail business
-
a) Assumptions on cash flows
The five-year cash flow projections were estimated on the basis of previous experience, actual operating results, and the financial budget.
- b) Assumptions on operating revenues
After taking changes in the retail business industry and the competitive landscape into consideration, operating revenues were estimated on the basis of the classification and average price of commodities, and the degree of the contribution of the customers.
- c) Assumptions on operating costs and expenses
The estimates of costs and expenses were based on the actual costs and expenses as a proportion of operating revenues.
- d) Assumptions on discount rates
For the years ended December 31, 2020 and 2019, the discount rates used to calculate the recoverable amount for the asset’s cash-generating unit were 10.48% and 8.92%, respectively.
Based on the key assumptions of each cash-generating unit, the Group’s management believes that the carrying amounts of these operating assets and intangible assets will not exceed their recoverable amounts even if there are any reasonable changes in the critical assumptions used to estimate recoverable amounts. For the years ended December 31, 2020 and 2019, impairment losses on goodwill, totaling $13,332 thousand and $40,155 thousand, respectively, were recognized as other gains and losses in the statement of comprehensive income since the operating conditions of subsidiaries were expected to decline in the future.
16. OTHER NON-CURRENT ASSETS
Long-term accounts receivable Refundable deposits (Note) Prepayments for equipment Prepayments for investment Others |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 296,045 698,876 90,741 - 502,442 $ 1,588,104 |
2019 $ 325,482 1,633,054 131,228 100,000 504,706 $ 2,694,470 |
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Note: TWM applied for the participation in the 5G mobile spectrum auction held by NCC, and paid $1,000,000 thousand as bid bond in October 2019, which had been reclassified as concession licenses in February 2020.
17. BORROWINGS
- a. Short-term borrowings
| Unsecured loans Annual interest rates |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 9,800,000 0.64%-0.88% |
2019 $ 16,270,000 0.65%-0.95% |
For the information on endorsements and guarantees, see Note 31(b).
- b. Short-term notes and bills payable
| Short-term notes and bills payable Less: Discounts on short-term notes and bills payable Annual interest rates |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2020 $ 14,200,000 (4,615) $ 14,195,385 0.328%-0.418% |
2019 $ 1,900,000 (1,889) $ 1,898,111 0.688% |
- c. Long-term borrowings
| Unsecured loans Secured loans Commercial papers payable Less: Current portion Less: Discounts on commercial papers payable Annual interest rates: Unsecured loans Secured loans Commercial papers payable |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2020 $ 2,000,000 2,586,036 6,500,000 (2,303,375) (2,580) $ 8,780,081 0.79% 1.7495% 0.687%-0.697% |
2019 $ 6,000,000 2,889,373 - (303,297) - $ 8,586,076 0.72%-0.79% 2.0337% - |
1) Unsecured loans
TWM entered into credit facility agreements with a group of banks for mid-term requirements of operating capital, and the interest is paid periodically. Under certain credit agreements, the loans are treated as revolving credit facilities, and the maturity dates of the loans are based on terms under the agreements. In addition, the expiry date of the repayments is in July 2021, and some credit facilities are subject to financial covenants regarding debt ratios and interest protection multiples during the credit facility period.
- 43 -
2) Secured loans
TNH entered into a syndicated loan agreement, with respect to the investment under the aforementioned BOT contract. The credit agreement originally signed in 2010 has been early terminated. TNH signed another credit agreement with Bank of Taiwan for a $3,400,000 thousand credit amount and a $65,000 thousand guarantee amount in 2017. The agreement started from the date of the first drawdown of the loan and would last for 7 years with interest payments made on a monthly basis. In accordance with the loan agreement, the regular financial covenants, e.g. current ratio, equity ratio, and interest protection multiples, must be complied with during the credit facility period. For property under the BOT contract and its superficies that have been pledged as collateral, see Note 30 for details.
- 3) Commercial papers payable
TWM’s commercial papers payable are treated as revolving credit facilities under the contracts. The repayment dates of the commercial papers payable are no later than December 2023.
18. BONDS PAYABLE
5th domestic unsecured straight corporate bonds 6th domestic unsecured straight corporate bonds 3rd domestic unsecured convertible bonds Less: Current portion |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 14,991,472 19,981,751 632,030 (632,030) $ 34,973,223 |
2019 $ 14,988,914 - 914,522 - $ 15,903,436 |
- a. 3rd domestic unsecured straight corporate bonds
On December 20, 2012, TWM issued $9,000,000 thousand of seven-year 3rd domestic unsecured straight corporate bonds; each bond had a face value of $10,000 thousand and a coupon rate of 1.34% per annum, with simple interest due annually. Repayment will be made in the sixth and seventh years in equal installments, i.e., $4,500,000 thousand. The trustee of bond holders is Hua Nan Commercial Bank.
The above-mentioned corporate bonds were fully liquidated in December 2019.
- b. 5th domestic unsecured straight corporate bonds
On April 20, 2018, TWM issued the 5th domestic unsecured straight corporate bonds. The bonds included five-year and seven-year bonds, with the principal amount of $6,000,000 thousand and $9,000,000 thousand, each having a face value of $10,000 thousand, and coupon rates of 0.848% and 1% per annum, respectively, with simple interest due annually. Repayment will be made in full at maturity. As of December 31, 2020, the amount of unamortized bond issue cost was $8,528 thousand. The trustee of bond holders is Bank of Taiwan.
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Future repayments of the above-mentioned corporate bonds are as follows:
| Year 2023 2025 |
Amount $ 6,000,000 9,000,000 $ 15,000,000 |
|---|---|
c. 6th domestic unsecured straight corporate bonds
On March 24, 2020, TWM issued the 6th domestic unsecured straight corporate bonds. The bonds included five-year, seven-year, and ten-year bonds, with the principal amount of $5,000,000 thousand, $10,000,000 thousand and 5,000,000 thousand, each having a face value of $10,000 thousand, and coupon rates of 0.64%, 0.66% and 0.72% per annum, respectively, with simple interest due annually. Repayment will be made in full at maturity. As of December 31, 2020, the amount of unamortized bond issue cost was $18,249 thousand. The trustee of bond holders is Bank of Taiwan.
Future repayments of the above-mentioned corporate bonds are as follows:
| Year 2025 2027 2030 |
Amount $ 5,000,000 10,000,000 5,000,000 $ 20,000,000 |
|---|---|
d. 3rd domestic unsecured convertible bonds
On November 22, 2016, TWM issued its 3rd domestic five-year unsecured zero-coupon convertible bonds with an aggregate principal amount of $10,000,000 thousand and a par value of $100 thousand per bond certificate. The conversion price was set initially at $116.1 per share. The conversion price should be adjusted according to the prescribed formula and has been adjusted to $95.6 per share since July 25, 2020. Except for the book closure period, bondholders are entitled to convert bonds into TWM’s common stock from December 23, 2016 to November 22, 2021. The trustee of bond holders is Bank of Taiwan.
If the closing price of TWM’s common stock continues being at least 130% of the conversion price then in effect for 30 consecutive trading days or the aggregate outstanding balance of bonds payable is less than 10% of the original issuance amount, TWM has the right to redeem the outstanding bonds payable at par value in cash during the period from one month after the issuance date to the date 40 days prior to the maturity date.
At the end of the third year from the bond issuance date, bondholders have the right to request TWM to redeem the convertible bonds at par value in cash.
The convertible bonds contain both liability and equity components. The equity component was presented in equity under the heading of capital surplus - option. The effective interest rate of the liability component was 0.9149% per annum on initial recognition. As of December 31, 2020, the amount of unamortized bond discount was $5,170 thousand.
- 45 -
| Proceeds of the issuance (minus transaction costs $10,870 thousand) Equity component Financial liabilities Liability component at the date of issuance Interest charged at an effective interest rate Convertible bonds converted into common stock Liability component on December 31, 2019 Interest charged at an effective interest rate Convertible bonds converted into common stock Liability component on December 31, 2020 |
$ 9,989,130 (400,564) (35,961) 9,552,605 233,031 (8,871,114) 914,522 7,287 (289,779) $ 632,030 |
|---|---|
As of December 31, 2020 and 2019, the bondholders had requested to convert the bonds at face values of $9,362,800 thousand and $9,069,500 thousand, respectively.
19. PROVISIONS
| Restoration Decommissioning Warranties Current Non-current Balance, January 1, 2020 Provision Payment/Reversal Unwinding of discount Balance, December 31, 2020 Balance, January 1, 2019 Provision Payment/Reversal Unwinding of discount Balance, December 31, 2019 |
Restoration $ 1,183,427 37,816 (114,509) 3,658 $ 1,110,392 $ 1,184,823 50,172 (55,731) 4,163 $ 1,183,427 |
Decom- missioning $ 324,693 51,540 - 9,142 |
December 31 | December 31 | ||
|---|---|---|---|---|---|---|
| $ | 2020 1,110,392 385,375 21,935 1,517,702 68,531 1,449,171 1,517,702 Warranties $ 40,111 35,458 (53,634) - $ 21,935 $ 67,929 68,301 (96,119) - $ 40,111 |
2019 $ 1,183,427 324,693 40,111 $ 1,548,231 $ 88,961 1,459,270 $ 1,548,231 Total $ 1,548,231 124,814 (168,143) 12,800 $ 1,517,702 $ 1,521,288 168,706 (153,564) 11,801 $ 1,548,231 |
||||
| $ | ||||||
$ |
||||||
| $ | ||||||
$ 385,375 |
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20. RETIREMENT BENEFIT PLANS
a. Defined contribution plans
Domestic firms of the Group adopted a pension plan under the Labor Pension Act (LPA), which is a state-managed and defined contribution plan. Under the LPA, an entity makes monthly contributions to employees’ individual pension accounts at 6% of monthly salaries and wages. The employees of the Group’s subsidiaries in other countries are participants of state-managed retirement benefit plans operated by local governments. In accordance with the above provision, the Group’s contribution to the pension plan amounted to $329,335 thousand and $311,921 thousand for the years ended December 31, 2020 and 2019, respectively.
b. Defined benefit plans
The Group contributed 2% of each employee’s monthly wages to the pension fund, with Bank of Taiwan acting as the custodian bank, in accordance with the defined benefit plans (Plans). The Plan provides defined pension benefits for the Group’s certain qualified employees, specified under the Labor Standards Law, and such benefits are determined based on an employee’s years of service and average monthly salary for six-month period prior to the date of retirement. Before the end of each year, the Group assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Group will fund the difference in one appropriation before the end of March of the following year. The fund is operated and managed by the government’s designated authorities; as such, the Group does not have any right to participate in the operation of the fund.
The defined benefit plans were as follows:
| Present value of defined benefit obligations Fair value of plan assets Net defined benefit liabilities |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 1,564,818 (1,030,747) $ 534,071 |
2019 $ 1,500,604 (983,429) $ 517,175 |
The movements in present value of defined benefit obligations for the years ended December 31, 2020 and 2019 were as follows:
Balance, January 1 Current service costs Past service costs Interest costs Actuarial loss - changes in demographic assumptions Actuarial loss - changes in financial assumptions Actuarial gain - experience adjustments Benefits paid from plan assets Paid from defined benefit obligations Balance, December 31 |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 $ 1,500,604 2,041 (62) 12,949 6,236 78,761 (7,089) (23,066) (5,556) $ 1,564,818 |
2019 $ 1,415,592 2,103 (854) 17,093 26,252 69,940 (11,438) (15,296) (2,788) $ 1,500,604 |
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The movements in the fair value of the plan assets for the years ended December 31, 2020 and 2019 were as follows:
Balance, January 1 Net interest income Return on plan assets (excluding amounts included in net interest) Contributions from the employer Benefits paid from plan assets Balance, December 31 |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 $ 983,429 8,682 30,657 31,045 (23,066) $ 1,030,747 |
2019 $ 904,712 11,323 29,628 53,062 (15,296) $ 983,429 |
The expenses recognized in profit or loss for the years ended December 31, 2020 and 2019 were as follows:
Current service costs Past service costs Interest costs Net interest income |
**For the Year Ended December 31 ** | **For the Year Ended December 31 ** | **For the Year Ended December 31 ** |
|---|---|---|---|
| 2020 $ 2,041 (62) 12,949 (8,682) $ 6,246 |
2019 $ 2,103 (854) 17,093 (11,323) $ 7,019 |
The pre-tax remeasurements recognized in other comprehensive income (loss) for the years ended December 31, 2020 and 2019 were as follows:
Return on plan assets (excluding amounts included in net interest) Actuarial loss - changes in demographic assumptions Actuarial loss - changes in financial assumptions Actuarial gain - experience adjustments |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 $ (30,657) 6,236 78,761 (7,089) $ 47,251 |
2019 $ (29,628) 26,252 69,940 (11,438) $ 55,126 |
Through the defined benefit plans under the Labor Standards Law, the Group is exposed to the following risks:
-
1) Investment risk: The plan assets are invested in equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.
-
2) Interest risk: A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plan’s debt investments.
-
48 -
-
3) Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.
The actuarial present values of the defined benefit obligation were carried out by the chartered actuary.
The principal assumptions used for the purpose of the actuarial valuations were as follows:
| Discount rate Long-term average adjustment rate of salary |
**December 31 ** |
|---|---|
| 2020 2019 0.35%-0.5% 0.75%-1% 2.5%-3% 2.5%-3% |
If possible reasonable change in each of the significant actuarial assumptions will occur and all other assumptions will remain constant, the present value of the defined benefit obligation would increase (decrease) as follows:
| Discount rate 0.25% increase 0.25% decrease Long-term average adjustment rate of salary 0.25% increase 0.25% decrease |
**December ** | **31 ** | |
|---|---|---|---|
| 2020 $ (50,430) $ 52,565 $ 50,680 $ (48,906) |
2019 $ (50,626) $ 52,850 $ 51,172 $ (49,300) |
The sensitivity analysis presented above may not be representative of the actual change in the present value of the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
| The expected contributions to the Plan for the following year The average duration of the defined benefit obligation |
December | 31 | |
|---|---|---|---|
| 2020 2019 $ 32,148 $ 32,349 11-16.6 years 11-17.4 years |
21. EQUITY
- a. Share capital
As of December 31, 2020 and 2019, TWM’s authorized capital was $60,000,000 thousand and capital issued and outstanding were $35,124,215 thousand and $34,959,441 thousand, respectively, divided into 3,512,421 thousand shares and 3,495,944 thousand shares, respectively, which were all common stocks, at a par value of $10 each.
As of December 31, 2020 and 2019, the bondholders of the 3rd domestic unsecured convertible bonds had requested to convert the bonds into 91,589 thousand and 88,522 thousand common stocks, respectively. TWM recognized 13,410 thousand of common stocks as capital collected in advance, totaling $134,104 thousand. TWM would complete the related corporate registrations after the issuance of new stocks on the record date in accordance with the regulations.
- 49 -
b. Capital surplus
| Additional paid-in capital from convertible corporate bonds Treasury stock transactions Difference between consideration and carrying amount arising from the disposal of subsidiaries’ stock Changes in equity of subsidiaries Convertible bonds payable options Changes in equity of associates accounted for using equity method Others |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 13,102,020 5,159,704 85,965 501,215 25,524 26,342 35,804 $ 18,936,574 |
2019 $ 14,424,786 5,159,704 85,965 501,215 37,273 30,801 34,950 $ 20,274,694 |
Under the ROC Company Act, capital surplus generated from the excess of the issue price over the par value of capital stock, including the stock issued for new capital, the conversion premium from convertible corporate bonds, the difference between consideration and carrying amount of subsidiaries’ stock acquired or disposed of, and treasury stock transactions, may be applied to make-up accumulated deficit, if any, or be transferred to capital as stock dividends, or be distributed as cash dividends when there is no accumulated deficit, and this transfer is restricted to a certain percentage of the paid-in capital. The capital surplus arising from changes in equity of subsidiaries, changes in equity of associates accounted for using equity method and the overdue unclaimed dividends could also be applied to make-up accumulated deficit, if any. And the other capital surplus cannot be used by any means.
c. Appropriation of earnings and dividend policy
In accordance with the policy, TWM’s profits earned in a fiscal year shall first be set aside to pay the applicable taxes, offset losses, and set aside for legal reserve pursuant to laws and regulations, unless the legal reserve has reached TWM’s total paid-up capital. The remaining profits shall be set aside for special reserve in accordance with laws, regulations, or business requirements. Any further remaining profits plus unappropriated earnings shall be distributed in accordance with the proposal submitted by the Board of Directors for approval at a stockholders’ meeting.
TWM adopts a dividend distribution policy whereby only surplus profits of TWM shall be distributed to stockholders. That is, after setting aside amounts for retained earnings based on TWM’s capital budget plan, the residual profits shall be distributed as cash dividends. Stock dividends in a particular year shall be capped at no more than 80% of total dividends to be distributed for that year. The amount of the distributable dividends, the forms in which dividends shall be distributed, and the ratio thereof shall depend on the actual profit and cash positions of TWM and shall be approved by resolutions of the Board of Directors, who shall, upon such approval, recommend the same to the stockholders for approval by resolution at the stockholders’ meetings.
The above appropriation of earnings should be resolved in the annual general stockholders’ meeting (AGM) held in the following year.
According to the ROC Company Act, a company shall first set aside its earning for legal reserve until it equals the paid-in capital. The legal reserve may offset losses. After offsetting any deficit, the legal reserve may be transferred to capital and distributed as stock dividends or cash dividends for the amount in excess of 25% of the paid-in capital pursuant to a resolution adopted in the stockholders’ meeting.
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TWM distributes and reverses special reserve in accordance with Decree No. 1010012865, Decree No. 1010047490, and “The Q&A for special reserve recognition after adopting IFRS” issued by the FSC.
The appropriations of earnings for 2019 and 2018 which have been resolved in the AGM on June 18, 2020 and June 12, 2019, respectively, were as follows:
Legal reserve Special reserve Cash dividends Cash dividends per share (NT$) |
Appropriation of Earnings |
|---|---|
| For the Year Ended December 31 | |
| 2019 2018 $ 1,248,117 $ 1,364,217 (95,381) (267,322) 11,756,844 15,366,223 4.183 5.54897 |
On June 18, 2020, the AGM resolved cash appropriation from the capital surplus generated from the excess of the issuance price over the par value of capital stock amounting to $1,593,624 thousand, that is, $0.567 per share. Thus, total amount of appropriations distributed was $4.75 per share for 2019.
TWM’s 2020 earnings appropriations will be proposed by the Board of Directors and approved in the AGM. Information on earnings appropriations is available on the Market Observation Post System website of the Taiwan Stock Exchange.
d. Other equity interests
| Exchange Differences on Translation Unrealized Gain (Loss) on Financial Assets at FVTOCI Balance, January 1, 2020 $ (34,505) $ 473,410 Exchange differences on translation 4,190 - Changes in fair value of financial assets at FVTOCI - (886,398) Unrealized gain of equity instruments transferred to retained earnings due to disposal - (2,052,067) Changes in other comprehensive income of associates accounted for using equity method (1,364) 6,497 Other comprehensive income transferred to retained earnings due to disposal of investments accounted for using equity method - (2,196) Income tax effect - 42,694 Balance, December 31, 2020 $ (31,679) $ (2,418,060) |
Total $ 438,905 4,190 (886,398) (2,052,067) 5,133 (2,196) 42,694 $ (2,449,739) |
|---|---|
(Continued)
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| Exchange Differences on Translation Unrealized Gain (Loss) on Financial Assets at FVTOCI Balance, January 1, 2019 $ (24,398) $ (70,983) Exchange differences on translation (12,227) - Changes in fair value of financial assets at FVTOCI - 470,394 Changes in other comprehensive income of associates accounted for using equity method 2,120 10,667 Income tax effect - 63,332 Balance, December 31, 2019 $ (34,505) $ 473,410 |
Total $ (95,381) (12,227) 470,394 12,787 63,332 $ 438,905 |
|---|---|
(Concluded)
e. Treasury stock
As of December 31, 2020 and 2019, TWM’s stocks held for the investment purposes by TCCI, TUI and TID, which are all wholly-owned by TWM, were 698,752 thousand shares, and the market values were $69,106,533 thousand and $78,260,179 thousand, respectively. Since TWM’s stocks held by its subsidiaries are regarded as treasury stock, TWM recognized $29,717,344 thousand as treasury stock. For those treasury stockholders, they have the same rights as the other stockholders, except that they are not allowed to subscribe new shares issued by TWM for cash and exercise the voting rights over such treasury stock.
f. Non-controlling interests
Beginning balance Effect of retrospective application Adjusted beginning balance Portion attributable to non-controlling interests Profit Exchange differences on translation Unrealized gain on financial assets at FVTOCI Share of other comprehensive income of associates accounted for using equity method Changes in equity of associates accounted for using equity method Changes in capital surplus due to disposal of investments accounted for using equity method Remeasurements of defined benefit plans Cash dividends paid to non-controlling interests of subsidiaries Ending balance |
**For the Year Ended December 31 ** | **For the Year Ended December 31 ** | **For the Year Ended December 31 ** |
|---|---|---|---|
| 2020 $ 6,158,984 - 6,158,984 1,107,225 3,574 3,253 12,170 (1,490) (3,344) (217) (655,043) $ 6,625,112 |
2019 $ 6,112,176 16,275 6,128,451 810,700 (12,219) 2,357 6,859 (83,749) - (54) (693,361) $ 6,158,984 |
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22. OPERATING REVENUES
Revenue from contracts with customers Telecommunications and value-added services Sales revenue Cable TV and broadband services Others Other operating revenues |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 $ 44,766,375 81,100,093 6,018,939 814,164 161,413 $ 132,860,984 |
2019 $ 48,135,239 68,983,292 5,949,073 1,191,230 162,079 $ 124,420,913 |
a. Contract information
Please refer to Note 4 and Note 35.
b. Contract balances
| December 31, 2020 December 31, 2019 Contract assets Bundle sales $ 8,441,819 $ 8,366,531 Less: Allowance for impairment loss (71,687) (71,032) $ 8,370,132 $ 8,295,499 Current $ 4,617,051 $ 4,832,043 Non-current 3,753,081 3,463,456 $ 8,370,132 $ 8,295,499 |
January 1, 2019 $ 8,755,126 (74,250) $ 8,680,876 $ 5,472,357 3,208,519 $ 8,680,876 |
|---|---|
For notes and accounts receivable, please refer to Note 8.
The Group measures the loss allowance for contract assets at an amount equal to lifetime ECLs. The contract assets will be transferred to accounts receivable when the corresponding invoice is billed to the client, and the contract assets have substantially the same risk as the trade receivables. Therefore, the Group concluded that the expected loss rates for trade receivables can be applied to the contract assets. As of December 31, 2020 and 2019, the expected credit loss rates were both 0.02%-0.85%.
Movements of the loss allowance of contract assets were as follows:
Beginning balance Provision (recovery) Ending balance |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 $ 71,032 655 $ 71,687 |
2019 $ 74,250 (3,218) $ 71,032 |
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| December 31, 2020 December 31, 2019 Contract liabilities Telecommunications and value-added services $ 1,289,917 $ 1,125,265 Sales of goods 36,981 42,417 Cable TV and broadband services 656,162 672,667 Others 12,456 12,351 $ 1,995,516 $ 1,852,700 Current $ 1,892,749 $ 1,807,407 Non-current 102,767 45,293 $ 1,995,516 $ 1,852,700 |
January 1, 2019 $ 1,235,446 141,343 694,228 15,920 $ 2,086,937 $ 2,030,793 56,144 $ 2,086,937 |
|---|---|
The changes in balances of contract assets and contract liabilities primarily result from the timing difference between the satisfaction of performance obligations and the payments collected from customers. Other significant changes were as follows:
Contract assets Transfers of beginning balance to receivables |
For the Year Ended December 31 |
|---|---|
| 2020 2019 $ 4,872,478 $ 5,436,072 |
Revenue recognized in the current year from the contract liabilities at the beginning of the year is as follows:
Contract liabilities Telecommunications and value-added services Sales of goods Cable TV and broadband services Others |
For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|
| 2020 2019 $ 1,059,456 $ 1,116,074 41,106 120,781 662,605 683,439 10,978 12,688 $ 1,774,145 $ 1,932,982 |
c. Partially completed contracts
As of December 31, 2020, the transaction prices allocated to the performance obligations that are not fully satisfied and the expected timing for recognition of revenue are as follows:
| Telecommuni- cations and Value-added Services Cable TV and Broadband Services - in 2021 $ 25,937,944 $ 19,978 - in 2022 11,674,870 9,957 - after 2022 3,397,226 - $ 41,010,040 $ 29,935 |
Others $ 338,968 301,034 2,308,945 $ 2,948,947 |
Total $ 26,296,890 11,985,861 5,706,171 $ 43,988,922 |
|---|---|---|
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The above information does not include contracts with expected durations which are equal to or less than one year.
- d. Assets related to contract costs
Incremental costs of obtaining a contract - non-current |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $ 1,771,884 |
2019 $ 2,119,052 |
The Group considered the past experience and the default clauses in the sale contracts and believed the commission and the subsidy paid for obtaining a contract are wholly recoverable, therefore, such costs are capitalized. The amounts of amortization recognized for the years ended December 31, 2020 and 2019 were $1,718,101 thousand and $2,483,997 thousand, respectively.
23. NON-OPERATING INCOME AND EXPENSES
- a. Other income
Dividend income Other income |
For the Year Ended | For the Year Ended | **December 31 ** |
|---|---|---|---|
| 2020 $ 102,762 18,830 $ 121,592 |
2019 $ 117,211 79,374 $ 196,585 |
b. Other gains and losses, net
Loss on disposal and retirement of property, plant and equipment, net Loss on disposal and retirement of intangible assets, net Gain on disposal of investments accounted for using equity method Valuation gain (loss) on financial assets at FVTPL Valuation gain on financial liabilities at FVTPL Impairment loss on intangible assets Loss on foreign exchange, net Others |
For the Year Ended | For the Year Ended | **December 31 ** |
|---|---|---|---|
| 2020 $ (257,006) (64,703) 73,859 (149) - (13,332) (5,933) (122) $ (267,386) |
2019 $ (277,123) - - 1,039 1,819 (40,155) (40,890) (3,821) $ (359,131) |
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c. Finance costs
Interest expense Bank loans Corporate bonds Lease liabilities Commercial papers payable Others Less: Capitalized interest Capitalization rates |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2020 $ 188,266 257,226 86,572 58,851 27,673 618,588 - $ 618,588 - |
2019 $ 193,088 249,243 96,987 12,232 28,176 579,726 (4,946) $ 574,780 1.34% |
24. INCOME TAX
a. Income tax recognized in profit or loss
Current income tax expense Current period Prior years’ adjustment Others Deferred income tax expense Temporary differences Income tax expense |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 $ 2,988,136 (18,314) - 2,969,822 94,191 $ 3,064,013 |
2019 $ 3,169,982 46,802 (16,483) 3,200,301 89,642 $ 3,289,943 |
The reconciliation of profit before tax to income tax expense was as follows:
Profit before tax Income tax expense at domestic statutory tax rate Effect of different tax rates on the group entities Adjustment items in determining taxable profit Temporary differences Investment tax credits Loss carryforwards Land value increment tax Prior years’ other adjustments Others |
**For the Year Ended December 31 ** | **For the Year Ended December 31 ** | **For the Year Ended December 31 ** |
|---|---|---|---|
| 2020 $ 15,457,791 $ 3,091,558 481 (104,834) 94,191 (94) (1,817) 2,842 (18,314) - $ 3,064,013 |
2019 $ 16,581,810 $ 3,316,362 382 (93,992) 89,642 (43,053) (10,002) 285 46,802 (16,483) $ 3,289,943 |
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According to the amendments to the Statute for Industrial Innovation announced in 2019, the amounts of unappropriated earnings in 2018 and thereafter that are reinvested in the construction or purchase of certain assets or technologies are allowed as deduction when computing the income tax on unappropriated earnings. When calculating the tax on unappropriated earnings, the Group has already deducted the amount of the unappropriated earnings that has been reinvested as capital expenditures.
- b. Income tax recognized in other comprehensive income
Deferred income tax income Unrealized gain on financial assets at FVTOCI Remeasurements from defined benefit plans |
**For the Year Ended December 31 ** | **For the Year Ended December 31 ** | **For the Year Ended December 31 ** |
|---|---|---|---|
| 2020 $ 42,694 9,450 $ 52,144 |
2019 $ 63,332 11,025 $ 74,357 |
-
c. Deferred tax assets and liabilities
-
1) Recognized deferred tax assets and liabilities
Changes in the amount of deferred tax assets and liabilities for the years ended December 31, 2020 and 2019 were as follows:
| Deferred tax assets Property, plant and equipment Defined benefit plans Financial assets at FVTOCI Others Deferred tax liabilities Intangible assets Financial assets at FVTOCI Others |
For the Year Ended December 31, 2020 | For the Year Ended December 31, 2020 | For the Year Ended December 31, 2020 | |
|---|---|---|---|---|
| Opening Balance $ 339,884 108,468 69,908 320,980 $ 839,240 $ 969,023 4,862 3,675 $ 977,560 |
Recognized in Profit or Loss Other Comprehensive Income (Loss) $ (10,545) $ - (6,105) 9,450 - 43,143 8,184 - $ (8,466) $ 52,593 $ 83,220 $ - - 449 2,505 - $ 85,725 $ 449 |
Closing Balance $ 329,339 111,813 113,051 329,164 $ 883,367 $1,052,243 5,311 6,180 $1,063,734 |
- 57 -
| Deferred tax assets Property, plant and equipment Defined benefit plans Investment credits Financial assets at FVTOCI Others Deferred tax liabilities Intangible assets Financial assets at FVTOCI Others |
For the Year Ended December 31, 2019 | For the Year Ended December 31, 2019 | ||
|---|---|---|---|---|
| Opening Balance Effect of Application $ 354,881 $ - 107,209 - 18,558 - 7,525 - 318,348 (11,596) $ 806,521 $ (11,596) $ 903,335 $ - 5,811 - 8,115 699 $ 917,261 $ 699 |
Recognized in Profit or Loss Other Comprehensive Income (Loss) $ (14,997) $ - (9,766) 11,025 (18,558) - - 62,383 14,228 - $ (29,093) $ 73,408 $ 65,688 $ - - (949) (5,139) - $ 60,549 $ (949) |
Closing Balance $ 339,884 108,468 - 69,908 320,980 $ 839,240 $ 969,023 4,862 3,675 $ 977,560 |
2) Unrecognized deferred tax assets items
Loss carryforwards
| December 31 | December 31 | |
|---|---|---|
| 2020 $ 154,690 |
2019 $ 298,829 |
As of December 31, 2020, the Group had not recognized the prior years’ loss carryforwards, totaling $154,690 thousand, as deferred tax assets. The expiry years are from 2021 to 2030.
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d. Income tax examinations
The latest years for which the income tax returns of the entities in the Group have been examined and cleared by the tax authorities were as follows:
| Company TWM TCC WMT TVC TNH TFN TT&T TCCI TDS TPIA TFC TUI TID TKT TFNM GFMT GWMT WTVB YJCTV MCTV PCTV UCTV GCTV momo FLI FPI FST Bebe Poshe |
Year |
|---|---|
| 2017 2018 2018 2019 2018 2018 2018 2019 2019 2019 2018 2018 2018 2019 2017 2019 2018 2018 2017 2018 2017 2017 2017 2018 2019 2019 2019 2019 |
25. EARNINGS PER SHARE
For the Year Ended December 31, 2020
| Amount After Income Tax Weighted- average Number of Shares (In Thousands) Basic EPS Profit attributable to owners of the parent $ 11,286,553 2,811,916 Effect of potential dilutive common stock: Employees’ compensation - 4,119 Convertible bonds 7,287 8,419 Diluted EPS Profit attributable to owners of the parent (adjusted for potential effect of common stock) $ 11,293,840 2,824,454 |
EPS (NT$) $ 4.01 $ 3.99 |
|---|---|
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| Basic EPS Profit attributable to owners of the parent Effect of potential dilutive common stock: Employees’ compensation Convertible bonds Diluted EPS Profit attributable to owners of the parent (adjusted for potential effect of common stock) |
For the Year Ended December 31, 2019 | For the Year Ended December 31, 2019 |
|---|---|---|
| Amount After Income Tax Weighted- average Number of Shares (In Thousands) $ 12,481,167 2,767,709 - 3,863 45,453 52,208 $ 12,526,620 2,823,780 |
EPS (NT$) $ 4.51 $ 4.44 |
Since TWM has the discretion to settle the employees’ compensation by cash or stock, TWM should presume that the entire amount of the compensation will be settled in stock, and the potential stock dilution should be included in the weighted-average number of stock outstanding used in the calculation of diluted EPS, provided there is a dilutive effect. Such dilutive effect of the potential stock needs to be included in the calculation of diluted EPS until employees’ compensation is approved in the following year.
26. CASH FLOW INFORMATION
Changes in liabilities arising from financing activities:
For the Year Ended December 31, 2020
Lease liabilities (including current and non-current portions) For the Year Ended December |
Opening Balance $ 9,650,389 31, 2019 Opening Balance $ 9,980,846 |
Cash Flows $ (3,967,461) Cash Flows $ (3,873,221) |
Non-cash Changes New Leases Others $ 3,691,184 $ (337,157) Non-cash Changes New Leases Others $ 3,711,597 $ (168,833) |
Closing Balance $ 9,036,955 |
|
|---|---|---|---|---|---|
Closing Balance $ 9,650,389 |
|||||
Lease liabilities (including current and non-current portions) |
|||||
| New Leases $ 3,711,597 |
27. CAPITAL MANAGEMENT
The Group maintains and manages its capital to meet the minimum paid-in capital required by the competent authority, and to optimize the balance of liabilities and equity in order to maximize stockholders’ return. By periodically reviewing and measuring relative cost, risk, and rate of return to ensure profit and to maintain adequate financial ratios, the Group may adopt various financing approaches to balance its capital structure in order to meet the demands for capital expenditures, working capital, settlements of liabilities, and dividend payments in its normal course of business for the future.
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28. FINANCIAL INSTRUMENTS
a. Categories of financial instruments
| Financial assets Financial assets at FVTPL Financial assets at FVTOCI (including current and non-current portions) Financial assets measured at amortized cost (including current and non-current portions) (Note 1) Financial liabilities Financial liabilities measured at amortized cost (including current and non-current portions) (Note 2) |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2020 $ - 2,535,192 21,990,185 $ 24,525,377 $ 93,671,945 |
2019 $ 149 5,492,381 20,722,936 $ 26,215,466 $ 61,453,923 |
-
Note 1: The balances comprise cash and cash equivalents, notes and accounts receivable, other receivables, other financial assets and refundable deposits, which were financial assets measured at amortized cost.
-
Note 2: The balances comprise long-term and short-term borrowings, commercial papers payable, notes and accounts payable, other payables, other financial liabilities (classified as other current liabilities), bonds payable and guarantee deposits, which were financial liabilities carried at amortized cost.
-
b. Fair value of financial instruments
-
1) Financial instruments not measured at fair value
Except for the table below, the Group considers that the book value of financial assets and liabilities that are not at fair value is close to the fair value, or the fair value cannot be reliably measured.
| Financial liabilities Bonds payable (including current portion) |
December 31 | December 31 |
|---|---|---|
| 2020 | 2019 Carrying Amount Fair Value $ 15,903,436 $ 16,077,220 |
|
| Carrying Amount Fair Value $ 35,605,253 $ 35,885,879 |
The fair value of bonds payable is measured by Level 2 inputs, using a volume-weighted average price on the TPEx at the end of the reporting period.
-
61 -
-
2) Fair value of financial instruments that are measured at fair value on a recurring basis
The table below provides the related analysis of financial instruments at fair value after initial recognition. Based on the extent that fair value can be observed, the fair value measurements are grouped into Levels 1 to 3:
-
Level 1: Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities.
-
Level 2: Inputs other than quoted prices included within Level 1 are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices).
-
Level 3: Inputs for the assets or liabilities are not based on observable market data (unobservable inputs).
December 31, 2020
Financial assets at FVTPL Equity instruments Limited partnerships Financial assets at FVTOCI Equity instruments Domestic listed stocks Domestic unlisted stocks Limited partnerships Foreign unlisted stocks December 31, 2019 Financial assets at FVTPL Beneficiary certificates Financial assets at FVTOCI Equity instruments Domestic listed stocks Domestic unlisted stocks Limited partnerships Foreign unlisted stocks |
Level 1 $ - $ 1,218,340 - - - $ 1,218,340 Level 1 $ - $ 4,819,602 - - - $ 4,819,602 |
Level 2 $ - $ - - - 8,533 $ 8,533 Level 2 $ - $ - - - 7,407 $ 7,407 |
Level 3 $ - $ - 657,756 249,827 400,736 $ 1,308,319 Level 3 $ 149 $ - 173,515 462,068 29,789 $ 665,372 |
Total $ - $ 1,218,340 657,756 249,827 409,269 $ 2,535,192 Total $ 149 $ 4,819,602 173,515 462,068 37,196 $ 5,492,381 |
|---|---|---|---|---|
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There was no transfer between the fair value measurements of Levels 1 and 2 for the years ended December 31, 2020 and 2019.
Valuation techniques and assumptions used in fair value determination
-
a) The fair value of financial instruments traded in active markets is based on quoted market prices (including stocks and funds of publicly traded companies).
-
b) Valuation techniques and inputs applied for Level 2 fair value measurement:
For foreign unlisted stocks, the Group takes price fluctuations and risk-free rates into consideration by using the market comparison approach. Call and put options of convertible bonds that adopted binomial tree valuation model were evaluated by the observable closing price of the stocks, volatility, risk-free interest rate, risk discount rate, and liquidity risk at the balance sheet date.
- c) Valuation techniques and inputs applied for Level 3 fair value measurement:
Equity instruments
The evaluation of fair value of unlisted stocks is mainly referenced to the same type of companies through the market approach or asset approach. The unobservable input parameter was liquidity discount rates, which were ranging from 10.7% to 25% and 20% to 30% as of December 31, 2020 and 2019, respectively.
The fair value of limited partnerships investments was evaluated through the market approach and income approach. The evaluation and assumptions are mainly referenced to related information of comparable market targets and estimated future cash flows. The unobservable input parameter was liquidity discount rates, which were estimated at 33.5% and 29.6% as of December 31, 2020 and 2019, respectively.
- 3) Reconciliation of Level 3 fair value measurements of financial instruments
For the Year Ended December 31, 2020
| Financial Assets | Financial Assets | Financial Assets | |
|---|---|---|---|
| at | FVTPL - | at FVTOCI - | |
| Equity | Equity | ||
| Instruments | Instruments | ||
| Balance at January 1, 2020 | $ | 149 |
$ 665,372 |
| Additions | - | 890,712 | |
| Recognized in profit or loss (loss on financial assets at | |||
| FVTPL) | (149) | - | |
| Recognized in other comprehensive income (unrealized loss | |||
| on financial assets at FVTOCI) | - |
(247,765) | |
| Balance at December 31, 2020 | $ | - |
$1,308,319 |
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For the Year Ended December 31, 2019
| Financial Assets | Financial Assets | Financial Assets | |
|---|---|---|---|
| at | FVTPL - | at FVTOCI - | |
| Equity | Equity | ||
| Instruments | Instruments | ||
| Balance at January 1, 2019 | $ | - |
$ 984,950 |
| Additions | 2,500 | - | |
| Recognized in profit or loss (loss on financial assets at | |||
| FVTPL) | (2,351) | - | |
| Recognized in other comprehensive income (unrealized loss | |||
| on financial assets at FVTOCI) | - |
(319,578) | |
| Balance at December 31, 2019 | $ | 149 |
$ 665,372 |
-
c. Financial risk management
-
1) The Group’s major financial instruments include equity investments, trade receivables, trade payables, commercial papers payable, bonds payable, borrowings, lease liabilities, etc., and the Group is exposed to the following risks due to usage of financial instruments:
-
a) Credit risk
-
b) Liquidity risk
-
c) Market risk
-
This note presents information concerning the Group’s risk exposure and the Group’s targets, policies and procedures to measure and manage the risks.
-
2) Risk management framework
-
a) Decision-making mechanism
The Board of Directors is the highest supervisory and decision-making body responsible for assessing material risks, designating actions to control these risks, and keeping track of their execution. In addition, the Operations and Management Committee conducts periodic reviews of each business group’s operating target and performance to meet the Group’s guidance and budget.
-
b) Risk management policies
-
i. Promote a risk-management-based business model.
-
ii. Establish a risk management mechanism that can effectively recognize, evaluate, supervise and control risk.
-
iii. Create a company-wide risk management structure that can limit risk to an acceptable level.
-
iv. Introduce best risk management practices and continue to seek improvements.
-
c) Monitoring mechanism
The Internal Audit Office assesses the potential risks that the Group may face and uses this information as a reference for determining its annual audit plan. The Internal Audit Office reports the results and findings of performing such procedures, and follows up the discrepancies, if any, for actions.
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3) Credit risk
Credit risk refers to the risk that a counterparty would default on its contractual obligations resulting in financial loss. The maximum credit exposure of the aforementioned financial instruments is equal to their carrying amounts recognized in consolidated balance sheet as of the balance sheet date. The Group has large trade receivables outstanding with its customers. A substantial majority of the Group’s outstanding trade receivables are not covered by collateral or credit insurance. The Group has implemented ongoing measures including enhancing credit assessments and strengthening overall risk management to reduce its credit risk. While the Group has procedures to monitor and limit exposure to credit risk on trade receivables, there can be no assurance such procedures will effectively limit its credit risk and avoid losses. This risk is heightened during periods when economic conditions worsen.
As the Group serves a large number of unrelated consumers, the concentration of credit risk was limited.
4) Liquidity risk
Liquidity risk is the risk that the Group fails to meet the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group’s approach to manage liquidity is to ensure, as far as possible, that it always has sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable loss or damage to the Group’s reputation.
The Group manages and maintains sufficient level of capital to ensure the requirements of paying estimated operating expenditures, including financial obligations on each contract. The Group also monitors its bank credit facilities to ensure that the Group fully complies with the provisions and financial covenants of loan contracts. As of December 31, 2020 and 2019, the Group had unused bank facilities of $65,511,976 thousand and $56,641,022 thousand, respectively.
The table below summarizes the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments, but not including the financial liabilities whose carrying amounts approximate contractual cash flows.
| December 31, 2020 Unsecured loans Secured loans Commercial papers payable Bonds payable Lease liabilities December 31, 2019 Unsecured loans Secured loans Commercial papers payable Bonds payable Lease liabilities |
Contractual Cash Flows Within 1 Year $ 11,818,822 $ 11,818,822 2,736,728 347,574 20,831,278 14,242,137 37,221,840 912,080 9,163,237 3,574,784 $ 81,771,905 $ 30,895,397 $ 22,351,278 $ 16,337,490 3,127,824 360,411 1,900,000 1,900,000 16,674,020 140,880 9,814,113 3,605,364 $ 53,867,235 $ 22,344,145 |
1-5 Years $ - 2,389,154 6,589,141 20,997,760 5,501,261 $ 35,477,316 $ 6,013,788 2,767,413 - 7,443,140 6,173,611 $ 22,397,952 |
More Than 5 Years $ - - - 15,312,000 87,192 $ 15,399,192 $ - - - 9,090,000 35,138 $ 9,125,138 |
|---|---|---|---|
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5) Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates, and equity prices, will affect the Group’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within an acceptable range and to optimize the return.
The Group carefully evaluates each financial instrument transaction involving any risk such as exchange rate risk, interest rate risk, and market price risk in order to decrease potential influences caused by market uncertainty.
a) Exchange rate risk
The Group mainly operates in Taiwan, except for international roaming services. Most of the operating revenues and expenses are measured in NTD. A small portion of the expenses is paid in USD, EUR, etc.; thus, the Group purchases currency at the spot rate based on the conservative principle in order to hedge exchange rate risk.
The Group’s foreign currency assets and liabilities exposed to significant exchange rate risk were as follows:
| Foreign currency assets Monetary items USD EUR RMB Non-monetary items USD RMB HKD THB Foreign currency liabilities Monetary items USD EUR HKD JPY |
December 31, 2020 |
|---|---|
| Foreign Currencies Exchange Rate New Taiwan Dollars $ 52,099 28.48 $ 1,483,792 1,021 34.94 35,666 25,768 4.372 112,657 22,843 28.48 650,563 138,695 4.372 606,376 2,323 3.673 8,533 201,029 0.956 192,103 9,931 28.48 282,855 61 34.94 2,142 5,751 3.673 21,122 29,867 0.276 8,234 |
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| Foreign currency assets Monetary items USD EUR RMB Non-monetary items USD RMB HKD THB Foreign currency liabilities Monetary items USD EUR HKD JPY |
December 31, 2019 |
|---|---|
| Foreign Currencies Exchange Rate New Taiwan Dollars $ 50,271 30.02 $ 1,509,081 1,162 33.62 39,057 29,446 4.299 126,589 16,384 30.02 491,857 130,270 4.299 560,029 1,921 3.855 7,407 118,371 1.01 119,531 15,795 30.02 474,108 97 33.62 3,251 9,326 3.855 35,950 38,710 0.275 10,645 |
Refer to Note 23(b) for the information related to the Group’s realized and unrealized foreign exchange gains (losses) for the years ended December 31, 2020 and 2019, respectively. Due to the variety of foreign currency transactions and functional currencies, the Group could not disclose the foreign exchange gains (losses) for each foreign currency with significant influence.
Sensitivity analysis
The Group’s exchange rate risk comes mainly from conversion gains and losses of accounts denominated in monetary items of foreign currencies. If there had been an unfavorable 5% movement in the levels of foreign exchanges against NTD at the end of the reporting period (with other factors remaining constant at the end of the reporting period and with analyses of the two periods on the same basis), profit would have decreased by $65,888 thousand and $57,539 thousand for the years ended December 31, 2020 and 2019, respectively.
b) Interest rate risk
The Group issued unsecured straight corporate bonds and signed facility agreements with financial institutions for locking in medium- and long-term fixed interest rates. In respect of interest payables, the fluctuation of interest rates does not affect the Group significantly.
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The carrying amounts of the Group’s financial assets and financial liabilities exposed to interest rate risk were as follows:
| Fair value interest rate risk Financial assets Financial liabilities Cash flow interest rate risk Financial assets Financial liabilities |
December 31 |
|---|---|
| 2020 2019 $ 5,218,262 $ 5,763,639 76,502,983 41,837,415 6,486,835 3,697,273 2,586,036 9,859,372 |
Sensitivity analysis
The following sensitivity analysis is based on the exposure to interest rate risk of derivative and non-derivative instruments at the end of the reporting period. For floating-rate assets and liabilities, the analysis assumes that the balances of outstanding assets and liabilities at the end of the reporting period have been outstanding for the whole period and that the changes in interest rates are reasonable. If the interest rate had increased by 50 basis points (with other factors remaining constant at the end of the reporting period and with analyses of the two periods on the same basis), profit would have increased by $19,504 thousand and decreased by $30,810 thousand for the years ended December 31, 2020 and 2019, respectively.
c) Other market price risk
The exposure to equity price risk is mainly due to holding of stocks. The Group manages the risk by maintaining portfolios of investments with different risks and by continuously monitoring the future developments and market trends of investment targets.
Sensitivity analysis
If the prices of equity instruments had decreased by 5% (with other factors remaining constant and with the analyses of the two periods on the same basis), profit would have decreased by $7 thousand since the fair value of financial assets at FVTPL decreased for the year ended December 31, 2019, and other comprehensive income would have decreased by $126,760 thousand and $274,619 thousand since the fair value of financial assets at FVTOCI decreased for the years ended December 31, 2020 and 2019, respectively.
29. RELATED-PARTY TRANSACTIONS
- a. Parent company and ultimate controlling party
TWM is the ultimate controlling party of the Group.
- b. Related party name and nature of relationship
| Related Party GHS TPE AppWorks AppWorks Fund III |
Nature of Relationship |
|---|---|
| Associate Associate Associate Associate |
(Continued)
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Related Party Nature of Relationship kbro Media Associate M.E. Associate TV Direct Associate ADT Associate Beijing Global JiuSha Media Technology Co., Ltd. Associate (subsidiary of GHS) Beijing Global Zhiqun Trading Co., Ltd. Associate (subsidiary of GHS) GHS Trading Ltd. Associate (subsidiary of GHS) Beijing YueShih JiuSha Media Technology Co., Ltd. Associate (subsidiary of GHS) Citruss Saudi Trading Company LLC Associate (subsidiary of GHS) AppWorks School Co., Ltd. Associate (subsidiary of AppWorks) Good Image Co., Ltd. Associate (subsidiary of kbro Media) TVD Shopping Associate (subsidiary of TV Direct, not a related party since November 2020) Fubon Life Insurance Co., Ltd. (Fubon Life) Other related party Fubon Insurance Co., Ltd. (Fubon Ins.) Other related party Fubon Securities Investment Trust Co., Ltd. (FSIT) Other related party Fubon Sports & Entertainment Co., Ltd. Other related party Taipei Fubon Commercial Bank Co., Ltd. (TFCB) Other related party Fubon Financial Holding Co., Ltd. Other related party Fubon Life Insurance (HK) Ltd. Other related party Fubon Securities Co., Ltd. Other related party Fubon Futures Co., Ltd. Other related party Fubon Investment Services Co., Ltd. Other related party Fubon Marketing Co., Ltd. Other related party Fu-Sheng Life Insurance Agency Co., Ltd. Other related party Fu-Sheng General Insurance Agency Co., Ltd. Other related party Fubon Financial Venture Capital Co., Ltd. Other related party Fubon Gymnasium Co., Ltd. Other related party Fubon Asset Management Co., Ltd. Other related party One Production Film Co., Ltd. Other related party Fubon Bank (China) Co., Ltd. Other related party Fubon Land Development Co., Ltd. Other related party Fubon Property Management Co., Ltd. Other related party Fubon Real Estate Management Co., Ltd. Other related party Fubon Hospitality Management Co., Ltd. Other related party Chung Hsing Constructions Co., Ltd. Other related party Ming Dong Co., Ltd. (Ming Dong) Other related party Fu Yi Health Management Co., Ltd. Other related party Dao Ying Co., Ltd. Other related party Fubon Xinji Investment Co., Ltd. Other related party Far Eastern Memorial Hospital Other related party Dai-Ka Ltd. Other related party Chen Feng Investment Ltd. Other related party Chen Yun Co., Ltd. Other related party Xi Guo Co., Ltd. Other related party Cho Pharma Inc. Other related party Dun Fu Industrial Corporation Limited. Other related party Mitchiller Media Co., Ltd. Other related party (not a related party since August 2019) Taiwan Mobile Foundation (TMF) Other related party Taipei New Horizon Foundation (TNHF) Other related party
(Continued)
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| Related Party Fubon Cultural & Educational Foundation Fubon Charity Foundation Fubon Art Foundation Taipei Fubon Bank Charity Foundation Taipei New Horizon Management Agency Key management |
Nature of Relationship |
|---|---|
| Other related party Other related party Other related party Other related party Other related party Chairman, director, president, manager, etc. (Concluded) |
-
c. Significant transactions with related parties
-
1) Operating revenue
Associates Other related parties |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2020 $ 47,301 923,626 $ 970,927 |
2019 $ 77,795 903,270 $ 981,065 |
The Group renders telecommunications, sales, maintenance, lease services, etc., to the related parties. The transaction terms with related parties were not significantly different from those with third parties.
2) Purchases
Associates Other related parties |
**For the Year Ended December 31 ** | **For the Year Ended December 31 ** | **For the Year Ended December 31 ** |
|---|---|---|---|
| 2020 $ 813,516 287,412 $ 1,100,928 |
2019 $ 588,655 369,691 $ 958,346 |
The entities mentioned above provide logistics, copyright, member service costs and other services. The transaction terms with related parties were not significantly different from those with third parties.
3) Receivables due from related parties
| Account Related Party Categories Accounts receivable Associates Accounts receivable Other related parties Other receivables Associates Other receivables Other related parties |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2020 $ 2,266 176,565 $ 178,831 $ 63,244 111,681 $ 174,925 |
2019 $ 4,729 141,457 $ 146,186 $ 63,988 65,285 $ 129,273 |
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Receivables from related parties mentioned above were not secured with collateral, and no provisions for impairment loss were accrued.
4) Payables due to related parties
| Account Related Party Categories Accounts payable Associates Accounts payable Other related parties Other payables Other related parties 5) Prepayments Other related parties |
December 31 | December 31 | |
|---|---|---|---|
| 2020 2019 $ 99,281 $ 101,077 61,275 34,085 $ 160,556 $ 135,162 $ 16,189 $ 13,723 December 31 |
|||
| 2020 $ 10,353 |
2019 $ 15,803 |
6) Bank deposits, time deposits and other financial assets (including current and non-current portions)
| Other related parties TFCB Others Cash equivalents For the Year Ended December 31, 2019 Related Party Target Acquired TFCB Government bonds with repurchase rights Related Party Target Disposed Original Purchase Price TFCB Government bonds with repurchase rights $ 386,013 |
December 31 | ||
|---|---|---|---|
| $ | 2020 2019 1,807,422 $ 2,102,334 24,798 18,736 1,832,220 $ 2,121,070 Purchase Price $ 240,000 Proceeds Interest Income $ 386,049 $ 36 |
||
| $ | |||
-
7) Cash equivalents
-
71 -
8) Financial assets at FVTPL - current
For the Year Ended December 31, 2019
| Related Party Target Disposed Purchase Price FSIT Fund $ 100,000 |
Proceeds $ 84,864 |
|---|---|
The cumulative losses were $15,136 thousand, and the Group recognized $3,390 thousand as gain for the year ended December 31, 2019.
- 9) Acquisition of investments accounted for using equity method
For the Year Ended December 31, 2020
| 10) | Related Party Target AppWorks Fund III AppWorks Fund III kbro Media kbro Media For the Year Ended December 31, 2019 Related Party Target Jamie Lin, President of TWM AppWorks Others Guarantee deposits Other related parties Other current liabilities - receipts under custody Other related parties |
Number of Shares (In Thousands) Purchase Price 33,000 $ 330,000 4,875 48,750 $ 378,750 Number of Shares (In Thousands) Purchase Price 387 $ 62,000 **December 31 ** |
Number of Shares (In Thousands) Purchase Price 33,000 $ 330,000 4,875 48,750 $ 378,750 Number of Shares (In Thousands) Purchase Price 387 $ 62,000 **December 31 ** |
Number of Shares (In Thousands) Purchase Price 33,000 $ 330,000 4,875 48,750 $ 378,750 Number of Shares (In Thousands) Purchase Price 387 $ 62,000 **December 31 ** |
|---|---|---|---|---|
| 2020 $ 60,135 $ 150,528 |
2019 $ 54,256 $ 123,993 |
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Operating expenses Other related parties TMF TNHF TFCB Others Other income Associates Other related parties TFCB Others |
**For the Year Ended ** | **For the Year Ended ** | **December 31 ** |
|---|---|---|---|
| 2020 $ 15,650 5,000 195,966 162,605 $ 379,221 $ 10,643 66,439 666 $ 77,748 |
2019 $ 13,100 5,000 247,114 174,438 $ 439,652 $ - 2,218 15,734 $ 17,952 |
11) Lease arrangements
| Acquisition of right-of-use assets Other related parties Lease liabilities (including current and non-current portions) Other related parties |
**For the Year Ended ** | **For the Year Ended ** | **December 31 ** |
|---|---|---|---|
| 2020 2019 $ 47,052 $ 92,694 **December 31 ** |
|||
| 2020 $ 431,137 |
2019 $ 611,736 |
The leases are conducted by referring to general market prices, and all the terms and conditions conform to normal business practices.
d. Key management compensation
The amounts of remuneration of directors and key executives were as follows:
Short-term employee benefits Termination and post-employment benefits |
**For the Year Ended ** | **For the Year Ended ** | **December 31 ** |
|---|---|---|---|
| 2020 $ 313,308 7,757 $ 321,065 |
2019 $ 292,411 18,528 $ 310,939 |
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30. ASSETS PLEDGED
The assets pledged as collateral for bank loans, purchases, performance bonds and lawsuits were as follows:
| Other current financial assets Service concessions Other non-current financial assets |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2020 $ 169,230 6,791,334 355,432 $ 7,315,996 |
2019 $ 165,201 6,970,053 271,653 $ 7,406,907 |
31. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS
- a. Unrecognized commitments
| Purchases of property, plant and equipment Purchases of cellular phones |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2020 $ 8,695,105 $ 5,500,331 |
2019 $ 3,670,907 $ 2,268,710 |
As of December 31, 2020 and 2019, the amounts of lease commitments commencing after the balance sheet date were $619,099 thousand and $648,683 thousand, respectively.
-
b. As of December 31, 2020 and 2019, the amounts of endorsements and guarantees provided to entities in the Group were both $21,550,000 thousand.
-
c. In accordance with the NCC’s policy and regulations, TWM entered into a contract with DBS Bank Ltd., which provided a performance guarantee for advance receipts from prepaid cards and electronic gift certificates, totaling $612,902 thousand and $14,969 thousand, respectively, as of December 31, 2020.
In accordance with the NCC’s policy and regulations, cable television companies should provide performance bonds based on a certain proportion of the advance receipts from their subscribers. As of December 31, 2020, the cable television companies had provided $74,519 thousand as performance bonds, classified as other non-current financial assets.
In accordance with the Ministry of Economic Affairs’ policy and regulations, momo entered into a contract with First Commercial Bank Co., Ltd., which provided a performance guarantee for advance receipts from prepaid bonuses and electronic tickets totaling $85,956 thousand and $93,867 thousand, respectively, as of December 31, 2020.
-
d. On January 15, 2009, TNH signed the BOT contract with the Department of Cultural Affairs of Taipei City Government. The primary terms of the contract are summarized as follows:
-
1) Construction and operating period:
The construction and operating period is 50 years from the day following the signing of the contract.
- 74 -
2) Development concession:
The total initial amount of concession was $1,238,095 thousand (tax excluded). According to the supplemental agreement signed in November 2014, the concession will be paid with additional business tax from the signing date of the supplemental agreement; thus, the concession will be increased by $48,750 thousand. The rest of the concession will be paid over 14 years from fiscal year 2015. As of December 31, 2020, $736,937 thousand (tax included) of the concession had been paid.
3) Performance guarantee:
As of December 31, 2020, TNH had provided a $32,500 thousand performance guarantee regarding the BOT contract.
4) Rental of land:
During the construction period, TNH should pay land value tax (1% of the announced land value) and other expenses.
During the operating period, TNH should pay 60% of 5% of the announced land value, that is, 3% of the announced land value. According to the supplemental agreement signed in November 2014, the concession will be paid with additional business tax from the date of agreement signing.
-
e. In August 2015, Far EasTone Telecommunications (FET) filed a civil statement of complaint with the Court, in which FET claimed that (i) TWM shall apply for the return the C4 spectrum block (1748.7-1754.9/1843.7-1849.9 MHz) back to the NCC; (ii) TWM shall not use the C4 spectrum block; (iii) TWM shall not use the C1 spectrum block until TWM’s application for the return of the C4 spectrum block is approved by the NCC; and (iv) TWM shall provide $1,005,800 thousand to FET as compensation. In May 2016, the Court decided against TWM regarding claims (i), (ii), and (iii) of the lawsuit; and the Court decided against FET regarding claim (iv) of the lawsuit. FET offered a security deposit of $320,630 thousand for the provisional execution of claims (i) to (iv). TWM offered a counter-security deposit of $961,913 thousand in order to be exempted from the provisional execution of claims (i) to (iv). In addition, TWM offered a counter-security deposit for the exemption from provisional execution of the sentence, and the counter-security deposit was reclaimed in March 2018. TWM and FET appealed the aforementioned sentences respectively. The judgment dismissed by the High Court were as follows: 1. (1) TWM “shall apply for the return of the C4 spectrum block to the NCC immediately”, “shall not use the C4 spectrum block in any way”, and “TWM shall not use the C1 spectrum block before the C4 spectrum block has been returned to and approved by the NCC”, and (2) the claim stated in section 2(2) below, in which the corresponding portion of FET’s claimed provisional execution and litigation expenses were rejected. 2. (1) For the dismissed portion stated in the above section (1), FET’s claim and motion of provisional execution in the first instance were rejected; and (2) for the dismissed portion stated in the above section 1(2), TWM shall pay FET $765,779 thousand, as well as a 5% annual interest payment, for the period starting from September 5, 2015 to the payment date, on $152,584 thousand of the above amount. 3. The rest of FET’s appeals were rejected. 4. TWM shall bear half of the litigation expenses in the first and second instances, and FET shall bear the rest. 5. Regarding the portion of the judgment regarding TWM’s payment, FET may file a provisional execution with a collateral of $255,260 thousand or a negotiable certificate deposit (NCD) issued by Far Eastern International Bank for the equal amount; and TWM may provide a counter-security of $765,779 thousand to be exempted from the above FET provisional execution. 6. The rest of FET’s motions on provisional execution were rejected. TWM and FET appealed the sentence respectively. In May 2019, the judgment dismissed by the Supreme Court was as follows: regarding the portion of the High Court’s original judgment on (1) dismissed FET’s other appeal, (2) ruled the TWM’s payment obligation, and (3) ruled the litigation expenses with respect to above-mentioned two items shall be dismissed, and the Supreme Court remanded the case to the High Court. Under the first retrial of the High Court, TWM filed a counterclaim requesting that FET pay $14,482 thousand, as well as a 5% annual interest payment, for the period starting from the date following the service of the counterclaim until the
-
75 -
settlement date. In August 2020, the judgment dismissed by the High Court first retrial were as follows: regarding the portion of the High Court’s original judgment on dismissing FET’s claim stated below, in which the corresponding portion of FET’s claimed provisional execution and litigation expenses (except the part of final and binding judgment) were rejected. For the dismissed portion stated in the above, TWM shall pay FET $242,154 thousand as well as, a 5% annual interest payment, for the period starting from September 30, 2016 to the payment date, on $142,685 thousand of the above amount; and a 5% annual interest payment, for the period starting from July 21, 2017 to the payment date, on $99,469 thousand of the above amount. The rest of FET’s appeals were rejected. TWM's counterclaim and the motion of provisional execution were rejected. FET shall bear 75% of the litigation expenses in the first and the second trial (except for the part of the final and binding judgment) as well as the third trial prior to the remand; and TWM shall bear the rest. TWM shall bear the litigation expenses of the counterclaim. Regarding the portion of the judgment regarding TWM's payment, FET may file a provisional execution with a collateral of $80,720 thousand; and TWM may provide a counter-security of $242,154 thousand to be exempted from the above provisional execution. TWM and FET appealed the sentence respectively. The case is now in the process of the Supreme Court.
32. SIGNIFICANT EVENTS AFTER REPORTING PERIOD
In February 2021, the Board of Directors of momo, one of TWM’s subsidiaries, resolved that momo would dispose of 14,793 thousand shares of common stock of TPE at selling prices no less than $30 per share in batches.
33. OTHERS
a. Employee benefits, depreciation, and amortization are summarized as follows:
| Employee benefits Salary Insurance expenses Pension Others Depreciation Amortization |
**For the Year Ended December 31 ** | **For the Year Ended December 31 ** |
|---|---|---|
| 2020 Classified as Operating Costs Classified as Operating Expenses Total $ 2,486,031 $ 4,979,346 $ 7,465,377 214,260 426,640 640,900 112,624 221,517 334,141 119,928 262,079 382,007 10,091,596 1,014,474 11,106,070 3,832,801 2,052,414 5,885,215 |
2019 | |
| Classified as Operating Costs Classified as Operating Expenses Total $ 2,265,080 $ 4,672,180 $ 6,937,260 189,966 411,739 601,705 102,099 209,627 311,726 107,486 256,185 363,671 11,750,782 1,004,958 12,755,740 3,036,555 2,887,293 5,923,848 |
Information of employees’ compensation and remuneration of directors
According to TWM’s Articles, the estimated employees’ compensation and remuneration of directors are set at the rates of 1% to 3% and no higher than 0.3%, respectively, of profit before income tax, employees’ compensation, and remuneration of directors. Estimations for employees’ compensation were calculated by applying the rates to the aforementioned profit before income tax, for the years ended December 31, 2020 and 2019, respectively.
If there is a change in the approved amounts after the annual consolidated financial statements are authorized for issue, the difference is recorded as a change in accounting estimate in the next year.
The employees’ compensation and remuneration of directors of 2020 and 2019 shown below were approved by the Board of Directors on February 25, 2021 and February 21, 2020, respectively. The differences with the amounts recognized in the consolidated financial statements have been adjusted in 2021 and 2020, respectively.
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| Amounts approved by the Board of Directors Amounts recognized in the consolidated financial statements |
**For the Year Ended December 31 ** | **For the Year Ended December 31 ** |
|---|---|---|
| 2020 Employees’ Compensation Paid in Cash Remuneration of Directors $ 390,869 $ 39,087 $ 351,782 $ 35,178 |
2019 | |
| Employees’ Compensation Paid in Cash Remuneration of Directors $ 437,880 $ 43,788 $ 394,092 $ 39,409 |
Information on the employees’ compensation and remuneration of directors approved by the Board of Directors is available on the Market Observation Post System website of the Taiwan Stock Exchange.
- b. As of the date the consolidated financial statements were authorized for issue, the COVID-19 epidemic did not have a significant impact on the Group’s operating ability, financing situation and assessment of asset impairment, and the Group is continuously monitoring and assessing the situation.
34. ADDITIONAL DISCLOSURES
-
a. Information on significant transactions and b. Information on investees:
-
1) Financing extended to other parties: Table 1 (attached)
-
2) Endorsements/guarantees provided to other parties: Table 2 (attached)
-
3) Marketable securities held (excluding investments in subsidiaries and associates): Table 3 (attached)
-
4) Marketable securities acquired or disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: Table 4 (attached)
-
5) Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital: Table 5 (attached)
-
6) Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital: None
-
7) Total purchases from or sales to related parties of at least NT$100 million or 20% of the paid-in capital: Table 6 (attached)
-
8) Receivables from related parties of at least NT$100 million or 20% of the paid-in capital: Table 7 (attached)
-
9) Names, locations and related information of investees on which TWM exercised significant influence (excluding information on investments in mainland China): Table 8 (attached)
-
10) Trading in derivative instruments: None
-
11) Business relationships between the parent and the subsidiaries and significant intercompany transactions: Table 9 (attached)
-
77 -
-
c. Information on investments in mainland China:
-
1) The names of investees in mainland China, the main businesses and products, issued capital, method of investment, information on inflow or outflow of capital, ownership, net income or loss and recognized investment gain or loss, ending balance, amount received as earnings distributions from the investment, and limitation on investment: Table 10 (attached)
-
2) Significant direct or indirect transactions with the investee companies, the prices and terms of payment, unrealized gain or loss, and other related information, which is helpful to understand the impact of investment in mainland China on financial reports: Table 9 (attached)
-
d. Information of major stockholders, the name, the number of stocks owned, and percentage of ownership of each stockholder with ownership of 5% or greater: Table 11 (attached)
35. SEGMENT INFORMATION
The Group divides its business into four reportable segments with different market attributes and operation modes. The four segments are described as follows.
Telecommunications: providing mobile communication services, mobile phone sales and fixed-line services.
Retail: providing online shopping, TV shopping and catalog shopping.
Cable Television: providing pay TV and cable broadband services.
Others: business other than telecommunication, retail, and cable television.
| Adjustments | ||||||
|---|---|---|---|---|---|---|
| For the Year | Telecommuni- | Cable | and | |||
| Ended December 31, 2020 | cations | Retail | Television | Others | Eliminations | Total |
Operating revenues |
$ 61,532,926 |
$ 67,198,104 $ | 6,192,972 $ |
554,306 | $ (2,617,324 ) | $ 132,860,984 |
| Operating costs | 39,295,803 | 60,883,619 |
3,187,087 | 318,950 | (2,270,211 ) |
101,415,248 |
| Operating expenses | 11,192,095 | 4,199,106 |
794,914 | 56,488 | (520,462 ) |
15,722,141 |
| Net other income and expenses | 279,681 |
103,711 |
(2,698 ) | 1,111 | (49,240 ) |
332,565 |
| Profit | 11,324,709 | 2,219,090 |
2,208,273 | 179,979 | 124,109 |
16,056,160 |
| EBITDA (Note) | 24,867,445 | 3,034,201 |
2,928,278 | 373,187 | 126,233 |
31,329,344 |
| Adjustments | ||||||
| For the Year | Telecommuni- | Cable | and | |||
| Ended December 31, 2019 | cations | Retail | Television | Others | Eliminations | Total |
Operating revenues |
$ 67,384,770 |
$ 51,830,417 $ | 6,089,688 $ |
598,050 | $ (1,482,012 ) | $ 124,420,913 |
| Operating costs | 42,561,416 | 46,745,781 |
3,237,440 | 345,741 | (1,278,200 ) |
91,612,178 |
| Operating expenses | 12,067,423 | 3,458,294 |
770,045 | 58,989 | (239,584 ) |
16,115,167 |
| Net other income and expenses | 501,358 |
29,287 |
10,188 | 2,709 | (43,775 ) |
499,767 |
| Profit | 13,257,289 | 1,655,629 |
2,092,391 | 196,029 | (8,003 ) |
17,193,335 |
| EBITDA (Note) | 27,618,141 | 2,328,619 |
3,079,032 | 408,399 | (45,265 ) |
33,388,926 |
Note: The Group uses EBITDA (Operating income + Depreciation + Amortization expenses of intangible assets) as the measurement for segment profit and the basis of performance assessment.
- a. Geographical information
The Group’s revenues are generated mostly from domestic business. Overseas revenues are primarily generated from international calls and data services.
- 78 -
Consolidated geographic information for revenues was as follows:
Taiwan, ROC Overseas |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2020 $ 130,486,507 2,374,477 $ 132,860,984 |
2019 $ 121,142,887 3,278,026 $ 124,420,913 |
- b. Information on major customers
The Group does not have revenues from a single customer that exceeds 10% of the consolidated operating revenues.
- 79 -
TABLE 1
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
FINANCING EXTENDED TO OTHER PARTIES FOR THE YEAR ENDED DECEMBER 31, 2020
(In Thousands of New Taiwan Dollars)
| No. | Lending Company | Borrowing Company | Financial Statement Account |
Related Parties |
Maximum Balance for the Period (Note 1) |
Ending Balance (Note 1) |
Drawdown Amounts |
Interest Rate | Nature of Financing |
Transaction Amounts |
Reasons for Short-term Financing |
Allowance for Impairment Loss |
**Collateral ** | **Collateral ** | Lending Limit for Each Borrowing Company |
Lending Company’s Lending Amount Limits |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | ||||||||||||||||
| 1 | TCC | TWM TFC |
Other receivables Other receivables |
Yes Yes |
$ 400,000 700,000 |
$ 400,000 700,000 |
$ 346,000 341,000 |
0.86889%-1.09422% 1.16867%-1.39400% |
Short-term financing Short-term financing |
$ - - |
Operation requirements Operation requirements |
$ - - |
- - |
$ - - |
$ 32,930,330 32,930,330 |
$ 32,930,330 32,930,330 |
Note 2 Note 2 |
| 2 | WMT | TWM TKT TFNM WTVB |
Other receivables Other receivables Other receivables Other receivables |
Yes Yes Yes Yes |
3,800,000 100,000 2,770,000 1,000,000 |
3,800,000 100,000 2,430,000 1,000,000 |
3,071,000 - 730,000 590,000 |
0.86867%-1.09422% - 0.87033%-1.09422% 0.86878%-1.09433% |
Short-term financing Short-term financing Short-term financing Short-term financing |
- - - - |
Operation requirements Operation requirements Operation requirements Operation requirements |
- - - - |
- - - - |
- - - - |
8,554,493 8,554,493 8,554,493 8,554,493 |
8,554,493 8,554,493 8,554,493 8,554,493 |
Note 2 Note 2 Note 2 Note 2 |
| 3 | TVC | TWM | Other receivables | Yes | 600,000 | 600,000 |
600,000 |
0.86867% | Short-term financing | - |
Operation requirements | - | - | - | 634,989 |
634,989 |
Note 2 |
| 4 | TFN | TWM TCC |
Other receivables Other receivables |
Yes Yes |
11,000,000 700,000 |
11,000,000 700,000 |
8,453,000 341,000 |
0.86867%-1.09422% 0.86867%-1.09400% |
Short-term financing Short-term financing |
- - |
Operation requirements Operation requirements |
- - |
- - |
- - |
21,575,577 21,575,577 |
21,575,577 21,575,577 |
Note 2 Note 2 |
| 5 | YJCTV | TFNM | Other receivables | Yes | 100,000 | 60,000 |
60,000 |
0.86900%-1.09378% | Transactions | 460,717 | - | - | - | - | 460,717 |
460,717 |
Notes 3 and 4 |
| 6 | PCTV | TFNM | Other receivables | Yes | 520,000 | 520,000 |
520,000 |
0.86900%-1.09378% | Transactions | 538,231 | - | - | - | - | 538,231 |
538,231 |
Notes 3 and 4 |
| 7 | GCTV | TFNM | Other receivables | Yes | 250,000 | 250,000 |
250,000 |
0.86900%-1.09378% | Short-term financing | - |
Repayment of financing | - |
- | - | 286,370 |
286,370 |
Note 3 |
Note 1: The maximum balance for the period and the ending balance represent quotas, not actual drawdown.
Note 2: Where funds are loaned for reasons of business dealings and short-term financing needs, the amount of loaned funds shall be limited to 40% of the lending company’s net worth. For short-term financing needs, the aggregate amount of loaned funds shall not exceed 40% of the lending company’s net worth. The individual loan funds shall be limited to the lowest amount of the following items: 1) 40% of the lending company’s net worth; 2) The amount that the lending company invests in the borrowing entities; or 3) An amount equal to (the share portion of the borrowing entities that the lending company invests in) * (the total loaning amounts of the borrowing company). In the event that a lending company directly and indirectly owns 100% of the borrowing company, or the borrowing company directly and indirectly owns 100% of the lending company, the individual lending amount and the aggregate amount of loaned funds shall not exceed 40% of the lending company’s net worth. Note 3: Where funds are loaned for reasons of business dealings and short-term financing needs, the amount of loaned funds shall be limited to the total amount of business dealings and 40% of the lending company’s net worth. 1) For reasons of business dealings: The individual lending amount and the aggregate amount of loaned funds shall not exceed the amount of business dealings and the total amount of business dealings, respectively. 2) For short-term financing needs: The individual lending amount and the aggregate amount of loaned funds shall not exceed 40% of the lending company’s net worth.
Note 4: Where funds are loaned for reasons of business dealings, the aggregate amount of loans and the maximum amount permitted to a single borrower shall be prescribed within the aggregate amount of business transactions.
- 80 -
TABLE 2
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
ENDORSEMENTS/GUARANTEES PROVIDED TO OTHER PARTIES FOR THE YEAR ENDED DECEMBER 31, 2020
(In Thousands of New Taiwan Dollars)
| No. | Company Providing Endorsements/ Guarantees |
Receiving Party | Receiving Party | Limits on Endorsements/ Guarantees Amount Provided to Each Entity |
Maximum Balance for the Period (Note 1) |
Ending Balance (Note 1) |
Drawdown Amounts (Note 1) |
Amount of Endorsements/ Guarantees Collateralized by Property |
Ratio of Accumulated Endorsements/ Guarantees to Net Worth of the Guarantor (Note 1) |
Maximum Endorsements/ Guarantees Amount Allowable |
Guarantee Provided by Parent Company |
Guarantee Provided by a Subsidiary |
Guarantee Provided to Subsidiaries in Mainland China |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Nature of Relationship |
|||||||||||||
| 0 | TWM | TFN TKT |
Note 2 Note 2 |
$ 42,000,000 313,800 |
$ 21,500,000 50,000 |
$ 21,500,000 50,000 |
$ 6,500,000 50,000 |
$ - - |
32.89 0.08 |
$ 65,365,100 65,365,100 |
Y Y |
N N |
N N |
Note 3 Note 3 |
Note 1: The maximum endorsement/guarantee balance for the period, the ending balance, and the drawdown amounts represent quotas, not actual drawdown.
Note 2: Direct/indirect subsidiary.
Note 3: For 100% directly/indirectly owned subsidiaries, the aggregate endorsement/guarantee amount provided shall not exceed the net worth of TWM, and the upper limit for each subsidiary shall be double the investment amount.
- 81 -
TABLE 3
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
MARKETABLE SECURITIES HELD (EXCLUDING INVESTMENTS IN SUBSIDIARIES AND ASSOCIATES) DECEMBER 31, 2020
(In Thousands of New Taiwan Dollars)
| Investing Company | Marketable Securities Type and Name | Relationship with the Securities Issuer |
Financial Statement Account | December 31, 2020 | December 31, 2020 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Units/Shares (In Thousands) |
Carrying Value | Percentage of Ownership % |
Fair Value | |||||
| TWM TCC WMT TVC TCCI TUI TID TFNM |
Stock Chunghwa Telecom Co., Ltd. Asia Pacific Telecom Co., Ltd. Bridge Mobile Pte Ltd. LINE Bank Taiwan Limited Limited Partnerships Grand Academy Investment, L.P. Starview Heights Investment, L.P. Stock Arcoa Communication Co., Ltd. Limited Partnerships The Last Thieves, L.P. Stock Stampede Entertainment, Inc. 91APP, Inc. Stock TWM Great Taipei Broadband Co., Ltd. Stock TWM Stock TWM Beneficiary Certificates Dragon Tiger Capital Partners Limited - Class B Dragon Tiger Capital Partners Limited - Class C |
- - - - - - - - - - TWM - TWM TWM - - |
Current financial assets at FVTOCI Non-current financial assets at FVTOCI Non-current financial assets at FVTOCI Non-current financial assets at FVTOCI Non-current financial assets at FVTOCI Non-current financial assets at FVTOCI Non-current financial assets at FVTOCI Current financial assets at FVTPL Non-current financial assets at FVTOCI Non-current financial assets at FVTOCI Non-current financial assets at FVTOCI Non-current financial assets at FVTOCI Non-current financial assets at FVTOCI Non-current financial assets at FVTOCI Non-current financial assets at FVTOCI Non-current financial assets at FVTOCI |
2,174 97,171 800 50,000 - - 6,998 - 1,333 2,500 200,497 10,000 410,665 87,590 0.2 0.0335 |
$ 236,913 981,427 30,496 456,109 218,499 31,328 93,356 - 227,840 142,400 19,829,130 38,039 40,614,796 8,662,607 - - |
0.028 2.55 10 5 21.67 21.67 5.21 7.14 8.45 2.33 5.71 6.67 11.69 2.49 0.33 0.056 |
$ 236,913 981,427 30,496 456,109 218,499 31,328 93,356 - 227,840 142,400 19,829,130 38,039 40,614,796 8,662,607 - - |
Note 1 Note 1 Note 1 |
(Continued)
- 82 -
| Investing Company | Marketable Securities Type and Name | Relationship with the Securities Issuer |
Financial Statement Account | December 31, 2020 | December 31, 2020 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Units/Shares (In Thousands) |
Carrying Value | Percentage of Ownership % |
Fair Value | |||||
| momo | Stock Media Asia Group Holdings Limited We Can Medicines Co., Ltd. |
- - |
Current financial assets at FVTOCI Non-current financial assets at FVTOCI |
4,367 3,140 |
$ 8,533 70,252 |
2.04 7.85 |
$ 8,533 70,252 |
Note 1: Percentage of ownership is the percentage of capital contribution.
Note 2: For the information on investments in subsidiaries and associates, see Table 8 and Table 10 for details.
(Concluded)
- 83 -
TABLE 4
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
MARKETABLE SECURITIES ACQUIRED OR DISPOSED OF AT COSTS OR PRICES OF AT LEAST $300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2020
(In Thousands of New Taiwan Dollars)
| Company Name | Type and Name of Marketable Securities |
Financial Statement Account |
Counter-party | Relationship | Beginning Balance | Beginning Balance | Acquisition | Acquisition | Disposal | Disposal | Ending | Balance | ||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Units/Shares (In Thousands) |
Amount | Units/Shares (In Thousands) |
Amount | Units/Shares (In Thousands) |
Amount | Carrying Amount |
Gain (Loss) on Disposal |
Units/Shares (In Thousands) |
Amount (Note 2) |
|||||
| TWM TWM TVC TFN |
LINE Bank Taiwan Limited TVC AppWorks Fund III THSR |
Non-current financial assets at FVTOCI Investments accounted for using equity method Investments accounted for using equity method Current financial assets at FVTOCI |
- - - - |
- Subsidiary Associate - |
- 500 - 90,212 |
$ 100,000 (Note 1) 4,907 - 3,464,156 |
50,000 160,000 33,000 - |
$ 400,000 1,600,000 330,000 - |
- - - 90,212 |
$ - - - 2,964,345 |
$ - - - 912,463 |
$ - - - 2,051,882 |
50,000 160,500 33,000 - |
$ 456,109 1,587,474 315,027 - |
Note 1: The beginning balance is recognized as prepayments for investment.
Note 2: The ending balance includes share of associates accounted for using equity method and the relevant adjustment to financial assets.
- 84 -
TABLE 5
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
ACQUISITION OF INDIVIDUAL REAL ESTATE AT COSTS OF AT LEAST $300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2020
| (In | Thousands of New Taiwan Dollars) | Thousands of New Taiwan Dollars) | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Buyer | Property | Event Date | Transaction Amount |
Payment Status | Counter-party | Relationship | Information on Previous Title Transfer If Counter-party Is A Related Party | Pricing Reference |
Purpose of Acquisition |
Other Terms | |||
| **Property Owner ** | Relationship | Transaction Date | Amount | ||||||||||
| momo | Land | July 31, 2019 | $ 619,817 (Note) |
Paid in full. (including $557,003 thousand paid in current period) |
Yi Jinn Industrial Co., Ltd. |
- | - | - | - | $ - | Determined by the professional appraisal report and market conditions |
Set up a southern logistics center for operational needs |
None |
Note: Total transaction amount for the land was $628,143 thousand in July 2019 and changed to $619,817 thousand due to the adjustment of transaction volume in April 2020.
- 85 -
TABLE 6
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2020
(In Thousands of New Taiwan Dollars)
| Company Name | Related Party | Nature of Relationship | Transaction Details | Transaction Details | Transactions with Terms Different from Others |
Transactions with Terms Different from Others |
Notes/Accounts Payable or Receivable |
Notes/Accounts Payable or Receivable |
Note | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchase/Sale | Amount | % to Total | Payment Terms | Unit Price | Payment Terms | Ending Balance | % to Total | ||||
| TWM TWM&TDS TNH TFN TT&T TPIA TFNM MCTV momo |
TFN TPIA TKT momo Fubon Ins. TWM TFNM Fubon Life TWM TFN Fubon Ins. YJCTV PCTV UCTV GCTV Dai-Ka Ltd. FSL TPE |
Subsidiary Subsidiary Subsidiary Subsidiary Other related party Parent Fellow subsidiary Other related party Ultimate parent Fellow subsidiary Other related party Subsidiary Subsidiary Subsidiary Subsidiary Other related party Subsidiary Associate |
Sale Purchase Sale Purchase Sale Purchase Sale Sale Sale Sale Sale Sale Sale Channel leasing fee Channel leasing fee Channel leasing fee Channel leasing fee Royalty for copyright Purchase Purchase |
$ 216,699 4,471,069 164,076 286,681 2,084,657 224,136 235,521 128,808 161,913 137,669 1,008,960 109,107 260,421 423,140 496,391 217,859 188,627 157,827 136,482 806,680 |
- 11 - 1 4 1 - 23 2 1 90 10 91 13 15 7 6 53 - 1 |
Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms Based on contract terms |
- - - - - - - - - - - - - Note 1 Note 1 Note 1 Note 1 Note 1 - - |
- - - - - - - - - - - - - Note 1 Note 1 Note 1 Note 1 Note 1 - - |
$ 26,173 (490,938 ) 72,389 (101,081 ) 345,383 (11,656 ) 42,996 6,592 29,429 12,089 83,973 8,704 87,246 - - - - (65,761 ) (40,922 ) (99,280 ) |
- (Note 2) 1 5 5 1 1 69 2 1 91 9 89 - - - - 93 1 1 |
Note 3 Note 3 |
Note 1: The companies authorized a related party to deal with the copyright fees for cable television. As the said account item is the only one, there is no comparable transaction.
Note 2: Including accounts payable and other payables.
Note 3: Accounts receivable (payable) was the net amount after being offset.
- 86 -
TABLE 7
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
RECEIVABLES FROM RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL DECEMBER 31, 2020
(In Thousands of New Taiwan Dollars)
| Company Name | Related Party | Nature of Relationship | Ending Balance | Ending Balance | Turnover Rate | Overdue | Overdue | Amount Received in Subsequent Period |
Allowance for Impairment Loss |
|---|---|---|---|---|---|---|---|---|---|
| Amount | Action Taken | ||||||||
| TWM TCC WMT TVC TFN TKT PCTV GCTV momo |
momo TWM TFC TWM TFNM WTVB TWM TWM TCC TWM TFNM TFNM TFCB |
Subsidiary Parent Subsidiary Parent Subsidiary Subsidiary Parent Ultimate parent Parent Ultimate parent Parent Parent Other related party |
Accounts receivable Other receivables Other receivables Other receivables Other receivables Other receivables Other receivables Accounts receivable Other receivables Other receivables Accounts receivable Accounts receivable Other receivables Accounts receivable Other receivables Accounts receivable Other receivables |
$ 345,383 347,284 341,611 3,075,436 730,566 591,291 600,800 499,541 8,535,658 341,454 101,081 5,554 520,035 2,349 250,001 682 109,378 |
7.85 10.1 3.56 5.89 5.86 Note |
$ - - - - - - - - - - - - - - - - - |
- - - - - - - - - - - - - - - - - |
$ 340,603 1,284 - 3,075,436 - 561 - 442,979 49,418 - 33,089 3,600 35 1,489 1 682 109,378 |
$ - - - - - - - - - - - - - - - - - |
Note: Not applicable due to the transaction partners and the nature of transactions.
- 87 -
TABLE 8
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
NAMES, LOCATIONS AND RELATED INFORMATION OF INVESTEES ON WHICH TWM EXERCISED SIGNIFICANT INFLUENCE (EXCLUDING INFORMATION ON INVESTMENT IN MAINLAND CHINA) FOR THE YEAR ENDED DECEMBER 31, 2020
(In Thousands of New Taiwan Dollars)
| Investor | Investee | Location | Main Businesses and Products | Investment Amount | Investment Amount | Balance as of December | Balance as of December | 31, 2020 | Net Income (Loss) of the Investee |
Investment Income (Loss) |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2020 |
December 31, 2019 |
Shares (In Thousands) |
Percentage of Ownership % |
Carrying Value |
|||||||
| TWM TCC WMT TVC TFN TCCI TFNM TKT |
TCC WMT TVC TNH AppWorks ADT TFN TT&T TWM Holding TCCI TDS TPIA TFC TFNM GFMT GWMT WTVB momo AppWorks Fund III TUI TID TKT YJCTV MCTV PCTV UCTV GCTV kbro Media M.E. |
Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan British Virgin Islands Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan |
Investment Investment Investment Building and operating Songshan Cultural and Creative Park BOT project Venture capital, investment consulting, and management consulting Technology development of mobile payment and information processing services Fixed line service provider Call center service and telephone marketing Investment Investment Commissioned maintenance service Property insurance agent Type II telecommunications business Type II telecommunications business Investment Investment TV program provider Wholesale and retail sales Venture capital Investment Investment Digital music service Cable TV service provider Cable TV service provider Cable TV service provider Cable TV service provider Cable TV service provider Film distribution, arts and literature service, and entertainment Livestreaming artists management service, digital media production, and media planning |
$ 40,397,288 16,871,894 1,605,000 1,918,655 235,000 60,000 21,000,000 56,210 347,951 17,285,441 25,000 5,000 200,000 5,210,443 16,984 92,189 222,417 8,129,394 330,000 22,314,609 3,603,149 156,900 2,061,522 510,724 3,261,073 1,986,250 1,221,002 341,250 27,000 |
$ 40,397,288 16,871,894 5,000 1,918,655 235,000 60,000 21,000,000 56,210 347,951 17,285,441 25,000 5,000 200,000 5,210,443 16,984 92,189 222,417 8,129,394 - 22,314,609 3,603,149 156,900 2,061,522 510,724 3,261,073 1,986,250 1,221,002 292,500 27,000 |
502,970 42,065 160,500 191,866 1,275 6,000 2,100,000 2,484 - 154,721 2,500 500 20,000 230,921 1,500 8,945 18,177 63,047 33,000 400 104,712 14,700 33,940 6,248 68,090 169,141 51,733 21,994 460 |
100 100 100 49.9 51 14.4 100 100 100 100 100 100 100 100 100 100 100 45.01 20.11 100 100 100 100 29.53 100 99.22 92.38 33.58 15 |
$ 20,412,476 21,386,300 1,587,474 1,863,980 265,526 8,615 53,939,905 103,908 224,218 27,126,729 103,929 91,554 185,670 6,882,042 17,077 98,367 292,816 9,671,655 315,027 35,364,721 7,548,099 280,296 1,673,511 639,160 3,466,284 2,034,154 1,283,897 167,135 25,698 |
$ 3,317,359 2,573,146 (7,736) 85,040 83,091 17,661 3,081,592 50,843 (4,786) 4,172 9,536 81,554 (11,739) 1,749,541 177 3,747 29,530 1,943,304 (90,130) (74) (86) 34,975 (77,644) 48,770 166,851 41,036 57,384 (58,794) 4,469 |
$ 3,317,804 2,573,221 (7,736) 43,536 41,515 2,543 - - - - - - - - - - - - - - - - - - - - - - - |
Note 1 Note 1 Note 1 Note 1 Note 2 Note 2 Notes 2 and 3 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Notes 2 and 4 Note 2 Note 2 Note 2 Note 2 Note 2 Notes 2 and 5 Note 2 Note 2 Note 2 Note 2 Note 2 |
(Continued)
- 88 -
| Investor | Investee | Location | Main Businesses and Products | Investment Amount | Investment Amount | Balance as of December | Balance as of December | 31, 2020 | Net Income (Loss) of the Investee |
Investment Income (Loss) |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2020 |
December 31, 2019 |
Shares (In Thousands) |
Percentage of Ownership % |
Carrying Value |
|||||||
| GFMT GWMT momo Asian Crown (BVI) Fortune Kingdom Honest Development |
UCTV GCTV Asian Crown (BVI) Honest Development FLI FPI FST Bebe Poshe FSL MFS TPE TV Direct TVD Shopping Fortune Kingdom HK Fubon Multimedia HK Yue Numerous |
Taiwan Taiwan British Virgin Islands Samoa Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Thailand Thailand Samoa Hong Kong Hong Kong |
Cable TV service provider Cable TV service provider Investment Investment Life insurance agent Property insurance agent Travel agent Wholesale of cosmetics Logistics and transport Wholesaling Logistics industry Wholesale and retail sales Wholesale and retail sales Investment Investment Investment |
$ 16,218 91,910 885,285 670,448 3,000 3,000 6,000 85,000 250,000 100,000 295,860 200,820 Note 6 1,132,789 1,132,789 670,448 |
$ 16,218 91,910 885,285 670,448 3,000 3,000 6,000 85,000 - - 337,860 - 115,389 1,132,789 1,132,789 670,448 |
1,300 3,825 9,735 21,778 500 500 3,000 8,500 25,000 10,000 14,793 191,213 Note 6 11,594 11,594 16,600 |
0.76 6.83 81.99 100 100 100 100 85 100 100 15.5 24.99 Note 6 100 100 100 |
$ 15,638 96,912 31,343 678,698 7,119 7,729 45,737 41,397 246,559 101,814 386,414 192,103 Note 6 33,987 33,987 678,698 |
$ 41,036 57,384 (11,847) 46,691 (1,672) (1,527) 5,569 (9,721) (3,473) 1,814 206,535 48,532 Note 6 (11,672) (11,672) 46,691 |
$ - - - - - - - - - - - - - - - - |
Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Note 2 Notes 2 and 6 Note 2 Note 2 Note 2 |
Note 1: Downstream transactions, upstream transactions, and consolidated unrealized gain or loss are included.
Note 2: The income/loss of the investee was already included in the income/loss of the investor, and is not presented in this table.
Note 3: Held 1 share on December 31, 2020.
Note 4: Non-controlling interests.
Note 5: 70.47% of stocks are held under trustee accounts.
Note 6: momo sold all of its equity interest of TVD Shopping in June 2020.
Note 7: For information on investment in mainland China, see Table 10 for details.
(Concluded)
- 89 -
TABLE 9
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 2020
(In Thousands of New Taiwan Dollars)
| Number | Company Name | Counter-party | Nature of Relationship (Note 1) |
Transaction Details | Transaction Details | Percentage of Consolidated Total Operating Revenues or Total Assets |
|
|---|---|---|---|---|---|---|---|
| Account | Amount | Transaction Terms | |||||
| 0 | TWM | TFN TPIA momo TFN TNH TFN WMT TCC TVC TFN TKT momo TFNM TFN TT&T TDS TFN TNH |
1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 |
Notes and accounts receivable, net Notes and accounts receivable, net Notes and accounts receivable, net Other receivables Other non-current assets Short-term borrowings Short-term borrowings Short-term borrowings Short-term borrowings Notes and accounts payable Notes and accounts payable Notes and accounts payable Notes and accounts payable Other payables Other payables Other payables Lease liabilities - current Lease liabilities - current |
$ 26,745 72,389 345,383 32,602 18,259 8,453,000 3,071,000 346,000 600,000 75,889 101,081 11,656 22,125 475,281 83,973 18,282 12,772 115,033 |
The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices |
- - - - - 5% 2% - - - - - - - - - - - |
| (Continued) |
- 90 -
| Number | Company Name | Counter-party | Nature of Relationship (Note 1) |
Transaction Details | Transaction Details | Percentage of Consolidated Total Operating Revenues or Total Assets |
|
|---|---|---|---|---|---|---|---|
| Account | Amount | Transaction Terms | |||||
| 0 | TWM | TFN momo TFN TNH YJCTV GCTV TFN TFNM TPIA momo TFN TKT TDS momo TFNM TFN TT&T TFN TFN WMT |
1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 |
Other current liabilities Other current liabilities Lease liabilities - non-current Lease liabilities - non-current Lease liabilities - non-current Lease liabilities - non-current Operating revenues Operating revenues Operating revenues Operating revenues Operating costs Operating costs Operating costs Operating costs Operating costs Operating expenses Operating expenses Other income and expenses, net Finance costs Finance costs |
$ 28,095 27,041 28,185 252,948 27,425 15,228 216,699 28,424 164,076 2,084,657 4,471,069 286,681 67,023 224,136 50,414 32,455 1,008,960 42,095 74,010 27,096 |
The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices |
- - - - - - - - - 2% 3% - - - - - 1% - - - |
| 1 | TCC | TFC TFN |
1 1 |
Other receivables Short-term borrowings |
341,611 341,000 |
The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices |
- - |
| (Continued) |
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| Number | Company Name | Counter-party | Nature of Relationship (Note 1) |
Transaction Details | Transaction Details | Percentage of Consolidated Total Operating Revenues or Total Assets |
|
|---|---|---|---|---|---|---|---|
| Account | Amount | Transaction Terms | |||||
| 2 | WMT | TFNM WTVB |
1 1 |
Other receivables Other receivables |
$ 730,566 591,291 |
The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices |
- - |
| 3 | TFN | UCTV TFC TFNM TFC TFNM momo TT&T |
3 3 3 3 3 3 3 |
Acquisition of property, plant and equipment Notes and accounts receivable, net Notes and accounts receivable, net Operating revenues Operating revenues Operating revenues Operating expenses |
11,730 15,045 29,429 91,856 161,913 47,149 109,107 |
The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices |
- - - - - - - |
| 4 | momo | FSL FGE MFS Bebe Poshe FSL TFNM |
1 1 1 1 1 3 |
Notes and accounts payable Operating revenues Operating revenues Operating costs Operating costs Operating costs |
40,922 21,876 12,881 39,129 136,482 49,267 |
The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices |
- - - - - - |
| 5 | TFNM | PCTV YJCTV UCTV GCTV MCTV PCTV YJCTV |
1 1 1 1 1 1 1 |
Other receivables Other receivables Other receivables Other receivables Other receivables Short-term borrowings Short-term borrowings |
68,188 37,618 30,317 23,972 16,645 520,000 60,000 |
The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices |
- - - - - - - |
| (Continued) |
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| Nu mber |
Company Name | Counter-party | Nature of Relationship (Note 1) |
Transaction Details | Transaction Details | Percentage of Consolidated Total Operating Revenues or Total Assets |
|
|---|---|---|---|---|---|---|---|
| Account | Amount | Transaction Terms | |||||
| 5 | TFNM | GCTV WTVB PCTV YJCTV UCTV GCTV MCTV PCTV YJCTV UCTV GCTV WTVB |
1 3 1 1 1 1 1 1 1 1 1 3 |
Short-term borrowings Notes and accounts payable Operating revenues Operating revenues Operating revenues Operating revenues Operating revenues Operating costs Operating costs Operating costs Operating costs Operating costs |
$ 250,000 22,401 538,231 460,717 217,859 205,393 18,112 35,299 31,763 23,028 14,799 85,337 |
The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices The terms of transaction are determined in accordance with mutual agreements or general business practices |
- - - - - - - - - - - - |
Note 1: 1. Parent to subsidiary.
-
Subsidiary to parent.
-
Between subsidiaries.
Note 2: All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation.
(Concluded)
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TABLE 10
TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES
INVESTMENTS IN MAINLAND CHINA FOR THE YEAR ENDED DECEMBER 31, 2020
(In Thousands of New Taiwan Dollars and Foreign Currencies)
| Investee Company Name | Main Businesses and Products |
Main Businesses and Products |
Total Amount of Paid-in Capital |
Total Amount of Paid-in Capital |
Investment Type (Note 1) |
Accumulated Outflow of Investment from Taiwan as of January 1, 2020 |
Accumulated Outflow of Investment from Taiwan as of January 1, 2020 |
Investment Flows | Investment Flows | Accumulated Outflow of Investment from Taiwan as of December 31, 2020 |
Net Income (Loss) of Investee |
% Ownership through Direct or Indirect Investment |
Investment Income (Loss) (Note 2) |
Carrying Value as of December 31, 2020 |
Accumulated Inward Remittance of Earnings as of December 31, 2020 |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outflow | Inflow | |||||||||||||||
| TWMC FGE Haobo GHS |
Mobile application development and design Wholesaling Investment Wholesaling |
$ 85,440 (USD 3,000) 338,829 (RMB 77,500) 48,092 (RMB 11,000) 218,599 (RMB 50,000) |
b b b b |
$ 138,752 (USD 4,872) 788,994 (USD 14,000) (RMB 89,267) - - |
$ - - - - |
$ - - - - |
$ 138,752 (USD 4,872) 788,994 (USD 14,000) (RMB 89,267) - - |
$ 1,373 (11,997) 45,921 257,834 |
100 76.7 100 20 |
$ 1,373 (9,202) 45,921 44,592 |
$ 80,023 21,354 650,773 606,376 |
- - - - |
||||
| Company | Accumulated Investment in Mainland China as of December 31, 2020 |
Investment Amounts Authorized by Investment Commission, MOEA |
Upper Limit on Investment Authorized by Investment Commission, MOEA (Note 3) |
|||||||||||||
| TWM and subsidiaries | $1,546,790 (US$18,872, RMB89,267 and HK$168,539) |
$1,546,790 (US$18,872, RMB89,267 and HK$168,539) |
$43,194,127 |
Note 1: The investment types are as follows:
a. Direct investment in mainland China.
b. Indirect investment in mainland China through a subsidiary in a third region, e.g. TCC and momo.
c. Others.
Note 2: The amounts are based on the audited financial statements.
Note 3: The upper limit on investment in mainland China is calculated by 60% of the consolidated net worth.
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TABLE 11
TAIWAN MOBILE CO., LTD
INFORMATION OF MAJOR STOCKHOLDERS DECEMBER 31, 2020
| Name of Major Stockholder | Shares | Shares |
|---|---|---|
| Number of Shares | Percentage of Ownership (%) | |
| TUI Shin Kong Life Insurance Co., Ltd. Cathay Life Insurance Co., Ltd. TCCI Ming Dong |
410,665,284 303,887,000 211,734,900 200,496,761 184,736,452 |
11.69 8.65 6.03 5.71 5.26 |
Note: The table discloses the information of major stockholders whose stockholding percentages are more than 5%. The Taiwan Depository & Clearing Corporation calculates the total number of common stocks and special stocks (including treasury stocks) that have completed the dematerialized registration and delivery on the last business day of the quarter. The number of stocks reported in the TWM’s consolidated financial statements and the actual number of stocks that have completed the dematerialized registration and delivery may be different due to the basis of calculation.
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