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TWM Interim / Quarterly Report 2021

Nov 5, 2021

52277_rns_2021-11-05_02eb94d1-fc8f-4f4d-a3a3-cb790005610e.pdf

Interim / Quarterly Report

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Taiwan Mobile Co., Ltd. and Subsidiaries

Consolidated Financial Statements for the Six Months Ended June 30, 2021 and 2020 and Independent Auditors’ Review Report

INDEPENDENT AUDITORS’ REVIEW REPORT

The Board of Directors and Stockholders Taiwan Mobile Co., Ltd.

Introduction

We have reviewed the accompanying consolidated balance sheets of Taiwan Mobile Co., Ltd. and its subsidiaries (collectively, the “Group”) as of June 30, 2021 and 2020, the consolidated statements of comprehensive income for the three months and the six months ended June 30, 2021 and 2020, the consolidated statements of changes in equity and cash flows for the six months then ended, and the related notes to the consolidated financial statements, including a summary of significant accounting policies. Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34 “Interim Financial Reporting” endorsed and issued into effect by Financial Supervisory Commission of Taiwan, the Republic of China. Our responsibility is to express a conclusion on the consolidated financial statements based on our reviews.

Scope of Review

We conducted our reviews in accordance with the Statement of Auditing Standards No. 65 “Review of Financial Information Performed by the Independent Auditor of the Entity”. A review of consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our reviews, nothing has come to our attention that caused us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as of June 30, 2021 and 2020, and of its consolidated financial performance for the three months ended June 30, 2021 and 2020, and its consolidated financial performance and its consolidated cash flows for the six months then ended in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and International Accounting Standard 34 “Interim Financial Reporting” endorsed and issued into effect by Financial Supervisory Commission of Taiwan, the Republic of China.

  • 1 -

The engagement partners on the reviews resulting in this independent auditors’ review report are Pei-De Chen and Kwan-Chung Lai.

Deloitte & Touche Taipei, Taiwan Republic of China August 5, 2021

Notice to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in Taiwan, the Republic of China (ROC) and not those of any other jurisdictions. The standards, procedures and practices to review such financial statements are those generally accepted and applied in the ROC.

For the convenience of readers, the independent auditors’ review report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the 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’ review report and consolidated financial statements shall prevail.

  • 2 -

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 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 (Notes 12 and 29)
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
Incremental costs of obtaining a contract (Note 22)
Other financial assets (Notes 29 and 30)
Other non-current assets (Notes 16 and 29)

Total non-current assets
June 30, 2021
(Reviewed)
December 31, 2020
(Audited)
June 30, 2020
(Reviewed)





Amount
%
$ 15,753,196
8
268,585
-
4,488,222
3
7,090,437
4
400,201
-
2,300,927
1
3,923,040
2
733,172
1
-
-
664,144
-

166,540

-


35,788,464

19

3,018,348
1
4,643,740
3
1,590,979
1
43,744,192
23
9,388,911
5
2,617,035
1
62,651,076
33
15,819,108
8
5,105,243
3
807,828
1

1,725,300
1
356,012
-

1,669,139

1

153,136,911

81

























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

























Amount
%
$ 8,237,272
5

2,985,211
2

4,677,432
3

7,357,742
4

193,179
-

1,546,009
1

3,719,234
2

730,294
-

-
-

688,913
-

131,228

-

30,266,514

17

1,855,031
1

3,033,639
2

1,714,204
1

35,579,874
20

9,211,915
5

2,965,503
2

66,955,815
38

15,832,440
9

5,367,340
3

796,349
-

1,878,963
1

267,507
-

1,663,404

1
147,121,984

83

TOTAL $ 188,925,375 100 $ 184,584,602 100 $ 177,388,498 100

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)
Dividends payable (Note 21)
Other payables (Note 29)
Current tax liabilities
Provisions (Note 19)
Lease liabilities (Notes 13, 26 and 29)
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
Lease liabilities (Notes 13, 26 and 29)
Net defined benefit liabilities
Guarantee deposits
Other non-current liabilities

Total non-current liabilities

Total liabilities

EQUITY ATTRIBUTABLE TO OWNERS OF THE
PARENT (Note 21)
Common stock
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
June 30, 2021
(Reviewed)
December 31, 2020
(Audited)
June 30, 2020
(Reviewed)










Amount
%
$ 12,300,000
6
8,897,262
5
1,742,412
1
11,378,675
6
262,861
-
12,868,894
7
9,938,649
5
1,495,481
1
66,841
-
3,648,611
2
2,938,302
2

2,813,349

1


68,351,337

36

92,465
-
34,975,986
18
8,675,860
5
1,487,005
1
1,176,216
1
5,772,662
3
513,028
-
1,180,404
1

401,587

-


54,275,213

29

122,626,550

65


35,124,215
19
16,339,311
9
31,500,472
17
2,449,739
1
5,690,332
3
(1,862,339)
(1)

(29,717,344)
(16)

59,524,386
32

6,774,439

3


66,298,825

35

$ 188,925,375
100


































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

2,935,405
2

3,001,890

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


































Amount
%
$ 11,590,000
7

9,795,551
5

1,685,736
1

8,202,132
5

150,956
-

13,350,468
8

7,567,050
4

1,501,928
1

64,469
-

3,529,437
2

303,320
-

2,442,667

1

60,183,714

34

39,290
-

35,886,949
20

4,484,367
3

1,503,649
1

1,020,457
1

5,676,851
3

504,812
-

1,127,425
1

462,566

-

50,706,366

29
110,890,080

63

35,093,765
20

18,681,980
10

30,170,398
17

-
-

6,787,948
4

(542,778)
-

(29,717,344)
(17)

60,473,969
34

6,024,449

3

66,498,418

37
$ 177,388,498
100

The accompanying notes are an integral part of the consolidated financial statements.

  • 3 -

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share) (Reviewed, Not Audited)

OPERATING REVENUE (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
(Note 29)

OPERATING INCOME (Note 35)

NON-OPERATING INCOME AND
EXPENSES
Interest income
Other income
Other gains and losses, net (Note 23)
Finance costs (Note 23)
Share of profit (loss) of associates accounted
for using equity method

Total non-operating income and
expenses

PROFIT BEFORE TAX
INCOME TAX EXPENSE (Note 24)

NET PROFIT

OTHER COMPREHENSIVE INCOME
(LOSS) (Notes 21 and 24)
Items that will not be reclassified
subsequently to profit or loss:
Unrealized gain (loss) on investments in
equity instruments at fair value through
other comprehensive income
Share of other comprehensive income
(loss) 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
For the Three Months Ended June 30 For the Three Months Ended June 30 For the Three Months Ended June 30 For the Six Months Ended June 30 For the Six Months Ended June 30 For the Six Months Ended June 30
2021 2020 2021 2020



















Amount
%
$ 38,421,194 100

30,447,038
79


7,974,156
21

2,350,328
6
1,351,587
4
59,720
-

61,790

-


3,823,425
10


106,335

-


4,257,066
11

14,355
-
1,146
-
(6,178 )
-
(151,895 )
-

5,631

-


(136,941)

-

4,120,125 11

784,681

2


3,335,444

9

468,694
1
(10,924 )
-
(10,503 )
-

(1,061)

-


446,206

1

$ 3,781,650
10

$ 2,839,943
8

495,501

1

$ 3,335,444

9

$ 3,280,084
9

501,566

1

$ 3,781,650
10

$ 1.01
$ 1.01






























Amount
%
$ 31,341,639 100

23,408,985
75


7,932,654
25


2,477,608
8

1,300,044
4

53,820
-

49,319

-


3,880,791
12


80,808

-


4,132,671
13


17,683
-

16,468
-

45,566
-

(157,692 )
-

73,154

-


(4,821)

-


4,127,850 13

812,929

2


3,314,921
11


998,253
3

23,792
-

(9,512 )
-

2,424

-


1,014,957

3

$ 4,329,878
14

$ 3,047,593 10

267,328

1

$ 3,314,921
11

$ 4,049,814 13

280,064

1

$ 4,329,878
14

$ 1.08
$ 1.08






























Amount
%
$ 73,733,784 100

58,318,286
79


15,415,498
21


4,789,435
6

2,644,281
4

117,230
-

124,917

-


7,675,863
10


157,595

-


7,897,230
11


26,848
-

2,593
-

152,343
-

(307,778 )
-

(2,122)

-


(128,116)

-


7,769,114 11

1,166,825

2


6,602,289

9


637,354
1

10,467
-

(24,848 )
-

(2,384)

-


620,589

1

$ 7,222,878
10

$ 5,672,520
8

929,769

1

$ 6,602,289

9

$ 6,282,805
9

940,073

1

$ 7,222,878
10

$ 2.02
$ 2.01






























Amount
%
$ 63,194,318 100

46,990,438
74

16,203,880
26

4,911,064
8

2,619,016
4

103,580
-

84,214

-

7,717,874
12

128,671

-

8,614,677
14

35,989
-

18,303
-

39,338
-

(302,350 )
-

51,826

-

(156,894)

-

8,457,783 14

1,578,346

3

6,879,437
11

(556,121 )
(1 )

27,368
-

(22,476 )
-

2,288

-

(548,941)

(1)
$ 6,330,496
10
$ 6,362,233 10

517,204

1
$ 6,879,437
11
$ 5,807,236
9

523,260

1
$ 6,330,496
10
$ 2.26
$ 2.25




The accompanying notes are an integral part of the consolidated financial statements.

  • 4 -

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (In Thousands of New Taiwan Dollars)

(Reviewed, Not Audited)


BALANCE, JANUARY 1, 2020

Distribution of 2019 earnings
Legal reserve
Reversal of special reserve
Cash dividends

Total distribution of earnings

Cash dividends from capital surplus
Profit for the six months ended June 30, 2020
Other comprehensive income (loss) for the six months ended June
30, 2020

Total comprehensive income (loss) for the six months ended June
30, 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
Cash dividends for non-controlling interests of subsidiaries

BALANCE, JUNE 30, 2020

BALANCE, JANUARY 1, 2021

Distribution of 2020 earnings
Legal reserve
Special reserve
Cash dividends

Total distribution of earnings

Cash dividends from capital surplus
Profit for the six months ended June 30, 2021
Other comprehensive income (loss) for the six months ended June
30, 2021

Total comprehensive income (loss) for the six months ended June
30, 2021

Changes in equity of associates accounted for using equity method
Disposal of investments accounted for using equity method
Cash dividends for non-controlling interests of subsidiaries

BALANCE, JUNE 30, 2021
Equity Attributable to Owners of the Parent Equity Attributable to Owners of the Parent Total
Non-controlling
Interests
$ 68,017,291
$ 6,158,984

-
-
-
-
(11,756,844)

-

(11,756,844)

-

(1,593,624)
-

6,362,233
517,204

(554,997)

6,056


5,807,236

523,260

2,163
-
-
-
(1,220)
(1,490)
(1,033)
(1,262)

-

(655,043)

$ 60,473,969
$ 6,024,449

$ 65,365,100
$ 6,625,112

-
-
-
-
(9,521,178)

-

(9,521,178)

-

(2,577,603)
-

5,672,520
929,769

610,285

10,304


6,282,805

940,073

(2,854)
735
(21,884)
(20,968)

-

(770,513)

$ 59,524,386
$ 6,774,439
Total Equity
$ 74,176,275
-
-
(11,756,844)
(11,756,844)
(1,593,624)
6,879,437

(548,941)

6,330,496
2,163
-

(2,710)

(2,295)

(655,043)
$ 66,498,418
$ 71,990,212
-
-
(9,521,178)
(9,521,178)
(2,577,603)
6,602,289

620,589

7,222,878
(2,119)

(42,852)

(770,513)
$ 66,298,825
Common Stock
$ 34,959,441

-
-

-


-

-
-

-


-

134,324
-

-
-

-

$ 35,093,765

$ 35,124,215

-
-

-


-

-
-

-


-


-
-

-

$ 35,124,215
Capital
Collected in
Advance
Capital Surplus
$ 134,104
$ 20,274,694

-
-
-
-

-

-


-

-

-
(1,593,624)
-
-

-

-


-

-

(134,104)
1,943
-
-
-
-
-
(1,033)

-

-

$ -
$ 18,681,980

$ -
$ 18,936,574

-
-
-
-

-

-


-

-

-
(2,577,603)
-
-

-

-


-

-

-
2,224
-
(21,884)

-

-

$ -
$ 16,339,311
Retained Earnings
Legal Reserve Special Reserve
Unappropriated
Earnings
$ 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)


-
-
-
-
-
6,362,233

-

-

(235)


-

-

6,361,998

-
-
-
-
-
426,241
-
-
(1,220)

-
-
680

-

-

-

$ 30,170,398
$ -
$ 6,787,948

$ 30,170,398
$ -
$ 13,300,996

1,330,074
-
(1,330,074)
-
2,449,739
(2,449,739)

-

-
(9,521,178)


1,330,074

2,449,739
(13,300,991)


-
-
-
-
-
5,672,520

-

-

-


-

-

5,672,520

-
-
(5,078)

-
-
22,885

-

-

-

$ 31,500,472
$ 2,449,739
$ 5,690,332
Other Equity Interests
Exchange
Unrealized
Gain (Loss) on
Financial Assets
at Fair Value
Through Other
Differences on
Translation
Comprehensive
Income
Treasury Stock
$ (34,505) $ 473,410
$ (29,717,344)

-
-
-
-
-
-

-

-

-


-

-

-

-
-
-

-
-
-

(10,060)

(544,702)

-


(10,060)

(544,702)

-

-
-
-
-
(426,241)
-

-
-
-
-
(680)
-

-

-

-

$ (44,565)
$ (498,213)
$ (29,717,344)

$ (31,679) $ (2,418,060) $ (29,717,344)

-
-
-

-
-
-

-

-

-


-

-

-

-
-
-

-
-
-

(12,526)

622,811

-


(12,526)

622,811

-


-
-
-
-
(22,885)
-

-

-

-

$ (44,205)
$ (1,818,134)
$ (29,717,344)

The accompanying notes are an integral part of the consolidated financial statements.

  • 5 -

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax

Adjustments for:
Depreciation expense
Amortization expense
Amortization of incremental costs of obtaining a contract
(Gain) loss on disposal and retirement of property, plant and
equipment, net
Gain on disposal of intangible assets
Expected credit loss
Finance costs
Interest income
Dividend income
Gain on disposal of investments accounted for using equity method
Share of (profit) loss of associates accounted for using equity
method
Valuation loss on financial assets at fair value through profit or loss
Others
Changes in operating assets and liabilities
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
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
For the Six Months Ended
June 30
For the Six Months Ended
June 30





2021
$ 7,769,114
6,068,381
2,376,633
724,557
(57,198)
-
124,917
307,778
(26,848)
-

(99,052)
2,122

-
(2,033)
(768,353)
(168,042)
(192,704)
(378,866)
1,843,224
(152,428)
(7,287)
10,362
(677,973)
(160,639)
1,752,711
102,305
(384,361)
10,447
(187,054)

(21,043)

17,808,670
3,132
(458)

(1,790,072)


16,021,272
2020
$ 8,457,783

5,473,586

1,724,791

925,259

23,798

(8,800)

84,214

302,350

(35,989)

(8,398)

(58,494)

(51,826)

149

(7,188)

589,440

193,346

(46,993)

(10,356)

1,951,242

(279,170)

69,015

(1,671)

(685,170)

(127,674)

541,847

15,794

(770,840)

(4,767)

(21,936)

(12,363)

18,220,979

3,035

(626)

(1,516,935)

16,706,453
(Continued)
  • 6 -

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)

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 in advance receipts from asset disposals
Acquisition of investments accounted for using equity method
Disposal of investments accounted for using equity method
Acquisition of financial assets at fair value through other
comprehensive income
Disposal of financial assets at fair value through other comprehensive
income
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
Dividends received

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES
Increase (decrease) in short-term borrowings
Increase (decrease) in short-term notes and bills payable
Proceeds from issue of bonds
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 to non-controlling interests of subsidiaries
Interest paid

Net cash generated from (used in) financing activities
For the Six Months Ended
June 30
For the Six Months Ended
June 30




2021
$ (6,052,964)
(12,825)
(191,158)
(78,354)
164,995
6,400
151
(54,155)
466,547
-
-
-
-
(187,016)
181,644
(35,934)
38,100
16,631

7,914


(5,730,024)

2,500,000
(5,293,976)
-
(114,962)
(1,986,685)
76,903
(60,569)
(400)

(434,949)


(5,314,638)
2020
$ (3,173,445)

(20,821)
(29,810,586)

(219,127)

12,431

6,000

149

(335,246)

166,807

(407,419)

548,542

(30,554)

33,298

(196,782)

164,391

(160,515)

68,572

24,888

-
(33,329,417)

(4,680,000)

7,893,678

19,979,415

(4,102,000)

(1,938,642)

73,475

(38,401)

(655,043)

(332,790)

16,199,692
(Continued)
  • 7 -

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands of New Taiwan Dollars) (Reviewed, Not Audited)

EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH
EQUIVALENTS

NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
PERIOD

CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD
For the Six Months Ended
June 30
For the Six Months Ended
June 30


2021
$ (1,205)

4,975,405

10,777,791

$ 15,753,196
2020
$ (2,826)

(426,098)

8,663,370
$ 8,237,272

The accompanying notes are an integral part of the consolidated financial statements.

(Concluded)

  • 8 -

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise) (Reviewed, Not Audited)

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 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 services 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 August 5, 2021.

3. APPLICATION OF NEW, AMENDED AND REVISED 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.

  • 9 -

  • b. The IFRSs issued by International Accounting Standards Board (IASB) and endorsed by the FSC for application starting from 2022

Effective Date New IFRSs Announced by IASB

“Annual Improvements to IFRS Standards 2018-2020” January 1, 2022 (Note 1) Amendments to IFRS 3 “Reference to the Conceptual Framework” January 1, 2022 (Note 2) Amendments to IAS 16 “Property, Plant and Equipment - Proceeds January 1, 2022 (Note 3) before Intended Use” Amendments to IAS 37 “Onerous Contracts - Cost of Fulfilling a January 1, 2022 (Note 4) Contract”

  • Note 1: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoptions of IFRSs” will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.

  • Note 2: 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.

  • Note 3: 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.

  • Note 4: 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.

c. New IFRSs issued by IASB but not yet endorsed and issued into effect by the FSC

New IFRSs
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 12 “Deferred Tax related to Assets and
Liabilities arising from a Single Transaction”
Effective Date
Announced by IASB (Note 1)
To be determined by IASB
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023 (Note 2)
January 1, 2023 (Note 3)
January 1, 2023 (Note 4)
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.

  • Note 2: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.

  • 10 -

  • Note 3: 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.

  • Note 4: Except that deferred taxes will be recognized on January 1, 2022 for temporary differences associated with leases and decommissioning obligations, the amendments will be applied prospectively to transactions that occur on or after January 1, 2022.

As of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of other standards and interpretations will have on the Group’s financial position and financial performance, and will disclose the relevant impact when the assessment is completed.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Except for the following, the significant accounting policies adopted for the consolidated financial statements are the same as those adopted for the consolidated financial statements for the year ended December 31, 2020.

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 IAS 34 Interim Financial Reporting endorsed and issued into effect by the FSC. The consolidated financial statements do not include all the information which should be disclosed in the annual consolidated financial statements in accordance with the IFRSs endorsed and issued into effect by the FSC.

Basis of Consolidation

  • a. The basis of preparation of the consolidated financial statements is the same as that of the consolidated financial statements for the year ended December 31, 2020.

  • 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
Percentage of Ownership
June 30,
2021
December 31,
2020
June 30,
2020
Note
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
-
49.90%
49.90%
49.90%
-
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
Note 1
(Continued)
  • 11 -
Investor
Subsidiary
Main Business and
Products
TCC
Taiwan Digital Service
Co., Ltd. (TDS)
Commissioned
maintenance services
Taihsin Property Insurance
Agent Co., Ltd. (TPIA)
Property insurance agent
Tai-Fu Cloud Technology
Co., Ltd. (TFC)
Cloud and information
services
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.com Inc. (momo)
Wholesale and retail sales
TVC
TWM Film Co., Ltd.
(TWMFM)
Film production
TFN
TFN Union Investment
Co., Ltd. (TUI)
Investment
TWM Holding
TWM Communications
(Beijing) Co., Ltd.
(TWMC)
Data communication
application development
TCCI
TCCI Investment and
Development Co., Ltd.
(TID)
Investment
TFNM
Taiwan Kuro Times Co.,
Ltd. (TKT)
Digital music services
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
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
Percentage of Ownership
June 30,
2021
December 31,
2020
June 30,
2020
Note
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
-
45.01%
45.01%
45.01%
-
100.00%
-
-
Note 2
100.00%
100.00%
100.00%
Note 1
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%
-
29.53%
29.53%
29.53%
Note 3
100.00%
100.00%
100.00%
-
99.22%
99.22%
99.22%
-
92.38%
92.38%
92.38%
-
0.76%
0.76%
0.76%
-
6.83%
6.83%
6.83%
-
81.99%
81.99%
81.99%
-
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
-
85.00%
85.00%
85.00%
-
100.00%
100.00%
100.00%
-
100.00%
100.00%
-
Note 4
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
-
(Continued)
  • 12 -
Investor
Subsidiary
Main Business and
Products
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
June 30,
2021
December 31,
2020
June 30,
2020
Note
100.00%
100.00%
100.00%
-
100.00%
100.00%
100.00%
-
93.55%
93.55%
93.55%
-

(Concluded)

Note 1: TCCI, TUI and TID collectively owned 698,752 thousand shares of TWM, representing 19.89% of total outstanding shares as of June 30, 2021.

Note 2: Set up in April 2021.

Note 3: The other 70.47% of shares were held under trustee accounts.

Note 4: Set up in July 2020.

  • c. Subsidiaries excluded from the consolidated financial statements: None.

Employee Benefits

Defined benefit pension cost for an interim period is calculated on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior fiscal year.

Income Tax

Income tax expense represents the sum of the tax currently payable and deferred tax. The interim period income tax expense is accrued using the tax rate that would be applicable to expected total annual earnings, that is, the estimated average annual effective income tax rate applied to the profit before tax of the interim period.

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

The same critical accounting judgments and key sources of estimation uncertainty have been followed when preparing these interim consolidated financial statements as those that were applied in the preparation of the consolidated financial statements for the year ended December 31, 2020.

6. CASH AND CASH EQUIVALENTS

Cash on hand and revolving funds

Cash in banks
Time deposits
Government bonds with repurchase rights

June 30,
2021
December 31,
2020
$ 78,680 $ 100,230
10,631,834
6,199,436
3,387,524
2,035,253

1,655,158

2,442,872

$ 15,753,196
$ 10,777,791
June 30,
2020
$ 62,759

3,810,709

2,015,838

2,347,966
$ 8,237,272
  • 13 -

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

June 30,
2021
December 31,
2020
$ 247,780
$ 236,913


20,805

8,533

$ 268,585
$ 245,446

$ 1,613,859
$ 981,427

691,721
657,756
463,503
249,827

249,265

400,736

$ 3,018,348
$ 2,289,746
June 30,
2020
$ 2,982,545

2,666
$ 2,985,211
$ 766,679
664,043
394,124

30,185
$ 1,855,031

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 fair value through other comprehensive income (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. In the first half of 2020, TFN sold part of THSR’s stock at fair value of $582,488 thousand. As of June 30, 2020, the amount of outstanding receivables was $33,946 thousand. The related unrealized gain of $426,056 thousand was transferred from other equity to retained earnings. TFN sold all of THSR’s stock in 2020.

8. NOTES AND ACCOUNTS RECEIVABLE, NET

Notes receivable

Accounts receivable
Less: Allowance for impairment loss

June 30,
2021
December 31,
2020
$ 43,525
$ 109,259

7,394,789
7,835,539

(347,877)

(306,755)

$ 7,090,437
$ 7,638,043
June 30,
2020
$ 60,063
7,599,042

(301,363)
$ 7,357,742

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.

  • 14 -

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 approach considering the 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.

Movements of allowance for doubtful notes and accounts receivable by individual and collective assessment were as follows:

June 30, 2021

Not Past Due

Gross carrying amount
$ 6,769,718

Loss allowance (Lifetime ECLs)
(51,948)


Amortized cost
$ 6,717,770

December 31, 2020
Not Past Due

Gross carrying amount
$ 7,322,918

Loss allowance (Lifetime ECLs)
(57,523)


Amortized cost
$ 7,265,395

June 30, 2020
Not Past Due

Gross carrying amount
$ 7,064,255

Loss allowance (Lifetime ECLs)
(50,902)


Amortized cost
$ 7,013,353
Overdue
1 to 120 Days
121 to 365 Days Over 365 Days
$ 501,857
$ 162,358
$ 4,381


(137,807)

(153,784)

(4,338)

$ 364,050
$ 8,574
$ 43

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
$ 445,695
$ 147,139
$ 2,016


(114,633)

(133,812)

(2,016)

$ 331,062
$ 13,327
$ -
Total
$ 7,438,314

(347,877)
$ 7,090,437
Total
$ 7,944,798

(306,755)
$ 7,638,043
Total
$ 7,659,105

(301,363)
$ 7,357,742
  • 15 -

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 services 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:

For the Six Months Ended
June 30
2021
2020
Beginning balance
$ 306,755
$ 345,458
Add: Provision
117,592
86,569
Recovery
22,359
17,851
Less: Write-off

(98,829)
(148,515)
Ending balance
$ 347,877
$ 301,363
The Group entered into an accounts receivable factoring contract with a private institution and sold those
overdue accounts receivable that had been written off. Under the contract, the Group would no longer
assume the risk on the receivables. The related factored accounts receivable information was as follows:
For the Six
Months Ended
June 30, 2021
Amount of accounts receivable sold
$ 716,882
Proceeds of the sale of accounts receivable
$ 58,058
For the Six Months Ended
June 30
For the Six Months Ended
June 30
For the Six Months Ended
June 30

$ 716,882
$ 58,058

The Group entered into an accounts receivable factoring contract with a private institution and sold those overdue accounts receivable that had been written off. Under the contract, the Group would no longer assume the risk on the receivables. The related factored accounts receivable information was as follows:

9. INVENTORIES

Merchandise

Materials for maintenance

June 30,
2021
December 31,
2020
$ 3,914,081
$ 5,756,903


8,959

9,361

$ 3,923,040
$ 5,766,264
June 30,
2020
$ 3,711,405

7,829
$ 3,719,234

For the three months and the six months ended June 30, 2021, the cost of goods sold related to inventories amounted to $22,743,533 thousand and $42,981,672 thousand, respectively, which included the reversal of inventory write-down totaling $21,956 thousand and $29,086 thousand, respectively.

For the three months and the six months ended June 30, 2020, the cost of goods sold related to inventories amounted to $16,497,488 thousand and $33,139,020 thousand, respectively, which included the inventory write-down totaling $38,092 thousand and $61,608 thousand, respectively.

  • 16 -

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)

AppWorks Ventures Co., Ltd.
(AppWorks)

AppWorks Fund III Co., Ltd.
(AppWorks Fund III)

kbro Media Co., Ltd. (kbro Media)

TV Direct Public Company Limited
(TV Direct)

Mistake Entertainment Co., Ltd. (M.E.)
Alliance Digital Tech Co., Ltd. (ADT)

Taiwan Pelican Express Co., Ltd.
(TPE)


June 30, 2021
Amount
% of
Owner-
ship

$ 611,108
20.00

280,224
51.00
343,692
21.15
164,917
33.58
157,168
21.35
25,350
15.00
8,520
14.40

-
-

$ 1,590,979
December 31, 2020
Amount
% of
Owner-
ship

$ 606,376
20.00

265,526
51.00
315,027
20.11
167,135
33.58
192,103
24.99
25,698
15.00
8,615
14.40

386,414
15.50

$ 1,966,894
June 30, 2020
















Amount
% of
Owner-
ship
$ 555,409
20.00
255,767
51.00
204,887
19.46
124,936
32.50
128,288
16.20
25,274
15.00
6,072
14.40

413,571
16.87
$ 1,714,204

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. 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.

c. 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 and May 2021, TVC’s percentage of ownership interest in AppWorks Fund III increased to 20.11% and 21.15%, respectively, due to non-proportionate subscription to AppWorks Fund III’s issuance of new capital stock.

d. 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.

  • 17 -

e. TV Direct

In April 2014, momo acquired 35% equity interest of TVD Shopping Co., Ltd. (TVD Shopping). In March 2020, momo received $33,298 thousand as a proportional capital reduction. In June 2020, momo sold all of its equity interest of TVD Shopping to TV Direct for $146,772 thousand.

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. momo’s percentage of ownership interest in TV Direct decreased to 21.35% due to non-subscription to the exercise of the share options, which were granted by TV Direct, in the first half of 2021.

f. 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.

g. 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. On June 29, 2021, ADT resolved the liquidation process in the extraordinary stockholders’ meeting. As of June 30, 2021, ADT was still under liquidation procedures.

h. 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.

In the first half of 2020, momo’s percentage of ownership interest in TPE decreased to 16.87% since momo sold portion of its equity interests in TPE for $27,698 thousand. As of June 30, 2020, the amount of outstanding receivables was $7,663 thousand. In the second half of 2020, momo’s percentage of ownership interest in TPE decreased to 15.5% since momo sold other portion of its equity interests in TPE, whilst momo still had two seats on TPE’s board of directors. In March 2021, momo sold the rest of its equity interests in TPE for $466,547 thousand.

11. SUBSIDIARIES WITH MATERIAL NON-CONTROLLING INTERESTS

Subsidiary
momo
Proportion of Non-controlling Interests’
Ownership and Voting Rights
June 30,
2021
December 31,
2020
June 30,
2020
54.99%
54.99%
54.99%

For information on the principal place of business and the company’s country of registration, see Table 7.

  • 18 -

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:

June 30,
2021
Current assets
$ 13,994,651
Non-current assets
15,130,992
Current liabilities
(13,018,350)
Non-current liabilities

(1,444,067)

Equity
$ 14,663,226

Equity attributable to:

Owners of the parent
$ 9,780,678
Non-controlling interests of momo
4,868,974
Non-controlling interests of momo’s
subsidiaries

13,574

$ 14,663,226

For the Three Months Ended
June 30
2021
2020
Operating revenue
$ 22,258,273
$ 15,834,104
Profit
$ 883,809 $ 469,054
Other comprehensive income

11,045

23,277
Comprehensive income
$ 894,854
$ 492,331
Profit (loss) attributable to:
Owners of the parent
$ 398,361 $ 211,623
Non-controlling interests of
momo
486,591
258,493
Non-controlling interests of
momo’s subsidiaries

(1,143)

(1,062)
$ 883,809
$ 469,054
Comprehensive income (loss)
attributable to:
Owners of the parent
$ 403,341 $ 222,166
Non-controlling interests of
momo
492,675
271,371
Non-controlling interests of
momo’s subsidiaries

(1,162)

(1,206)
$ 894,854
$ 492,331
June 30,
2021
Current assets
$ 13,994,651
Non-current assets
15,130,992
Current liabilities
(13,018,350)
Non-current liabilities

(1,444,067)

Equity
$ 14,663,226

Equity attributable to:

Owners of the parent
$ 9,780,678
Non-controlling interests of momo
4,868,974
Non-controlling interests of momo’s
subsidiaries

13,574

$ 14,663,226

For the Three Months Ended
June 30
2021
2020
Operating revenue
$ 22,258,273
$ 15,834,104
Profit
$ 883,809 $ 469,054
Other comprehensive income

11,045

23,277
Comprehensive income
$ 894,854
$ 492,331
Profit (loss) attributable to:
Owners of the parent
$ 398,361 $ 211,623
Non-controlling interests of
momo
486,591
258,493
Non-controlling interests of
momo’s subsidiaries

(1,143)

(1,062)
$ 883,809
$ 469,054
Comprehensive income (loss)
attributable to:
Owners of the parent
$ 403,341 $ 222,166
Non-controlling interests of
momo
492,675
271,371
Non-controlling interests of
momo’s subsidiaries

(1,162)

(1,206)
$ 894,854
$ 492,331
June 30,
2021
Current assets
$ 13,994,651
Non-current assets
15,130,992
Current liabilities
(13,018,350)
Non-current liabilities

(1,444,067)

Equity
$ 14,663,226

Equity attributable to:

Owners of the parent
$ 9,780,678
Non-controlling interests of momo
4,868,974
Non-controlling interests of momo’s
subsidiaries

13,574

$ 14,663,226

For the Three Months Ended
June 30
2021
2020
Operating revenue
$ 22,258,273
$ 15,834,104
Profit
$ 883,809 $ 469,054
Other comprehensive income

11,045

23,277
Comprehensive income
$ 894,854
$ 492,331
Profit (loss) attributable to:
Owners of the parent
$ 398,361 $ 211,623
Non-controlling interests of
momo
486,591
258,493
Non-controlling interests of
momo’s subsidiaries

(1,143)

(1,062)
$ 883,809
$ 469,054
Comprehensive income (loss)
attributable to:
Owners of the parent
$ 403,341 $ 222,166
Non-controlling interests of
momo
492,675
271,371
Non-controlling interests of
momo’s subsidiaries

(1,162)

(1,206)
$ 894,854
$ 492,331
June 30,
2021
Current assets
$ 13,994,651
Non-current assets
15,130,992
Current liabilities
(13,018,350)
Non-current liabilities

(1,444,067)

Equity
$ 14,663,226

Equity attributable to:

Owners of the parent
$ 9,780,678
Non-controlling interests of momo
4,868,974
Non-controlling interests of momo’s
subsidiaries

13,574

$ 14,663,226

For the Three Months Ended
June 30
2021
2020
Operating revenue
$ 22,258,273
$ 15,834,104
Profit
$ 883,809 $ 469,054
Other comprehensive income

11,045

23,277
Comprehensive income
$ 894,854
$ 492,331
Profit (loss) attributable to:
Owners of the parent
$ 398,361 $ 211,623
Non-controlling interests of
momo
486,591
258,493
Non-controlling interests of
momo’s subsidiaries

(1,143)

(1,062)
$ 883,809
$ 469,054
Comprehensive income (loss)
attributable to:
Owners of the parent
$ 403,341 $ 222,166
Non-controlling interests of
momo
492,675
271,371
Non-controlling interests of
momo’s subsidiaries

(1,162)

(1,206)
$ 894,854
$ 492,331
December 31,
2020
June 30,
2020
$ 9,932,680 $ 7,344,919

15,349,820
15,000,954

(9,651,475)
(7,985,268)

(1,207,579)

(984,820)
$ 14,423,446
$ 13,375,785
$ 9,671,655 $ 9,198,993

4,735,804
4,158,454

15,987

18,338
$ 14,423,446
$ 13,375,785
For the Six Months Ended
June 30
2021
2020
$ 40,619,491
$ 30,939,811
$ 1,663,087 $ 910,385

18,795

11,204
$ 1,681,882
$ 921,589
$ 752,287 $ 410,567

913,145
501,501

(2,345)

(1,683)
$ 1,663,087
$ 910,385
$ 760,778 $ 415,716

923,517
507,792

(2,413)

(1,919)
$ 1,681,882
$ 921,589
December 31,
2020
June 30,
2020
$ 9,932,680 $ 7,344,919

15,349,820
15,000,954

(9,651,475)
(7,985,268)

(1,207,579)

(984,820)
$ 14,423,446
$ 13,375,785
$ 9,671,655 $ 9,198,993

4,735,804
4,158,454

15,987

18,338
$ 14,423,446
$ 13,375,785
For the Six Months Ended
June 30
2021
2020
$ 40,619,491
$ 30,939,811
$ 1,663,087 $ 910,385

18,795

11,204
$ 1,681,882
$ 921,589
$ 752,287 $ 410,567

913,145
501,501

(2,345)

(1,683)
$ 1,663,087
$ 910,385
$ 760,778 $ 415,716

923,517
507,792

(2,413)

(1,919)
$ 1,681,882
$ 921,589
December 31,
2020
June 30,
2020
$ 9,932,680 $ 7,344,919

15,349,820
15,000,954

(9,651,475)
(7,985,268)

(1,207,579)

(984,820)
$ 14,423,446
$ 13,375,785
$ 9,671,655 $ 9,198,993

4,735,804
4,158,454

15,987

18,338
$ 14,423,446
$ 13,375,785
For the Six Months Ended
June 30
2021
2020
$ 40,619,491
$ 30,939,811
$ 1,663,087 $ 910,385

18,795

11,204
$ 1,681,882
$ 921,589
$ 752,287 $ 410,567

913,145
501,501

(2,345)

(1,683)
$ 1,663,087
$ 910,385
$ 760,778 $ 415,716

923,517
507,792

(2,413)

(1,919)
$ 1,681,882
$ 921,589
$

$
$





















2021
$ 22,258,273

$ 883,809

11,045

$ 894,854

$ 398,361
486,591

(1,143)

$ 883,809

$ 403,341
492,675

(1,162)

$ 894,854
2020
$ 15,834,104
$ 469,054

23,277
$ 492,331
$ 211,623

258,493

(1,062)
$ 469,054
$ 222,166

271,371

(1,206)
$ 492,331
2021
$ 40,619,491

$ 1,663,087

18,795

$ 1,681,882

$ 752,287

913,145

(2,345)

$ 1,663,087

$ 760,778

923,517

(2,413)

$ 1,681,882
2020
$ 30,939,811
$ 910,385

11,204
$ 921,589
$ 410,567

501,501

(1,683)
$ 910,385
$ 415,716

507,792

(1,919)
$ 921,589
  • 19 -
Net cash generated from operating activities

Net cash generated from (used in) investing activities
Net cash used in financing activities
Effect of exchange rate changes

Net increase (decrease) in cash

Dividends paid to non-controlling interests
For the Six Months Ended
June 30
For the Six Months Ended
June 30



2021

$ 4,643,129
348,050
(232,898)

(218)

$ 4,758,063

$ -
2020
$ 2,039,040

(739,488)

(1,366,513)

(690)
$ (67,651)
$ 654,596

12. PROPERTY, PLANT AND EQUIPMENT

Cost
Balance, January 1, 2021

Additions
Disposals and retirements
Reclassification
Effect of exchange rate
changes

Balance, June 30, 2021

Accumulated depreciation
and impairment
Balance, January 1, 2021

Depreciation
Disposals and retirements
Reclassification
Effect of exchange rate
changes

Balance, June 30, 2021

Carrying amount,
January 1, 2021

Carrying amount,
June 30, 2021

Cost
Balance, January 1, 2020

Additions
Disposals and retirements
Reclassification
Effect of exchange rate
changes

Balance, June 30, 2020
Land
$ 9,101,010
-
(10,637 )
-

-

$ 9,090,373

$ -
-
-
-

-

$ -

$ 9,101,010

$ 9,090,373

$ 8,261,041
431,785
(2,005 )
193,748

-

$ 8,884,569
Buildings
Telecommuni-
cations
Equipment and
Machinery
$ 5,725,270 $ 96,632,051

-
51,951

(10,645 )
(1,250,091 )

-
3,874,970

-

(958)

$ 5,714,625
$ 99,307,923

$ 1,840,925 $ 71,461,532

81,476
3,610,143

(4,762 )
(1,176,982 )

-
(415 )

-

(935)

$ 1,917,639
$ 73,893,343

$ 3,884,345
$ 25,170,519

$ 3,796,986
$ 25,414,580

$ 5,641,608 $ 90,366,481

-
67,762

(2,039 )
(724,004 )

5,407
1,841,417

-

(2,111)

$ 5,644,976
$ 91,549,545
Others
Construction in
Progress and
Equipment to
be Inspected
$ 9,934,447 $ 2,950,912

150,509
5,201,950

(81,056 )
(11 )

155,530
(4,025,466 )

(63)

-

$ 10,159,367
$ 4,127,385

$ 8,561,919 $ -

360,435
-

(77,775 )
-

(21 )
-

(59)

-

$ 8,844,499
$ -

$ 1,372,528
$ 2,950,912

$ 1,314,868
$ 4,127,385

$ 9,549,160 $ 1,506,915

115,444
2,107,033

(159,962 )
(44 )

128,364
(1,953,477 )

(138)

-

$ 9,632,868
$ 1,660,427
Total
$ 124,343,690

5,404,410

(1,352,440 )

5,034

(1,021)
$ 128,399,673
$ 81,864,376

4,052,054

(1,259,519 )

(436 )

(994)
$ 84,655,481
$ 42,479,314
$ 43,744,192
$ 115,325,205

2,722,024

(888,054 )

215,459

(2,249)
$ 117,372,385
(Continued)
  • 20 -
Accumulated depreciation
and impairment
Balance, January 1, 2020

Depreciation
Disposals and retirements
Reclassification
Effect of exchange rate
changes

Balance, June 30, 2020

Carrying amount,
June 30, 2020
Land
$ -
-
-
-

-

$ -

$ 8,884,569
Buildings
Telecommuni-
cations
Equipment and
Machinery
$ 1,649,207 $ 69,379,600

80,597
3,082,010

(742 )
(691,796 )

2,333
-

-

(1,968)

$ 1,731,395
$ 71,767,846

$ 3,913,581
$ 19,781,699
Others
Construction in
Progress and
Equipment to
be Inspected
Total
$ 8,114,393 $ - $ 79,143,200

338,283
-
3,500,890

(159,287 )
-
(851,825 )

-
-
2,333

(119)

-

(2,087)
$ 8,293,270
$ -
$ 81,792,511
$ 1,339,598
$ 1,660,427
$ 35,579,874
(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

13. LEASE ARRANGEMENTS

  • a. Right-of-use assets
Carrying amount
Land

Buildings
Telecommunications equipment and
machinery
Others


Additions to right-of-use assets
June 30,
2021
$ 513,549

8,195,902
530,065

149,395

$ 9,388,911





December 31,
2020
June 30,
2020
$ 530,915
$ 561,847
7,713,486
7,721,598
597,078
749,232
169,811

179,238
$ 9,011,290
$ 9,211,915
For the Six Months Ended
June 30
December 31,
2020
June 30,
2020
$ 530,915
$ 561,847
7,713,486
7,721,598
597,078
749,232
169,811

179,238
$ 9,011,290
$ 9,211,915
For the Six Months Ended
June 30

2021

$ 2,408,591
2020
$ 1,701,498
  • 21 -
Depreciation charge for
right-of-use assets
Land

Buildings
Telecommunications
equipment and machinery
Others

For the Three Months Ended
June 30
2021
2020
$ 60,518 $ 60,457
888,528
858,012

39,716
46,137

15,206

15,106

$ 1,003,968
$ 979,712
For the Six Months Ended
June 30
For the Six Months Ended
June 30



2021
$ 60,518
888,528

39,716

15,206

$ 1,003,968




2021
$ 120,618

1,775,201

80,553

30,805

$ 2,007,177
2020
$ 120,147

1,718,786

93,351

30,237
$ 1,962,521

Except for the aforementioned additions and recognized depreciation, the Group did not have significant sublease or impairment of right-of-use assets during the six months ended June 30, 2021 and 2020.

  • b. Lease liabilities
Carrying amount
Current

Non-current

Range of discount rates for lease liabilities was as
Land
Buildings
Telecommunications equipment and
machinery
Others
June 30,
2021
December 31,
2020
$ 3,648,611
$ 3,505,968

$ 5,772,662
$ 5,530,987

follows:
June 30,
2021
December 31,
2020
0.61%-1%
0.74%-1%
0.61%-1.2%
0.72%-1.2%
0.61%-4.38%
0.74%-4.38%

0.61%-0.86%
0.74%-0.86%
June 30,
2020
$ 3,529,437
$ 5,676,851
June 30,
2020
0.74%-1%
0.74%-1.2%
0.78%-4.38%
0.74%-0.86%
  • 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.

  • 22 -

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 Three Months Ended
June 30
2021
2020
$ 9,298
$ 10,225

$ 17,788
$ 17,873

$ 10,637
$ 11,490

For the Six Months Ended
June 30
For the Six Months Ended
June 30


2021
$ 9,298

$ 17,788

$ 10,637


2021
2020
$ 19,207
$ 19,269
$ 35,139
$ 36,355
$ 21,056
$ 22,935
For the Six Months Ended
June 30
2021
$ 2,114,739
2020
$ 2,083,705

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 June 30, 2021, December 31, 2020 and June 30, 2020, the fair values of investment properties were $6,161,888 thousand, $6,160,847 thousand and $7,346,416 thousand, respectively, and the capitalization rates for the aforementioned financial reporting periods were ranging from 1.41%-5.23%, 1.46%-5.23% and 1.32%-4.95%, respectively.

The amounts of depreciation recognized for the three months and the six months ended June 30, 2021 and 2020 were $4,575 thousand, $5,076 thousand, $9,150 thousand, and $10,175 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

June 30,
2021
December 31,
2020
$ 134,186
$ 135,195

128,399
129,010
24,381
76,399
22,735
24,532
22,220
22,392

7,407

18,517

$ 339,328
$ 406,045
June 30,
2020
$ 152,313
137,571
133,113
30,634
29,452
37,316
$ 520,399
  • 23 -

15. INTANGIBLE ASSETS

Cost
Balance, January 1, 2021
Additions
Disposals and retirements
Reclassification
Effect of exchange rate changes
Balance, June 30, 2021
Accumulated amortization
and impairment
Balance, January 1, 2021
Amortization
Disposals and retirements
Effect of exchange rate changes
Balance, June 30, 2021
Carrying amount, January 1, 2021
Carrying amount, June 30, 2021
Cost
Balance, January 1, 2020
Additions
Disposals and retirements
Reclassification
Effect of exchange rate changes
Balance, June 30, 2020
Accumulated amortization
and impairment
Balance, January 1, 2020
Amortization
Disposals and retirements
Effect of exchange rate changes
Balance, June 30, 2020
Carrying amount, June 30, 2020
Conces sions
Service
Concessions
$ 8,180,078

-
-
-

-

$ 8,180,078

$ 1,388,744

89,359
-

-

$ 1,478,103

$ 6,791,334

$ 6,701,975

$ 8,180,078

-
-
-

-

$ 8,180,078

$ 1,210,025

89,359
-

-

$ 1,299,384

$ 6,880,694
Goodwill
$ 15,872,595

-
-
-

-
$ 15,872,595

$ 53,487

-
-

-

$ 53,487

$ 15,819,108

$ 15,819,108

$ 15,872,595

-
-
-

-
$ 15,872,595

$ 40,155

-
-

-

$ 40,155

$ 15,832,440
Othe r Intangible Asse ts Copyrights
$ 63,133

6,482
-
51,822

-
$ 121,437

$ 54,387

24,162
-

-

$ 78,549

$ 8,746

$ 42,888

$ 25,197

17,937

(30,000 )
31,550

-
$ 44,684

$ 25,197

18,126
-

-

$ 43,323

$ 1,361
Total
$ 105,600,561
125,885
(31,779 )
59,677
(158)
$105,754,186
$ 19,834,050
2,376,633
(31,779 )

(145)
$ 22,178,759
$ 85,766,511
$ 83,575,427
$ 75,771,788
29,759,051

(56,947 )
1,072,924
(349)
$106,546,467
$ 16,693,313
1,724,791
(26,947 )

(285)
$ 18,390,872
$ 88,155,595















Concession
Licenses
$ 71,699,375

-
-
-

-

$ 71,699,375

$ 13,687,264

2,063,010
-

-

$ 15,750,274

$ 58,012,111

$ 55,949,101

$ 41,043,375

29,656,000
-
1,000,000

-

$ 71,699,375

$ 10,303,927

1,320,327
-

-

$ 11,624,254

$ 60,075,121
Computer
Software
$ 3,231,391

119,389
(31,779 )
7,855
(158)

$ 3,326,698

$ 2,864,980

131,837
(31,779 )

(145)

$ 2,964,893

$ 366,411

$ 361,805

$ 4,096,570

85,077
(26,947 )
41,374
(349)

$ 4,195,725

$ 3,465,304

228,707
(26,947 )

(285)

$ 3,666,779

$ 528,946
Customer
Relationships
$ 2,654,089

-

-
-

-

$ 2,654,089

$ 1,783,463

68,200

-

-

$ 1,851,663

$ 870,626

$ 802,426

$ 2,654,089

-

-
-

-

$ 2,654,089

$ 1,647,063

68,200

-

-

$ 1,715,263

$ 938,826
Operating
Rights
$ 1,382,000

-
-
-

-

$ 1,382,000

$ -

-
-

-

$ -

$ 1,382,000

$ 1,382,000

$ 1,382,000

-
-
-

-

$ 1,382,000

$ -

-
-

-

$ -

$ 1,382,000
Trademarks
$ 2,517,900

14
-
-

-

$ 2,517,914

$ 1,725

65
-

-

$ 1,790

$ 2,516,175

$ 2,516,124

$ 2,517,884

37
-
-

-

$ 2,517,921

$ 1,642

72
-

-

$ 1,714

$ 2,516,207

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. 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.

b. 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.

  • 24 -

  • 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 services 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.

  • c. Goodwill

The carrying amounts of goodwill allocated to the cash-generating units were as follows:

Mobile communication services

Fixed network services
Cable television business
Retail business

June 30,
2021

$ 7,211,936
357,970
3,269,636

4,979,566

$ 15,819,108
December 31,
2020
$ 7,211,936

357,970

3,269,636

4,979,566

$ 15,819,108
June 30,
2020
$ 7,211,936

357,970

3,269,636

4,992,898

$ 15,832,440
  • d. Impairment of assets

See Note 15(e) to the consolidated financial statements for the year ended December 31, 2020 for the related information on impairment of assets. There was no significant evidence indicating impairment of intangible assets as of June 30, 2021.

16. OTHER NON-CURRENT ASSETS

Long-term accounts receivable

Refundable deposits
Other prepayments
Prepayments for investment
Others

June 30,
2021
December 31,
2020
$ 311,455
$ 296,045

697,080
698,876
197,025
119,006
-
-

463,579

474,177

$ 1,669,139
$ 1,588,104
June 30,
2020
$ 367,937
666,633
117,363
30,554

480,917
$ 1,663,404
  • 25 -

17. BORROWINGS

a. Short-term borrowings

Unsecured loans

Annual interest rates
June 30,
2021

$ 12,300,000

0.57%-0.88%
December 31,
2020
$ 9,800,000

0.64%-0.88%
June 30,
2020
$ 11,590,000
0.58%-0.895%

For the information on endorsements and guarantees, see Note 31(b).

b. Short-term notes and bills payable

June 30, December 31, June 30,
2021 2020 2020
Short-term notes and bills payable $ 8,900,000
$ 14,200,000
$ 9,800,000
Less: Discounts on short-term notes and bills
payable
(2,738)

(4,615)

(4,449)
$ 8,897,262
$ 14,195,385
$ 9,795,551
Annual interest rates 0.278%-0.298% 0.328%-0.418% 0.398%-0.538%

c. Long-term borrowings

June 30,
2021
December 31,
2020
Unsecured loans
$ 2,000,000
$ 2,000,000

Secured loans
2,484,322
2,586,036
Commercial papers payable
6,500,000
6,500,000
Less: Current portion
(2,303,398) (2,303,375)
Less: Discounts on commercial papers
payable

(5,064)

(2,580)

$ 8,675,860
$ 8,780,081

Annual interest rates:
Unsecured loans
0.79%
0.79%
Secured loans
1.50%
1.7495%
Commercial papers payable
0.687%-0.697% 0.687%-0.697%
June 30,
2020
$ 2,000,000
2,787,687
-

(303,320)

-
$ 4,484,367
0.79%
1.7495%
-
  • 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.

  • 26 -

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

June 30,
2021
$ 14,992,741

19,983,245
634,904

(634,904)

$ 34,975,986
December 31,
2020
$ 14,991,472

19,981,751

632,030

(632,030)

$ 34,973,223
June 30,
2020
$ 14,990,186

19,980,232

916,531

-
$ 35,886,949

a. 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 June 30, 2021, the amount of unamortized bond issue cost was $7,259 thousand. The trustee of bond holders is Bank of Taiwan.

Future repayments of the above-mentioned corporate bonds are as follows:

Year
2023

2025

Amount
$ 6,000,000

9,000,000
$ 15,000,000

b. 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 June 30, 2021, the amount of unamortized bond issue cost was $16,755 thousand. The trustee of bond holders is Bank of Taiwan.

  • 27 -

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

c. 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 June 30, 2021, the amount of unamortized bond discount was $2,296 thousand.

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 June 30, 2020

Liability component on January 1, 2021

Interest charged at an effective interest rate

Liability component on June 30, 2021
$ 9,989,130
(400,564)

(35,961)
9,552,605
237,204
(8,873,278)
$ 916,531
$ 632,030

2,874
$ 634,904

As of June 30, 2021, December 31, 2020 and June 30, 2020, the bondholders had requested to convert the bonds at face values of $9,362,800 thousand, $9,362,800 thousand and $9,071,700 thousand, respectively.

  • 28 -

19. PROVISIONS

Restoration
Replacement
Warranties
Current
Non-current
Balance, January 1, 2021

Provision

Payment/Reversal

Unwinding of discount


Balance, June 30, 2021

Balance, January 1, 2020

Provision

Payment/Reversal

Unwinding of discount


Balance, June 30, 2020






Restoration
$ 1,110,392
18,722
(16,302)

1,639
$ 1,114,451
$ 1,183,427
18,223
(17,240)

1,897
$ 1,186,307
June 30,
2021
December 31,
2020
$ 1,114,451
$ 1,110,392

416,909
385,375

22,486

21,935

$ 1,553,846
$ 1,517,702


$ 66,841
$ 68,531


1,487,005

1,449,171

$ 1,553,846
$ 1,517,702

Replacement
Warranties


$ 385,375 $ 21,935

26,440
15,933

(267)
(15,382)

5,361

-

$ 416,909
$ 22,486

$ 324,693 $ 40,111

25,770
16,237

-
(29,571)

4,571

-

$ 355,034
$ 26,777
June 30,
2020
$ 1,186,307
355,034

26,777
$ 1,568,118
$ 64,469

1,503,649
$ 1,568,118
Total
$ 1,517,702

61,095

(31,951)

7,000
$ 1,553,846
$ 1,548,231

60,230

(46,811)

6,468
$ 1,568,118

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 $85,641 thousand and $81,586 thousand for the three months ended June 30, 2021 and 2020, respectively, and $171,179 thousand and $162,686 thousand for the six months ended June 30, 2021 and 2020, respectively.

b. Defined benefit plans

The Group recognized pension amounts of $1,064 thousand and $1,577 thousand for the three months ended June 30, 2021 and 2020, respectively, and $2,126 thousand and $3,154 thousand for the six months ended June 30, 2021 and 2020, respectively, by using the actuarially determined pension cost rate.

  • 29 -

21. EQUITY

a. Share capital

As of June 30, 2021, December 31, 2020, and June 30, 2020, TWM’s authorized capital was $60,000,000 thousand and capital issued and outstanding were $35,124,215 thousand, $35,124,215 thousand and $35,093,765 thousand, respectively, divided into 3,512,421 thousand shares, 3,512,421 thousand shares and 3,509,376 thousand shares, respectively, which were all common stocks, at a par value of $10 each.

As of June 30, 2021, December 31, 2020, and June 30, 2020, the bondholders of the 3rd domestic unsecured convertible bonds had requested to convert the bonds into 91,589 thousand, 91,589 thousand and 88,544 thousand common stocks, respectively.

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

June 30,
2021
$ 10,524,417
5,159,704
85,965
501,215
25,524
6,682

35,804

$ 16,339,311
December 31,
2020
$ 13,102,020

5,159,704
85,965

501,215

25,524

26,342

35,804

$ 18,936,574
June 30,
2020
$ 12,833,194

5,159,704

85,965

501,215

37,184

29,768

34,950
$ 18,681,980

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. 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.

  • 30 -

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 earnings as legal reserve until the legal reserve equals the paid-in capital. The legal reserve may be used to 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.

Pursuant to existing regulations, TWM is required to set aside and reverse additional special reserve equivalent to the net debit balance of the other equity interests, such as the exchange differences on translation and unrealized gain or loss on financial assets at fair value through other comprehensive income.

The appropriations of earnings for 2020 and 2019, which have been proposed by the Board of Directors on May 4, 2021 and resolved in the AGM on June 18, 2020, respectively, were as follows:


Legal reserve

Special reserve
Cash dividends
Cash dividends per share (NT$)
Appropriation of Earnings
For the Year Ended December 31
2020
2019
$ 1,330,074 $ 1,248,117
2,449,739
(95,381)
9,521,178
11,756,844
3.3839
4.183

In addition, cash distributions arising from capital surplus with respect to the excess of stock issuance price over the par value of capital stock, totaling $2,577,603 thousand and $1,593,624 thousand and representing $0.9161 and $0.567 per share, were proposed by the Board of Directors and resolved in the AGM; thus, total distributions will be $4.3 and was $4.75 per share, respectively, for 2020 and 2019.

In response to “Measures for Public Companies to Postpone Shareholders’ Meetings for Pandemic Prevention” issued by the FSC, TWM’s AGM will be postponed to August 20, 2021. However, the e-voting result regarding the earnings appropriation and cash appropriation from the capital surplus for 2020 reached the legal resolution threshold, and TWM recognized the related distribution amounts accordingly.

As of June 30, 2021, the cash dividends to stockholders of TWM and subsidiaries amounted to $12,868,894 thousand and were recognized under dividends payable account.

  • 31 -

d. Other equity interests

Exchange
Differences on
Translation
Unrealized
Gain (Loss) on
Financial Assets
at FVTOCI

Balance, January 1, 2021
$ (31,679) $ (2,418,060)
Exchange differences on translation

(11,702)
-
Changes in fair value of financial assets at
FVTOCI

-
736,464
Changes in other comprehensive income
(loss) of associates accounted for using
equity method

(824)
735
Other comprehensive income transferred to
retained earnings due to disposal of
investments accounted for using equity
method

-
(22,885)
Income tax effect

-

(114,388)


Balance, June 30, 2021
$ (44,205)
$ (1,818,134)


Balance, January 1, 2020
$ (34,505) $ 473,410

Exchange differences on translation

(11,196)
-
Changes in fair value of financial assets at
FVTOCI

-
(567,269)
Unrealized gain of equity instruments
transferred to retained earnings due to
disposal

-
(426,241)
Changes in other comprehensive income of
associates accounted for using equity
method

1,136
9,448
Other comprehensive income transferred to
retained earnings due to disposal of
investments accounted for using equity
method

-
(680)
Income tax effect

-

13,119


Balance, June 30, 2020
$ (44,565)
$ (498,213)
Total
$ (2,449,739)
(11,702)
736,464
(89)

(22,885)

(114,388)
$ (1,862,339)
$ 438,905
(11,196)

(567,269)

(426,241)
10,584

(680)

13,119
$ (542,778)

e. Treasury stock

As of June 30, 2021, December 31, 2020 and June 30, 2020, 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 $71,272,663 thousand, $69,106,533 thousand and $77,212,052 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.

  • 32 -

f. Non-controlling interests

Beginning balance

Profit
Other comprehensive income
Exchange differences on translation
Unrealized gain (loss) 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
Cash dividends for non-controlling interests of subsidiaries

Ending balance
For the Six Months Ended
June 30
For the Six Months Ended
June 30


2021
$ 6,625,112

929,769
(13,146)
15,278
8,172
735
(20,968)
(770,513)

$ 6,774,439
2020
$ 6,158,984
517,204

(11,280)
(1,971)
19,307
(1,490)

(1,262)

(655,043)
$ 6,024,449

22. OPERATING REVENUE

Revenue from contracts with
customers
Telecommunications and
value-added services

Sales revenue
Cable TV and broadband
services
Others
Other operating revenue

For the Three Months Ended
June 30
2021
2020
$ 11,187,698 $ 11,104,139
25,508,133
18,505,394
1,486,730
1,501,993
201,914
189,464

36,719

40,649

$ 38,421,194
$ 31,341,639
For the Six Months Ended
June 30
For the Six Months Ended
June 30


2021
$ 11,187,698
25,508,133
1,486,730
201,914

36,719

$ 38,421,194





2021
$ 22,312,715

47,957,893

2,977,334

412,401

73,441

$ 73,733,784
2020
$ 22,432,301

37,307,772

3,007,079

364,969

82,197
$ 63,194,318

a. Contract information

Refer to Note 35 and to Note 4 to the consolidated financial statements for the year ended December 31, 2020.

  • 33 -

b. Contract balances

Contract assets
Bundle sales

Less: Allowance for
impairment loss


Current

Non-current

June 30,
2021

$ 9,210,172

(78,210)

$ 9,131,962

$ 4,488,222

4,643,740

$ 9,131,962
December 31,
2020
$ 8,441,819

(71,687)

$ 8,370,132

$ 4,617,051

3,753,081

$ 8,370,132
June 30,
2020
$ 7,777,091

(66,020)

$ 7,711,071

$ 4,677,432

3,033,639

$ 7,711,071
January 1,
2020
$ 8,366,531

(71,032)
$ 8,295,499
$ 4,832,043

3,463,456
$ 8,295,499

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.

Contract liabilities
Telecommunications and
value-added services

Sales of goods
Cable TV and broadband
services
Others


Current

Non-current

June 30,
2021
December 31,
2020
$ 1,125,524 $ 1,289,917
65,742
36,981
633,771
656,162

9,840

12,456

$ 1,834,877
$ 1,995,516

$ 1,742,412 $ 1,892,749

92,465

102,767

$ 1,834,877
$ 1,995,516
June 30,
2020
$ 1,002,011

46,401

659,770

16,844

$ 1,725,026

$ 1,685,736

39,290

$ 1,725,026
January 1,
2020
$ 1,125,265

42,417

672,667

12,351
$ 1,852,700
$ 1,807,407

45,293
$ 1,852,700

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.

c. Assets related to contract costs

Incremental costs of obtaining a
contract - non-current
June 30,
2021
December 31,
2020
$ 1,725,300
$ 1,771,884
June 30,
2020
$ 1,878,963

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 three months ended June 30, 2021 and 2020 were $355,343 thousand and $441,520 thousand, respectively, and for the six months ended June 30, 2021 and 2020 were $724,557 thousand and $925,259 thousand, respectively.

  • 34 -

23. NON-OPERATING INCOME AND EXPENSES

a. Other gains and losses, net

Gain (loss) on disposal and
retirement of property, plant
and equipment, net

Gain on disposal of intangible
assets
Gain on disposal of investments
accounted for using equity
method
Valuation loss on financial
assets at fair value through
profit and loss (FVTPL)
Gain (loss) on foreign
exchange, net
Others


Finance costs
Interest expense
Corporate bonds

Bank loans
Commercial papers payable
Lease liabilities
Others

For the Three Months Ended
June 30
2021
2020
$ (7,860) $ (8,849)
-
8,800
-
58,494
-
-
1,421
(12,939)

261

60

$ (6,178)
$ 45,566

For the Three Months Ended
June 30
2021
2020
$ 71,367
$ 71,986

35,210
43,549

18,586
13,285
20,009
21,945

6,723

6,927

$ 151,895
$ 157,692
For the Three Months Ended
June 30
2021
2020
$ (7,860) $ (8,849)
-
8,800
-
58,494
-
-
1,421
(12,939)

261

60

$ (6,178)
$ 45,566

For the Three Months Ended
June 30
2021
2020
$ 71,367
$ 71,986

35,210
43,549

18,586
13,285
20,009
21,945

6,723

6,927

$ 151,895
$ 157,692
For the Six Months Ended
June 30
For the Six Months Ended
June 30



2021
2020
$ 57,198
$ (23,798)
-
8,800
99,052
58,494
-
(149)

(4,911)
(3,596)

1,004

(413)
$ 152,343
$ 39,338
For the Six Months Ended
June 30



2021
$ 71,367

35,210

18,586
20,009

6,723

$ 151,895


2021
$ 141,947

71,862
40,428
40,071

13,470

$ 307,778
2020
$ 112,737
106,484
24,240
45,007

13,882
$ 302,350

b. Finance costs

24. INCOME TAX

a. Income tax recognized in profit or loss

Current income tax expense
Current period

Prior years’ adjustment


Deferred income tax expense
Temporary differences

Income tax expense
For the Three Months Ended
June 30
2021
2020
$ 780,895 $ 781,914

(35,761)

(7,723)


745,134

774,191


39,547

38,738

$ 784,681
$ 812,929
For the Six Months Ended
June 30
For the Six Months Ended
June 30




2021
$ 780,895

(35,761)


745,134


39,547

$ 784,681




2021
$ 1,460,960

(367,768)


1,093,192


73,633

$ 1,166,825
2020
$ 1,487,162

(7,723)

1,479,439

98,907
$ 1,578,346
  • 35 -

b. Income tax recognized in other comprehensive income (loss)

Deferred income tax expense
(income)
Unrealized gain/loss on
financial assets at
FVTOCI
For the Three Months Ended
June 30
2021
2020
$ 65,564
$ 11,631
For the Three Months Ended
June 30
2021
2020
$ 65,564
$ 11,631
For the Six Months Ended
June 30
For the Six Months Ended
June 30
2021
$ 65,564
2021
$ 114,388
2020
$ (13,119)

c. 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
2018
2019
2019
2019
2019
2019
2018
2019
2019
2019
2018
2019
2019
2019
2017
2019
2019
2018
2017
2019
2017
2017
2017
2019
2019
2019
2019
2019
  • 36 -

25. EARNINGS PER SHARE

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)

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)

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 Three Months Ended June 30, 2021 For the Three Months Ended June 30, 2021
Amount After
Income Tax
Weighted-
average Number
of Shares
(In Thousands)
EPS
(NT$)
$ 2,839,943
2,813,670
$ 1.01
-
1,779

1,447

6,665
$ 2,841,390

2,822,114
$ 1.01
For the Three Months Ended June 30, 2020
Amount After
Income Tax
Weighted-
average Number
of Shares
(In Thousands)
EPS
(NT$)
$ 3,047,593
2,810,625
$ 1.08
-
1,793

2,088

9,292
$ 3,049,681

2,821,710
$ 1.08
For the Six Months Ended June 30, 2021
Amount After
Income Tax
Weighted-
average Number
of Shares
(In Thousands)
$ 5,672,520
2,813,670

-
2,991

2,874

6,665
$ 5,675,394

2,823,326
EPS
(NT$)
$ 2.02
$ 2.01
  • 37 -
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 Six Months Ended June 30, 2020 For the Six Months Ended June 30, 2020
Amount After
Income Tax
Weighted-
average Number
of Shares
(In Thousands)
$ 6,362,233
2,810,621

-
2,924

4,173

9,296
$ 6,366,406

2,822,841
EPS
(NT$)
$ 2.26
$ 2.25

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 Six Months Ended June 30, 2021

Opening
Balance

Lease liabilities (including
current and non-current
portions)
$ 9,036,955

For the Six Months Ended June 30, 2020
Opening
Balance

Lease liabilities (including
current and non-current
portions)
$ 9,650,389
Cash Flows
$ (2,026,667)

Cash Flows
$ (1,983,541)
Non-cash Changes
New Leases
Others
$ 2,405,896
$ 5,089

Non-cash Changes
New Leases
Others
$ 1,699,731
$ (160,291)
Ending
Balance
$ 9,421,273

Ending
Balance
$ 9,206,288


Lease liabilities (including
current and non-current
portions)
New Leases
$ 1,699,731

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.

  • 38 -

28. FINANCIAL INSTRUMENTS

a. Categories of financial instruments

Financial assets
Financial assets at FVTOCI (including
current and non-current portions)

Financial assets measured at amortized cost
(including current and non-current
portions) (Note 1)

Total

Financial liabilities
Financial liabilities measured at amortized
cost (including current and non-current
portions) (Note 2)
June 30,
2021
$ 3,286,933

27,573,452

$ 30,860,385

$ 104,187,854
December 31,
2020
$ 2,535,192

21,990,185

$ 24,525,377

$ 93,671,945
June 30,
2020
$ 4,840,242

19,342,412
$ 24,182,654
$ 93,241,980
  • 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, dividends payable, 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 carrying amount 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)
June 30, 2021
Carrying
Amount
Fair Value
$ 35,610,890 $ 35,924,745
December 31, 2020
Carrying
Amount
Fair Value
$ 35,605,253 $ 35,885,879
June 30, 2020
Carrying
Amount
Fair Value
$ 35,886,949 $ 36,108,629

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.

  • 39 -

  • 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).

June 30, 2021

Financial assets at FVTOCI
Equity instruments
Domestic listed stocks

Domestic unlisted stocks
Limited partnerships
Foreign unlisted stocks


December 31, 2020

Financial assets at FVTOCI
Equity instruments
Domestic listed stocks

Domestic unlisted stocks
Limited partnerships
Foreign unlisted stocks

Level 1
$ 1,861,639
-
-

-

$ 1,861,639

Level 1
$ 1,218,340
-
-

-

$ 1,218,340
Level 2
$ -

-

-

20,805

$ 20,805

Level 2
$ -

-

-

8,533

$ 8,533
Level 3
$ -

691,721

463,503

249,265

$ 1,404,489

Level 3
$ -

657,756

249,827

400,736

$ 1,308,319
Total
$ 1,861,639

691,721

463,503

270,070
$ 3,286,933
Total
$ 1,218,340

657,756

249,827

409,269
$ 2,535,192
  • 40 -

June 30, 2020


Financial assets at FVTOCI
Equity instruments
Domestic listed stocks

Domestic unlisted stocks
Limited partnerships
Foreign unlisted stocks

Level 1
$ 3,749,224
-
-

-

$ 3,749,224
Level 2
$ -

-

-

2,666

$ 2,666
Level 3
$ -

664,043

394,124

30,185

$ 1,088,352
Total
$ 3,749,224

664,043

394,124

32,851
$ 4,840,242

There was no transfer between the fair value measurements of Levels 1 and 2 for the six months ended June 30, 2021 and 2020.

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 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 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 was mainly referenced to the same type of companies through the market approach or asset approach. The unobservable input was the liquidity discount rate, which ranged from 19.6% to 25%, 10.7% to 25% and 20% to 25% as of June 30, 2021, December 31, 2020 and June 30, 2020, respectively.

The fair value of limited partnerships investments was evaluated through the market approach and income approach. The evaluation and assumptions were mainly referenced to related information of comparable market targets and estimated future cash flows. The unobservable input was the liquidity discount rate, which was estimated to be 31.6%, 33.5% and 33.5% as of June 30, 2021, December 31, 2020 and June 30, 2020, respectively.

  • 41 -

  • 3) Reconciliation of Level 3 fair value measurements of financial instruments

For the Six Months Ended June 30, 2021

Financial Assets
at FVTOCI -
Equity
Instruments
Balance at January 1, 2021 $ 1,308,319
Recognized in other comprehensive income (unrealized gain
on financial assets at FVTOCI) 336,116
Transferred out of Level 3 (Note)
(239,946)
Balance at June 30, 2021 $ 1,404,489
  • Note: Because certain equity investment’s quoted price (unadjusted) in active markets became available in the second quarter of 2021, its fair value hierarchy was transferred from Level 3 to Level 1.

For the Six Months Ended June 30, 2020

Financial Assets Financial Assets Financial Assets Financial Assets Financial Assets
at FVTPL - at FVTOCI -
Equity Equity
Instruments Instruments
Balance at January 1, 2020 $ 149
$ 665,372
Additions - 500,000
Recognized in profit or loss (loss on financial assets at
FVTPL) (149) -
Recognized in other comprehensive income (unrealized loss
on financial assets at FVTOCI) -
(77,020)
Balance at June 30, 2020 $ -
$ 1,088,352
  • 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.

  • 42 -

  • 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.

3) Credit risk

Credit risk refers to the risk that a counterparty would default on its contractual obligations resulting in a financial loss to the Group. 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.

  • 43 -

The Group manages and maintains a 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 June 30, 2021, December 31, 2020 and June 30, 2020, the Group had unused bank facilities of $61,758,898 thousand, $65,511,976 thousand and $69,353,385 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.

June 30, 2021
Unsecured loans

Secured loans
Commercial papers
payable
Bonds payable
Lease liabilities
Other non-current
liabilities


December 31, 2020
Unsecured loans

Secured loans
Commercial papers
payable
Bonds payable
Lease liabilities
Other non-current
liabilities


June 30, 2020
Unsecured loans

Secured loans
Commercial papers
payable
Bonds payable
Lease liabilities
Other non-current
liabilities

Contractual
Cash Flows
Within 1 Year
1-5 Years
$ 14,311,431 $ 14,311,431 $ -
2,608,589
341,192
2,267,397
15,506,559
8,939,654
6,566,905
36,946,960
912,080
20,824,880
9,550,655
3,713,540
5,605,887

511,875

73,125

292,500

$ 79,436,069
$ 28,291,022
$ 35,557,569

$ 11,818,822 $ 11,818,822 $ -
2,736,728
347,574
2,389,154
20,831,278
14,242,137
6,589,141
37,221,840
912,080
20,997,760
9,163,237
3,574,784
5,501,261

585,000

73,125

292,500

$ 82,356,905
$ 30,968,522
$ 35,769,816

$ 13,619,883 $ 11,615,944 $ 2,003,939
2,968,159
350,233
2,617,926
9,800,000
9,800,000
-
37,512,940
274,880
21,926,060
9,345,939
3,592,077
5,718,193

585,000

73,125

292,500

$ 73,831,921
$ 25,706,259
$ 32,558,618
More Than 5
Years
$ -

-

-

15,210,000

231,228

146,250
$ 15,587,478
$ -

-

-

15,312,000

87,192

219,375
$ 15,618,567
$ -

-

-

15,312,000

35,669

219,375
$ 15,567,044
  • 44 -

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 revenue 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
June 30, 2021
Foreign
Currencies
Exchange Rate
New Taiwan
Dollars
$ 48,629
27.895
$ 1,356,573
1,191
33.23
39,579
28,041
4.318
121,080
25,552
27.895
712,768
141,526
4.318
611,108
5,790
3.593
20,805
179,744
0.874
157,168
11,911
27.895
332,318
57
33.23
1,906
3,439
3.593
12,355
26,516
0.252
6,682
  • 45 -
Foreign currency assets
Monetary items
USD

EUR
RMB
Non-monetary items
USD
RMB
HKD
THB
Foreign currency liabilities
Monetary items
USD
EUR
HKD
JPY
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
June 30, 2020
Foreign
Currencies
Exchange Rate
New Taiwan
Dollars
$ 50,268
29.58
$ 1,486,900
1,446
33.27
48,111
33,708
4.18
140,898
14,344
29.58
424,309
132,873
4.18
555,409
699
3.816
2,666
133,009
0.965
128,288
14,016
29.58
414,565
68
33.27
2,252
6,474
3.816
24,706
35,618
0.276
9,827

Refer to Note 23(a) for the information related to the Group’s realized and unrealized foreign exchange gains (losses) for the three months and the six months ended June 30, 2021 and 2020, 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.

  • 46 -

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 $58,199 thousand and $61,228 thousand for the six months ended June 30, 2021 and 2020, 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.

The carrying amounts of the Group’s financial assets and financial liabilities exposed to interest rate risk were as follows:

June 30, December 31, December 31, June 30,
2021 2020 2020
Fair value interest rate risk
Financial assets $ 6,741,724 $ 5,218,262 $ 5,065,348
Financial liabilities 74,649,255 76,502,983 64,572,257
Cash flow interest rate risk
Financial assets 10,872,307 6,486,835 3,989,526
Financial liabilities 2,484,322 2,586,036 5,777,687

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 $20,970 thousand and decreased by $4,470 thousand for the six months ended June 30, 2021 and 2020, 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), other comprehensive income would have decreased by $164,347 thousand and $242,012 thousand since the fair value of financial assets at FVTOCI decreased for the six months ended June 30, 2021 and 2020, respectively.

  • 47 -

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 Nature of Relationship

GHS AppWorks AppWorks Fund III kbro Media M.E. TV Direct TPE Beijing Global JiuSha Media Technology Co., Ltd. GHS Trading Ltd. Beijing YueShih JiuSha Media Technology Co., Ltd. Citruss Saudi Trading Company LLC AppWorks School Co., Ltd. Good Image Co., Ltd. TVD Shopping Fubon Life Insurance Co., Ltd. (Fubon Life) Fubon Insurance Co., Ltd. (Fubon Ins.) Fubon Securities Investment Trust Co., Ltd. Fubon Sports & Entertainment Co., Ltd. Taipei Fubon Commercial Bank Co., Ltd. (TFCB) Fubon Financial Holding Co., Ltd. Fubon Life Insurance (HK) Ltd. Fubon Securities Co., Ltd. Fubon Futures Co., Ltd. Fubon Investment Services Co., Ltd. Fubon Marketing Co., Ltd. Fu-Sheng Insurance Agency Co., Ltd. Fubon Insurance Agency Co., Ltd. Fubon Financial Venture Capital Co., Ltd. Fubon Gymnasium Co., Ltd. Fubon Asset Management Co., Ltd. One Production Film Co., Ltd. Fubon Bank (China) Co., Ltd. Fubon Land Development Co., Ltd. Fubon Property Management Co., Ltd. Fubon Real Estate Management Co., Ltd. Fubon Hospitality Management Co., Ltd. TFB Capital Co., Ltd. P. League+ Co., Ltd.

Associate Associate Associate Associate Associate Associate Associate (not a related party since March 2021) Associate (subsidiary of GHS) Associate (subsidiary of GHS) Associate (subsidiary of GHS) Associate (subsidiary of GHS) Associate (subsidiary of AppWorks) Associate (subsidiary of kbro Media) Associate (subsidiary of TV Direct, not a related party since November 2020) Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party (formerly known as Fu-Sheng Life Insurance Agency Co., Ltd.) Other related party (formerly known as Fu-Sheng General Insurance Agency Co., Ltd.) Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party Other related party

(Continued)

  • 48 -

Related Party Nature of Relationship

Jih Sun Financial Holding Co., Ltd. Other related party
Jih Sun Securities Co., Ltd. Other related party
Jih Sun International Bank, Ltd. Other related party
Jih Sun Life Insurance Agent Co., Ltd. Other related party
Jih Sun Futures Co., Ltd. Other related party
Jih Sun Securities Investment Consulting 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
kbro Co., Ltd. (kbro) Other related party
Daanwenshan CATV Co., Ltd. Other related party
North Taoyuan CATV Co., Ltd. Other related party
Yangmingshan CATV Co., Ltd. Other related party
Hsin Taipei CATV Co., Ltd. Other related party
Chinpingtao CATV Co., Ltd. Other related party
Hsintangcheng CATV Co., Ltd. Other related party
Chuanlien CATV Co., Ltd. Other related party
Chen Tao Cable TV Co., Ltd. Other related party
Fengmeng Cable TV Co., Ltd. Other related party
Hsinpingtao CATV Co., Ltd. Other related party
Kuansheng CATV Co., Ltd. Other related party
Nantien CATV Co., Ltd. Other related party
Taiwan Win TV Media Co., Ltd. Other related party
Taiwan Mobile Foundation (TMF) Other related party
Taipei New Horizon Foundation (TNHF) Other related party
Fubon Cultural & Educational Foundation Other related party
Fubon Charity Foundation Other related party
Fubon Art Foundation Other related party
Taipei Fubon Bank Charity Foundation Other related party
Taipei New Horizon Management Agency Other related party
Key management Chairman, director, president, vice
president, etc.

(Concluded)

  • 49 -

c. Significant transactions with related parties

1) Operating revenue

Associates

Other related parties

For the Three Months Ended
June 30
2021
2020
$ 2,545
$ 19,016


384,792

223,031

$ 387,337
$ 242,047
For the Three Months Ended
June 30
2021
2020
$ 2,545
$ 19,016


384,792

223,031

$ 387,337
$ 242,047
For the Six Months Ended
June 30
For the Six Months Ended
June 30


2021
$ 2,545


384,792

$ 387,337


2021
$ 5,948


739,335

$ 745,283
2020
$ 29,589

413,390
$ 442,979

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 Three Months Ended
June 30
2021
2020
$ 359
$ 192,765


220,022

69,601

$ 220,381
$ 262,366
For the Three Months Ended
June 30
2021
2020
$ 359
$ 192,765


220,022

69,601

$ 220,381
$ 262,366
For the Six Months Ended
June 30
For the Six Months Ended
June 30


2021
$ 359


220,022

$ 220,381


2021
$ 128,790


331,476

$ 460,266
2020
$ 388,255

127,533
$ 515,788

The entities mentioned above provide logistics, copyright, broadcast, 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
Notes and accounts
receivable
Associates

Notes and accounts
receivable
Other related parties

Other receivables
Associates

Other receivables
Other related parties
June 30,
2021
December 31,
2020
$ 2,500
$ 2,266


397,701

176,565

$ 400,201
$ 178,831

$ -
$ 63,244


129,137

111,681

$ 129,137
$ 174,925
June 30,
2020
$ 13,605

179,574
$ 193,179
$ 48,442

126,045
$ 174,487

Receivables from related parties mentioned above were not secured with collateral, and no provisions for impairment loss were accrued.

  • 50 -

4) Payables due to related parties

5)
6)
7)
8)
Account
Related Party
Categories
June 30,
2021
December 31,
2020
June 30,
2020
Accounts payable
Associates
$ 57
$ 99,281
$ 80,122
Accounts payable
Other related parties
262,804

61,275

70,834
$ 262,861
$ 160,556
$ 150,956
Other payables
Other related parties$ 38,904
$ 22,952
$ 22,184
Prepayments
June 30,
2021
December 31,
2020
June 30,
2020
Other related parties
$ 69,029
$ 10,353
$ 48,383
Bank deposits, time deposits and other financial assets (including current and non-current portions)
June 30,
2021
December 31,
2020
June 30,
2020
Other related parties
TFCB
$ 2,636,064
$ 1,807,422
$ 1,833,281
Others

15,351

24,798

27,890
$ 2,651,415
$ 1,832,220
$ 1,861,171
Acquisition of investments accounted for using equity method
Related Party Transactions
Transaction
Date
Shares
(In Thousands) Purchase Price
Contributions to AppWorks Fund III’s
capital increase
April 2020
21,000
$ 210,000
May 2021
4,964
$ 54,155
Acquisition of property, plant and equipment
For the Six Months Ended June 30, 2020
Purchase Price
Other related parties
$ 17,760
  • 51 -

9) Others

June 30,
2021
December 31,
2020
June 30,
2020
Guarantee deposits
Other related parties
$ 62,018
$ 60,135
$ 54,533



Other current liabilities - receipts under
custody
Other related parties
$ 141,775
$ 150,528
$ 124,780
For the Three Months Ended
June 30
For the Six Months Ended
June 30
2021
2020
2021
2020
Operating expenses
Associates
$ 1,692
$ 119
$ 12,474
$ 454
Other related parties
TMF
5,775
5,112
11,100
10,850
TNHF
2,000
2,000
5,000
5,000
TFCB
61,487
49,412
112,419
95,238
Others

94,609

75,905

127,562

94,648
$ 165,563
$ 132,548
$ 268,555
$ 206,190
Other income
Other related parties
TFCB
$ 8,089
$ 15,233
$ 16,566
$ 31,208
June 30,
2021
December 31,
2020
June 30,
2020
Guarantee deposits
Other related parties
$ 62,018
$ 60,135
$ 54,533



Other current liabilities - receipts under
custody
Other related parties
$ 141,775
$ 150,528
$ 124,780
For the Three Months Ended
June 30
For the Six Months Ended
June 30
2021
2020
2021
2020
Operating expenses
Associates
$ 1,692
$ 119
$ 12,474
$ 454
Other related parties
TMF
5,775
5,112
11,100
10,850
TNHF
2,000
2,000
5,000
5,000
TFCB
61,487
49,412
112,419
95,238
Others

94,609

75,905

127,562

94,648
$ 165,563
$ 132,548
$ 268,555
$ 206,190
Other income
Other related parties
TFCB
$ 8,089
$ 15,233
$ 16,566
$ 31,208
June 30,
2021
December 31,
2020
June 30,
2020
Guarantee deposits
Other related parties
$ 62,018
$ 60,135
$ 54,533



Other current liabilities - receipts under
custody
Other related parties
$ 141,775
$ 150,528
$ 124,780
For the Three Months Ended
June 30
For the Six Months Ended
June 30
2021
2020
2021
2020
Operating expenses
Associates
$ 1,692
$ 119
$ 12,474
$ 454
Other related parties
TMF
5,775
5,112
11,100
10,850
TNHF
2,000
2,000
5,000
5,000
TFCB
61,487
49,412
112,419
95,238
Others

94,609

75,905

127,562

94,648
$ 165,563
$ 132,548
$ 268,555
$ 206,190
Other income
Other related parties
TFCB
$ 8,089
$ 15,233
$ 16,566
$ 31,208
June 30,
2021
December 31,
2020
June 30,
2020
Guarantee deposits
Other related parties
$ 62,018
$ 60,135
$ 54,533



Other current liabilities - receipts under
custody
Other related parties
$ 141,775
$ 150,528
$ 124,780
For the Three Months Ended
June 30
For the Six Months Ended
June 30
2021
2020
2021
2020
Operating expenses
Associates
$ 1,692
$ 119
$ 12,474
$ 454
Other related parties
TMF
5,775
5,112
11,100
10,850
TNHF
2,000
2,000
5,000
5,000
TFCB
61,487
49,412
112,419
95,238
Others

94,609

75,905

127,562

94,648
$ 165,563
$ 132,548
$ 268,555
$ 206,190
Other income
Other related parties
TFCB
$ 8,089
$ 15,233
$ 16,566
$ 31,208
$



2021
$ 12,474

11,100
5,000
112,419

127,562

$ 268,555

$ 16,566
2020
$ 454
10,850
5,000
95,238

94,648
$ 206,190
$ 31,208

10) Lease arrangements

Acquisition of right-of-use assets


Other related parties

Fubon Life

Lease liabilities (including current and non-current portions)
June 30,
2021

Other related parties
$ 777,800
For the Six Months Ended
June 30
For the Six Months Ended
June 30
2021


$ 376,685

December 31,
2020

$ 438,045
2020
$ 2,050
June 30,
2020
$ 513,690

Other related parties

The leases are conducted by referring to general market prices, and all the terms and conditions conform to normal business practices.

  • 52 -

  • 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 Three Months Ended
June 30
2021
2020
$ 72,685
$ 69,216


3,387

939

$ 76,072
$ 70,155
For the Three Months Ended
June 30
2021
2020
$ 72,685
$ 69,216


3,387

939

$ 76,072
$ 70,155
For the Six Months Ended
June 30
For the Six Months Ended
June 30


2021
$ 72,685


3,387

$ 76,072


2021
$ 154,087


6,810

$ 160,897
2020
$ 144,634

5,835
$ 150,469

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

June 30,
2021
December 31,
2020
$ 157,375
$ 169,230

6,701,975
6,791,334

356,012

355,432

$ 7,215,362
$ 7,315,996
June 30,
2020
$ 166,999
6,880,694

267,507
$ 7,315,200

31. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

  • a. Unrecognized commitments
Purchases of property, plant and equipment
Purchases of inventories
June 30,
2021
December 31,
2020
$ 7,178,937
$ 8,695,105

$ 3,103,564
$ 5,500,331
June 30,
2020
$ 17,846,986
$ 2,194,041

As of June 30, 2021, December 31, 2020 and June 30, 2020, the amounts of lease commitments commencing after the balance sheet date were $842,264 thousand, $619,099 thousand and $537,879 thousand, respectively.

  • b. As of June 30, 2021, December 31, 2020 and June 30, 2020, the amounts of endorsements and guarantees provided to entities in the Group were all $21,550,000 thousand.

  • c. 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.

  • 53 -

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 June 30, 2021, $813,719 thousand (tax included) of the concession had been paid.

3) Performance guarantee:

As of June 30, 2021, 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.

  • d. 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 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

  • 54 -

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 SUBSEQUENT TO THE REPORTING PERIOD

  • a. In May 2021, the Board of Directors resolved that TWM would issue unsecured straight corporate bonds. In July 2021, the TPEx approved TWM’s proposed issuance of the 7th domestic unsecured straight corporate bonds, with the principal amount of $2,500,000 thousand, for a seven-year period and a coupon rate of 0.53% per annum, with simple interest due annually. Repayment of the principal will be made in full at maturity. The issuance of the bonds was completed on July 13, 2021.

  • b. In July 2021, the Board of Directors of TVC, one of TWM’s subsidiaries, resolved that TVC would acquire the preferred stocks of TIKI GLOBAL PTE. LTD. amounting to approximately USD20,000 thousand.

  • c. In July 2021, the Board of Directors of momo, one of TWM’s subsidiaries, resolved that momo would sign lease agreements for its warehousing facility for a period of ten years and one month, starting from January and May 2022, respectively, with Yongyou Development Ltd. The expected value of right-of-use assets would be $923,075 thousand.

33. OTHERS

  • a. Employee benefits, depreciation, and amortization are summarized as follows:
Employee benefits
Salary

Insurance expenses
Pension
Others
Depreciation

Amortization
For the Three Months Ended June 30 For the Three Months Ended June 30
2021
Classified as
Operating
Costs
Classified as
Operating
Expenses
Total
$ 649,449 $ 1,305,231 $ 1,954,680

58,524
117,983
176,507
28,904
57,801
86,705
30,831
69,035
99,866
2,792,239
253,288 3,045,527
1,150,209
396,471 1,546,680
2020
Classified as
Operating
Costs
Classified as
Operating
Expenses
Total
$ 616,487 $ 1,229,390 $ 1,845,877

52,976
105,043
158,019

28,094
55,068
83,162

29,241
61,983
91,224
2,456,719
251,162 2,707,881

776,797
536,780 1,313,577
  • 55 -

For the Six Months Ended June 30

Employee benefits
Salary

Insurance expenses
Pension
Others
Depreciation

Amortization
2021
Classified as
Operating
Costs
Classified as
Operating
Expenses
Total
$ 1,306,609 $ 2,619,117 $ 3,925,726

118,063
239,396
357,459
57,819
115,486
173,305
61,279
135,966
197,245
5,558,253
510,128 6,068,381
2,297,055
804,135 3,101,190
2020
Classified as
Operating
Costs
Classified as
Operating
Expenses
Total
$ 1,232,980 $ 2,479,593 $ 3,712,573

105,577
210,916
316,493

55,429
108,971
164,400

58,304
126,422
184,726
4,968,410
505,176 5,473,586
1,542,058 1,107,992 2,650,050

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 $96,044 thousand, $96,193 thousand, $181,402 thousand and $198,090 thousand, and remuneration to directors were $9,604 thousand, $9,619 thousand, $18,140 thousand and $19,809 thousand, which were calculated by applying the rates to the aforementioned profit before income tax, for the three months and the six months ended June 30, 2021 and 2020, 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.

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 at 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 pandemic 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.

  • 56 -

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: None
  • 6) Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital: None

  • 7) Total purchases from or sales to related parties of at least NT$100 million or 20% of the paid-in

    • capital: Table 5 (attached)
  • 8) Receivables from related parties of at least NT$100 million or 20% of the paid-in capital: Table 6 (attached)

  • 9) Names, locations and related information of investees on which TWM exercised significant influence (excluding information on investments in mainland China): Table 7 (attached)

  • 10) Trading in derivative instruments: None

  • 11) Business relationships between the parent and the subsidiaries and significant intercompany transactions: Table 8 (attached)

  • 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 9 (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: None

  • 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 10 (attached)

  • 57 -

35. SEGMENT INFORMATION

Segment Revenue and Operating Results

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 Three Months Telecommuni- Cable and
Ended June 30, 2021 cations Retail Television Others Eliminations Total
Operating revenue
$ 15,064,727
$ 22,258,273 $
1,550,484 $
134,278 $ (586,568) $ 38,421,194
Operating costs and
expenses 12,633,599
21,178,127 1,006,539 94,597 (642,399) 34,270,463
Operating income 2,527,342 1,102,020 544,080 40,039
43,585
4,257,066
Adjustments
For the Three Months Telecommuni- Cable and
Ended June 30, 2020 cation Retail Television Others Eliminations Total
Operating revenue
$ 14,355,250
$ 15,834,104 $
1,542,673 $
134,716 $ (525,104) $ 31,341,639
Operating costs and
expenses 11,390,184
15,397,118 978,034 92,237 (567,797) 27,289,776
Operating income 3,035,091
460,974
563,868 42,479
30,259
4,132,671
Adjustments
For the Six Months Telecommuni- Cable and
Ended June 30, 2021 cation Retail Television Others Eliminations Total
Operating revenue
$ 30,968,513
$ 40,619,491 $
3,101,145 $
274,389 $ (1,229,754) $ 73,733,784
Operating costs and
expenses 26,413,427
38,712,506 2,006,577 195,919 (1,334,280) 65,994,149
Operating income 4,696,322 1,947,874 1,094,209 78,828
79,997
7,897,230
Adjustments
For the Six Months Telecommuni- Cable and
Ended June 30, 2020 cation Retail Television Others Eliminations Total
Operating revenue
$ 29,976,283
$ 30,939,811 $
3,084,421 $
271,575 $ (1,077,772) $ 63,194,318
Operating costs and
expenses 23,759,272
29,964,005 1,959,942 190,580 (1,165,487) 54,708,312
Operating income 6,325,373 1,022,907 1,122,504 80,995
62,898
8,614,677
  • 58 -

Geographical information

The Group’s revenue is generated mostly from domestic business. Overseas revenue is primarily generated from international calls and data services.

Consolidated geographic information for revenue was as follows:

Taiwan, ROC

Overseas

For the Six Months Ended
June 30
For the Six Months Ended
June 30


2021
$ 72,577,005

1,156,779

$ 73,733,784
2020
$ 61,944,006

1,250,312
$ 63,194,318
  • 59 -

TABLE 1

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

FINANCING EXTENDED TO OTHER PARTIES FOR THE SIX MONTHS ENDED JUNE 30, 2021

(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
0.86867%-0.86900%
1.16867%
Short-term financing
Short-term financing
$ -

-
Operation requirements
Operation requirements
$ -
-
-
-
$ -
-
$ 32,430,887

32,430,887
$ 32,430,887

32,430,887
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
2,500,000
1,200,000

3,800,000

100,000

2,500,000

1,200,000

3,700,000

-

-

700,000
0.86867%-0.87033%
-
0.87033%-0.87178%
0.86878%-0.87033%
Short-term financing
Short-term financing
Short-term financing
Short-term financing

-

-

-

-
Operation requirements
Operation requirements
Operation requirements
Operation requirements
-
-
-
-
-
-
-
-
-
-
-
-

8,283,241

8,283,241

8,283,241

8,283,241

8,283,241

8,283,241

8,283,241

8,283,241
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 - - -
843,987

843,987
Note 2
4 TFN TWM
TCC
Other receivables
Other receivables
Yes
Yes
11,000,000
700,000

11,000,000

700,000

9,413,000

341,000
0.86856%-0.86900%
0.86867%
Short-term financing
Short-term financing

-

-
Operation requirements
Operation requirements
-
-
-
-
-
-

20,767,827

20,767,827

20,767,827

20,767,827
Note 2
Note 2
5 YJCTV TFNM Other receivables Yes 60,000
30,000

20,000
0.86900% Transactions 439,866 - - - -
439,866

439,866
Notes 3 and 4
6 PCTV TFNM Other receivables Yes 520,000
520,000

520,000
0.86900% Transactions 534,287 - - - -
534,287

534,287
Notes 3 and 4
7 GCTV TFNM Other receivables Yes 250,000
250,000

250,000
0.86900% Short-term financing
-
Repayment of financing
-
- -
276,629

276,629
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.

  • 60 -

TABLE 2

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

ENDORSEMENTS/GUARANTEES PROVIDED TO OTHER PARTIES FOR THE SIX MONTHS ENDED JUNE 30, 2021

(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
$ -
-
36.12
0.08
$ 59,524,386
59,524,386
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.

  • 61 -

TABLE 3

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

MARKETABLE SECURITIES HELD (EXCLUDING INVESTMENTS IN SUBSIDIARIES AND ASSOCIATES) JUNE 30, 2021

(In Thousands of New Taiwan Dollars)

Investing Company Marketable Securities Type and Name Relationship with the
Securities Issuer
Financial Statement Account At the End of the Period At the End of the Period Note
Units/Shares
(In Thousands)
Carrying
Amount
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
$ 247,780
846,359
26,105
450,175
447,603
15,900
118,129
-
223,160
767,500
20,450,669
37,651
41,887,859
8,934,135
-
-
0.028
2.55
10
5
21.67
21.67
5.21
7.14
8.45
2.07
5.71
6.67
11.69
2.49
0.33
0.056
$ 247,780
846,359
26,105
450,175
447,603
15,900
118,129
-
223,160
767,500
20,450,669
37,651
41,887,859
8,934,135
-
-


Note 1
Note 1
Note 1





(Continued)

  • 62 -
Investing Company Marketable Securities Type and Name Relationship with the
Securities Issuer
Financial Statement Account At the End of the Period At the End of the Period Note
Units/Shares
(In Thousands)
Carrying
Amount
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
$ 20,805
85,766
0.15
7.85
$ 20,805
85,766

Note 1: Percentage of ownership is the percentage of capital contribution.

Note 2: For the information on investments in subsidiaries and associates, see Table 7 and Table 9 for details.

(Concluded)

  • 63 -

TABLE 4

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

MARKETABLE SECURITIES ACQUIRED OR DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE SIX MONTHS ENDED JUNE 30, 2021

(In Thousands of New Taiwan Dollars) Thousands of New Taiwan Dollars)
Company Name Type and Name of
Marketable
Securities
Financial Statement
Account
Counter-party Relationship Beginning Balance Acquisition Disposal Ending Balance
Units/Shares
(In Thousands)
Amount Units/Shares
(In Thousands)
Amount Units/Shares
(In Thousands)
Amount Carrying
Amount
Gain (Loss) on
Disposal
(Note 2)
Units/Shares
(In Thousands)
Amount
momo TPE Investments accounted
for using equity
method

Note 1
Note 1 14,793 $ 386,414 - $ - 14,793 $ 466,547 $ 410,229 $ 99,052 - $ -

Note 1: Sold on open market.

Note 2: The amounts included capital surplus derecognized and other comprehensive income transferred in.

  • 64 -

TABLE 5

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 SIX MONTHS ENDED JUNE 30, 2021

(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
TFN
TT&T
TPIA
TFNM
WTVB
momo
TFN
TKT
momo
Fubon Ins.
kbro
TWM
Fubon Ins.
YJCTV
PCTV
UCTV
kbro
FSL
TPE
Subsidiary
Subsidiary
Subsidiary
Other related party
Other related party
Ultimate parent
Other related party
Subsidiary
Subsidiary
Subsidiary
Other related party
Subsidiary
Associate
Purchase
Purchase
Sale
Purchase
Sale
Sale
Sale
Sale
Channel leasing fee
Channel leasing fee
Channel leasing fee
Sale
Purchase
Purchase
$ 1,977,119
200,968
991,539
100,993
113,362
174,183
495,405
147,452
192,553
245,314
108,309
113,506
142,806
127,694
9
1
3
-
-
4
90
94
11
15
6
22
-
-
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
-
-
-
$ (408,591 )
(98,865 )
159,769
(19,893 )
41,833
60,322
79,799
81,776
-
-
-
113,506
(65,564 )
-
Note 2
6
3
1
1
6
90
92
-
-
-
13
1
-
Note 3
Note 4

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.

Note 4: TPE has not been a related party since March 2021.

  • 65 -

TABLE 6

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

RECEIVABLES FROM RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL JUNE 30, 2021

(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
PCTV
GCTV
WTVB
momo
momo
TWM
TFC
TWM
WTVB
TWM
TWM
TCC
TFNM
TFNM
kbro
TFCB
Subsidiary
Parent
Subsidiary
Parent
Subsidiary
Parent
Ultimate parent
Parent
Parent
Parent
Other related party
Other related party
Accounts receivable
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Accounts receivable
Other receivables
Other receivables
Accounts receivable
Other receivables
Accounts receivable
Other receivables
Accounts receivable
Accounts receivable
Other receivables
$ 159,769
346,469
341,622
3,711,146
701,030
600,814
414,783
9,487,258
341,463
9,836
520,037
4,296
250,003
113,506
21,810
108,702
7.85
8.81
5.38
5.35
4.00
Note
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 155,188
-
-
1,004,702
-
-
359,946
1,530,934
-
7,596
34
3,327
-
-
67
108,702
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

Note: Not applicable due to the transaction partners and the nature of transactions.

  • 66 -

TABLE 7

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 SIX MONTHS ENDED JUNE 30, 2021

(In Thousands of New Taiwan Dollars)

Investor Investee Location Main Businesses and Products Investment Amount Investment Amount Balance at the End of the Period Balance at the End of the Period Balance at the End of the Period Net Income
(Loss) of the
Investee
Investment
Income (Loss)
Note
June 30, 2021 December 31,
2020
Shares (In
Thousands)
Percentage of
Ownership
%
Carrying
Amount
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
TWMFM
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
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 services
Property insurance agent
Cloud and information services
Type II telecommunications business
Investment
Investment
TV program provider
Wholesale and retail sales
Film production
Venture capital
Investment
Investment
Digital music services
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 services, and
entertainment
Livestreaming artists management services and
digital media production
$ 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
300
384,155
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

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

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

30

37,964

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
100
21.15
100
100
100
100
29.53
100
99.22
92.38
33.58
15
$ 17,128,266
20,708,025
2,109,966
1,882,791
280,224
8,520
51,920,530
84,596
221,218
27,963,131
98,277
54,985
181,331
6,174,939
17,129
96,762
280,572
9,780,678
277
343,692
36,561,302
7,803,254
350,710
1,645,985
616,986
3,392,383
2,026,412
1,261,399
164,917
25,350
$ 1,521,973

1,631,732

(6,513)

37,451

32,897

(667)

1,409,192

25,126

(2,005)

1,063

3,884

44,985

(4,340)

916,560

51

1,674

14,333

1,665,432

(23)

(40,003)

(97)

(81)

72,096

(27,525)

20,408

73,100

19,183

25,918

(32,693)

(2,314)
$ 1,522,534

1,631,585

(6,513)

18,811

16,347

(96)

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-
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
Note 2
Notes 2 and 5
Note 2
Note 2
Note 2
Note 2
Note 2

(Continued)

  • 67 -
Investor Investee Location Main Businesses and Products Investment Amount Investment Amount Balance at the End of the Period Balance at the End of the Period Balance at the End of the Period Net Income
(Loss) of the
Investee
Investment
Income (Loss)
Note
June 30, 2021 December 31,
2020
Shares (In
Thousands)
Percentage of
Ownership
%
Carrying
Amount
GFMT
GWMT
momo
Asian Crown (BVI)
Fortune Kingdom
Honest Development
UCTV
GCTV
Asian Crown (BVI)
Honest Development
FLI
FPI
FST
Bebe Poshe
FSL
MFS
TV Direct
TPE
Fortune Kingdom
HK Fubon Multimedia
HK Yue Numerous
Taiwan
Taiwan
British Virgin Islands
Samoa
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Thailand
Taiwan
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
Wholesale and retail sales
Logistics industry
Investment
Investment
Investment
$ 16,218
91,910
885,285
670,448
3,000
3,000
6,000
85,000
250,000
100,000
183,756
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

250,000

100,000

183,756
295,860

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

191,213
Note 6

11,594

11,594

16,600
0.76
6.83
81.99
100
100
100
100
85
100
100
21.35
Note 6
100
100
100
$ 15,579
95,249
25,713
682,922
6,292
8,568
42,838
37,253
260,027
103,923
157,168
Note 6
27,279
27,279
682,922
$ 19,183

25,918

(6,597)

14,916

(827)

839

2,113

(4,875)

13,477

3,742

(68,222)
Note 6

(6,438)

(6,438)

14,916
$ -

-

-

-

-

-

-

-

-

-

-
-

-

-

-
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 as of period end.

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 TPE in March 2021.

Note 7: For information on investment in mainland China, see Table 9 for details.

(Concluded)

  • 68 -

TABLE 8

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT TRANSACTIONS FOR THE SIX MONTHS ENDED JUNE 30, 2021

(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
Revenue or
Total Assets
Account Amount Transaction Terms
(Note 2)
0 TWM TFN
TPIA
momo
TFN
momo
TFNM
TFNM
TNH
TFN
WMT
TCC
TVC
TFN
TKT
momo
TFNM
TFN
WMT
momo
TT&T
TDS
TFN
TNH
TFN
momo
TFN
TNH
YJCTV
GCTV
TFN
TPIA
TFNM
momo
TFN
TKT
TDS
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
Notes and accounts receivable, net
Notes and accounts receivable, net
Notes and accounts receivable, net
Other receivables
Other receivables
Other receivables
Other non-current assets
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
Other payables
Other payables
Lease liabilities - current
Lease liabilities - current
Other current liabilities
Other current liabilities
Lease liabilities - non-current
Lease liabilities - non-current
Lease liabilities - non-current
Lease liabilities - non-current
Operating revenue
Operating revenue
Operating revenue
Operating revenue
Operating costs
Operating costs
Operating costs
$ 28,711
64,589
159,769
35,076
11,739
10,830
13,313
18,352
9,413,000
3,700,000
346,000
600,000
76,606
98,865
19,893
25,871
385,184
11,146
16,230
79,799
15,786
39,527
115,606
26,529
43,496
125,327
195,001
24,149
12,845
88,927
89,859
14,415
991,539
1,977,119
200,968
32,118
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5%
2%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1%
3%
-
-
(Continued)
  • 69 -
Number Company Name Counter-party Nature of
Relationship
(Note 1)
Transaction Details Transaction Details Percentage of
Consolidated
Total Operating
Revenue or
Total Assets
Account Amount Transaction Terms
(Note 2)
0 TWM momo
TFNM
TFN
TT&T
TFN
TFN
WMT
1
1
1
1
1
1
1
Operating costs
Operating costs
Operating expenses
Operating expenses
Other income and expenses, net
Finance costs
Finance costs
$ 100,993
55,052
16,901
495,405
20,843
39,373
14,616
-
-
-
-
-
-
-
-
-
-
1%
-
-
-
1 TCC TFC
TFN
1
1
Other receivables
Short-term borrowings
341,622
341,000
-
-
-
-
2 WMT WTVB 1 Other receivables 701,030 - -
3 TFN TFC
TFNM
TFC
momo
TFNM
TT&T
3
3
3
3
3
3
Notes and accounts receivable, net
Notes and accounts receivable, net
Operating revenue
Operating revenue
Operating revenue
Operating expenses
18,546
32,765
51,105
21,021
86,652
54,604
-
-
-
-
-
-
-
-
-
-
-
-
4 momo MFS
FSL
TFNM
MFS
Bebe Poshe
FSL
TFNM
1
1
3
1
1
1
3
Notes and accounts payable
Notes and accounts payable
Notes and accounts payable
Operating costs
Operating costs
Operating costs
Operating costs
16,266
65,564
22,787
60,389
26,370
142,806
22,784
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5 TFNM PCTV
YJCTV
UCTV
GCTV
MCTV
PCTV
YJCTV
GCTV
WTVB
PCTV
YJCTV
UCTV
GCTV
PCTV
YJCTV
UCTV
WTVB
1
1
1
1
1
1
1
1
3
1
1
1
1
1
1
1
3
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Short-term borrowings
Short-term borrowings
Short-term borrowings
Notes and accounts payable
Operating revenue
Operating revenue
Operating revenue
Operating revenue
Operating costs
Operating costs
Operating costs
Operating costs
56,725
39,489
29,401
23,865
17,620
520,000
20,000
250,000
42,669
265,171
209,507
108,309
95,843
18,858
16,915
11,354
42,669
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
  • 70 -

(Concluded)

  • Note 1: 1. Parent to subsidiary.

  • Subsidiary to parent.

  • Between subsidiaries.

Note 2: The terms of transaction are determined in accordance with mutual agreements or general business practices.

Note 3: All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation.

  • 71 -

TABLE 9

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

INVESTMENTS IN MAINLAND CHINA FOR THE SIX MONTHS ENDED JUNE 30, 2021

(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 at
the Beginning of
the Period
Accumulated
Outflow of
Investment
from Taiwan at
the Beginning of
the Period
Investment Flows Investment Flows Accumulated
Outflow of
Investment
from Taiwan at
the End of the
Period
Net Income
(Loss) of
Investee
%
Ownership
through Direct
or Indirect
Investment
Investment
Income (Loss)
Carrying
Value at the
End of the
Period
Accumulated
Inward
Remittance of
Earnings at the
End of the
Period
Note

Outflow
Inflow
TWMC
FGE
Haobo
GHS
Data communication
application development
Wholesaling
Investment
Wholesaling
$ 83,685
(USD
3,000)
334,643
(RMB 77,500)
47,498
(RMB 11,000)
215,899
(RMB 50,000)
b
b
b
b
$ 135,902
(USD
4,872)
775,983
(USD 14,000)
(RMB 89,267)
-
-
$ -
-

-

-
$ -

-

-

-
$ 135,902
(USD
4,872)

775,983
(USD 14,000)
(RMB 89,267)

-

-
$ 729
(6,595)

15,131

48,696
100
76.7
100
20
$ 729
(5,059)
15,131
15,424
$ 79,757

16,074

655,213

611,108
$ -

-

-

-
Company Accumulated Investment in
Mainland China at the End of
the Period
Investment Amounts
Authorized by Investment
Commission, MOEA
Upper Limit on Investment
Authorized by Investment
Commission, MOEA
(Note 2)
TWM and subsidiaries $1,517,446
(US$18,872, RMB89,267 and
HK$168,539)
$1,517,446
(US$18,872, RMB89,267 and
HK$168,539)
$39,779,295

Note 1: The investment types are as follows:

a. Direct investment in mainland China.

b. Indirect investments in mainland China through subsidiaries, invested by TCC and momo, in third regions.

c. Others.

Note 2: The upper limit on investment in mainland China is calculated by 60% of the consolidated net worth.

  • 72 -

TABLE 10

TAIWAN MOBILE CO., LTD

INFORMATION OF MAJOR STOCKHOLDERS JUNE 30, 2021

(In Number of Shares)

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
282,071,000
210,300,900
200,496,761
184,736,452
11.69
8.03
5.99
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.

  • 73 -