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UPC Audit Report / Information 2018

Nov 9, 2018

51771_rns_2018-11-09_537c05a4-d459-4b1a-ba04-f13e31cc45fd.pdf

Audit Report / Information

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UPC Technology Corp. and Subsidiaries

Consolidated Financial Statements for the Years Ended December 31, 2018 and 2017 and Independent Auditors’ Report

DECLARATION OF CONSOLIDATION OF FINANCIAL STATEMENTS OF AFFILIATES

The entities that are required to be included in the combined financial statements of UPC Technology Crop. as of and for the year ended December 31, 2018, under the Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises are the same as those included in the consolidated financial statements prepared in conformity with the International Financial Reporting Standard 10, “Consolidated Financial Statements.” In addition, the information required to be disclosed in the combined financial statements is included in the consolidated financial statements. Consequently, UPC Technology Crop. and subsidiaries do not prepare a separate set of combined financial statements.

Very truly yours,

UPC TECHNOLOGY CORP.

By

MIAU, MATTHEW FENG CHIANG Chairman

March 22, 2019

  • 1 -

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Stockholders UPC Technology Corp.

Opinion

We have audited the accompanying consolidated financial statements of UPC Technology Corp. and its subsidiaries (collectively referred to as the “Group”), which comprise the consolidated balance sheets as of December 31, 2018 and 2017, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies (collectively referred to as the “consolidated financial statements”).

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2018 and 2017, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission (FSC) of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2018. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

  • 2 -

Key audit matters for the consolidated financial statements for the year ended December 31, 2018 are stated as follows:

Assessments of Inventory Write-downs

The inventory write-downs are subject to the management’s estimation and judgment, and the actual results may significantly affect the amount of the profit and loss, so the assessments of inventory write-downs is deemed to be a key audit matter. Our key audit procedures performed in respect of the abovementioned assessments of inventory write-downs included understanding the accounting policies used in the evaluation of inventories and testing the calculation method of inventory costs. We also attended the annual inventory count, observed the list of slow moving inventories, and assessed the appropriateness of the net realizable value of inventory to market as estimated by the management. Refer to Note 14 of the consolidated financial statements for details on the assessments of inventory write-downs.

Recognition of Deferred Tax Assets

The recognition of deferred tax assets are subject to the management’s estimation and judgment, and the actual results may significantly affect the amount of the profit and loss, so the recognition of deferred tax assets is deemed to be a key audit matter. Our key audit procedures performed in respect of the above mentioned the recognition of deferred tax assets included performing our own calculation to verify the accuracy of the calculation of deferred tax assets. We also tried to understand if the group has enough future profitability to realize deferred tax assets. Refer to Note 29 of the consolidated financial statements for details on the evaluation of the recognition of deferred tax assets.

Others

We have audited and expressed an unqualified opinion on the separate financial statements of UPC Technology Corp. as of and for the years ended December 31, 2018 and 2017.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRS, IAS, IFRIC and SIC endorsed and issued into effect by the FSC of the Republic of China and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including the audit committee, are responsible for overseeing the Group’s financial reporting process.

  • 3 -

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

As part of an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  4. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.

  5. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  6. Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision, and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with statements that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

  • 4 -

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2018 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Wen-Chi Kuo and Zhen-Ming Li.

Deloitte & Touche Taipei, Taiwan Republic of China March 22, 2019

Notice to Readers

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

For the convenience of readers, the independent auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.

  • 5 -

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017 (In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Note 6)

Financial assets at fair value through profit or loss (Note 7)
Financial assets at fair value through other comprehensive income (Notes 8 and 37)
Available-for-sale financial assets (Notes 10 and 37)
Financial assets at amortized cost (Note 9)
Debt investments with no active market (Notes 12 and 37)
Notes receivable (Note 13)
Trade receivables (Note 13)
Other receivables (Note 13)
Other receivables from related parties (Note 36)
Current tax assets (Note 29)
Inventories (Note 14)
Prepayments for leases (Notes 18 and 37)
Other current assets (Note 19)

Total current assets

NON-CURRENT ASSETS
Financial assets at fair value through other comprehensive income (Note 8)
Available-for-sale financial assets (Note 10)
Financial assets measured at cost (Note 11)
Investments accounted for using the equity method (Note 16)
Property, plant and equipment (Notes 17 and 37)

Computer software
Deferred income tax assets (Note 29)
Long-term prepayments for leases (Notes 18 and 37)
Other non-current assets (Notes 19 and 36)

Total non-current assets

TOTAL

LIABILITIES AND EQUITY

CURRENT LIABILITIES
Short-term borrowings (Note 20)

Short-term bills payable (Note 20)
Financial liabilities at fair value through profit or loss (Note 7)
Notes payable (Note 22)
Trade payables (Notes 22 and 36)
Other payables (Note 23)
Current tax liabilities (Note 29)
Provisions (Note 24)
Current portion of long-term borrowings (Notes 20 and 37)
Other current liabilities (Note 23)

Total current liabilities

NON-CURRENT LIABILITIES
Bonds payable (Note 21)
Long-term borrowings (Notes 20 and 37)
Provisions (Note 24)
Deferred tax liabilities (Note 29)
Long-term deferred revenue (Note 32)
Net defined benefit liabilities (Note 25)
Guarantee deposits received (Note 36)

Total non-current liabilities

Total liabilities

EQUITY (Note 26)
Ordinary shares

Capital surplus

Retained earnings
Legal reserve
Special reserve
Unappropriated earnings

Total retained earnings

Other equity

Treasury shares

Total equity

TOTAL
2018
Amount
%
$ 4,892,316
11
47,431
-
652,410
1
-
-
47,309
-
-
-
344,302
1
3,717,142
8
160,758
-
2,143
-
97,305
-
8,482,626
19
36,263
-

2,182,764

5

20,662,769
45

5,443,979
12
-
-
-
-
28,350
-
17,072,617
37
7,364
-
421,829
1
1,533,456
4

599,485

1

25,107,080
55

$ 45,769,849
100

$ 4,295,128
10
-
-
-
-
1,286,845
3
1,786,163
4
1,526,838
3
81,672
-
129,518
-
870,711
2

552,136

1

10,529,011
23

5,977,858
13
8,842,993
19
4,853
-
220,476
1
215,860
1
190,422
-

14,313

-

15,466,775
34

25,995,786
57

12,939,216
28


1,301,779

3

2,263,793
5
341,773
1

2,585,164

5


5,190,730
11


533,639

1


(191,301)

-

19,774,063
43

$ 45,769,849
100
2017












































































Amount
%
$ 6,471,303
15

-
-

-
-

927,511
2

-
-

13,663
-

334,141
1

3,168,702
7

98,710
-

2,091
-

35,856
-

7,601,388
17

36,867
-

1,911,506

4
20,601,738
46

-
-

5,811,708
13

426,348
1

30,179
-
15,459,853
34

7,448
-

301,522
1

1,593,083
3

778,100

2
24,408,241
54
$ 45,009,979
100
$ 7,234,070
16

2,099,184
5

18,729
-

321,448
1

2,466,741
6

1,541,214
3

115,468
-

131,090
-

803,520
2

343,783

1
15,075,247
34

-
-

8,058,563
18

3,630
-

182,638
-

233,005
1

187,173
-

5,817

-

8,670,826
19
23,746,073
53
11,995,571
27

1,147,117

3

2,029,552
4

341,773
1

3,667,231

8

6,038,556
13

2,400,287

5

(317,625)

(1)
21,263,906
47
$ 45,009,979
100

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

  • 6 -

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017 (In Thousands of New Taiwan Dollars, Except Loss Per Share)

OPERATING REVENUE (Note 27)
Sales

Other operating revenue

Total operating revenue

OPERATING COSTS (Note 28)
Cost of goods sold (Notes 14 and 36)
Other operating cost

Total operating costs

GROSS PROFIT

OPERATING EXPENSES (Notes 28 and 36)
Selling and marketing expenses
General and administrative expenses
Reversal of expected credit loss

Total operating expenses

PROFIT FROM OPERATIONS

NON-OPERATING INCOME AND EXPENSES
Share of profit or loss of associates accounted for
using the equity method (Note 16)
Other income (Notes 28 and 36)
Other gains and losses (Note 28)
Finance costs (Note 28)

Total non-operating income and expenses

PROFIT BEFORE INCOME TAX
INCOME TAX EXPENSE (Note 29)

NET PROFIT
2018
Amount
%
$ 61,145,232 100

113,266

-


61,258,498
100

58,063,959 95

89,674

-


58,153,633
95


3,104,865

5

1,019,998
2
1,006,917
2

(336)

-


2,026,579

4


1,078,286

1

(613)
-
691,091
1
(381,454)
-

(438,431)
(1)


(129,407)

-

948,879
1

(195,269)

-


753,610

1
2017































Amount
%
$ 50,545,326 100

54,799

-

50,600,125
100

46,694,609 92

45,165

-

46,739,774
92

3,860,351

8

929,059
2

936,380
2

-

-

1,865,439

4

1,994,912

4

(620)
-

762,005
2

547,757
1

(369,774)
(1)

939,368

2

2,934,280
6

(591,867)
(1)

2,342,413

5

(Continued)

  • 7 -

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017 (In Thousands of New Taiwan Dollars, Except Loss Per Share)

OTHER COMPREHENSIVE (LOSS) INCOME
(Note 26)
Items that will not be reclassified subsequently to
profit or loss:
Remeasurement of defined benefit plans

Unrealized loss on investments in equity
instruments at fair value through other
comprehensive income
Share of the other comprehensive loss of
associates accounted for using the equity
method (Note 16)
Income tax relating to items that will not be
reclassified subsequently to profit or loss
(Note 29)


Items that may be reclassified subsequently to profit
or loss:
Exchange differences on translating the financial
statements of foreign operations
Unrealized gain on available-for-sale financial
assets
Share of the other comprehensive income of
associates accounted for using the equity
method (Note 16)
Income tax relating to items that may be
reclassified subsequently to profit or loss
(Note 29)


Other comprehensivelossincome for the year,
net of income tax

TOTAL COMPREHENSIVE (LOSS) INCOME FOR
THE YEAR

EARNINGS PER SHARE (Note 30)
Basic
Diluted
2018
Amount
%
$ 1,877
-
(1,221,548) (2)
(2,173)
-

2,750

-


(1,219,094)
(2)

(269,503)
-
-
-
-
-

(7,220)

-


(276,723)

-


(1,495,817)
(2)

$ (742,207)
(1)

$ 0.59
$ 0.59
2017

















Amount
%
$ (5,724)
-

-
-

-
-

970

-

(4,754)

-

(551,852) (1)

1,635,207
3

790
-

27,940

-

1,112,085

2

1,107,331

2
$ 3,449,744

7
$ 1.87
$ 1.86



$ $


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

(Concluded)

  • 8 -

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017 (In Thousands of New Taiwan Dollars)

BALANCE AT JANUARY 1, 2017

Appropriation of 2016 earnings
Legal reserve
Share dividends distributed by the Company
Cash dividends distributed by the Company
Net profit in 2017
Other comprehensive income (loss) in 2017, net of income tax

Total comprehensive income (loss) in 2017

Treasury shares transferred to employees

BALANCE AT DECEMBER 31, 2017

Effect of retrospective application and retrospective restatement

BALANCE AT JANUARY 1, 2018 AS RESTATED

Appropriation of 2017 earnings
Legal reserve
Share dividends distributed by the Company
Cash dividends distributed by the Company
Net profit in 2018
Other comprehensive income (loss) in 2018, net of income tax

Total comprehensive income (loss) in 2018

Treasury shares transferred to employees

BALANCE AT DECEMBER 31, 2018
Ordinary
Shares
Capital Surplus
$ 11,712,366
$ 1,111,644

-
-
283,205
-
-
-
-
-

-

-


-

-


-

35,473

11,995,571
1,147,117

-

-

11,995,571
1,147,117
-
-
943,645
-
-
-
-
-

-

-


-

-


-

154,662

$ 12,939,216
$ 1,301,779
Retained Earnings Total
$ 4,663,794


-

(283,205)

(679,692)
2,342,413

(4,754)


2,337,659


-

6,038,556

517,140

6,555,696

-

(943,645)
(1,179,558)
753,610

4,627


758,237


-

$ 5,190,730
Other Equity Total
$ 1,288,202

-
-
-
-

1,112,085


1,112,085


-

2,400,287

(366,204)

2,034,083
-
-
-
-
(1,500,444)

(1,500,444)


-

$ 533,639
Treasury
Shares
$ (367,552)
-
-
-
-

-


-


49,927

(317,625)

-

(317,625)
-
-
-

-

-


-


126,324

$ (191,301)
Total Equity
$ 18,408,454
-
-
(679,692)
2,342,413

1,107,331

3,449,744

85,400
21,263,906

150,936
21,414,842
-
-
(1,179,558)
753,610
(1,495,817)

(742,207)

280,986
$ 19,774,063
Exchange
Differences on
Translating
Unrealized
Gains (Losses)
on
Available-for-
Unrealized
Gain (Loss) on
Financial Assets
at Fair Value
Through Other
Foreign
sale Financial Comprehensive
Operations
Assets
Income
$ 582,195
$ 706,007
$ -

-
-
-

-
-
-

-
-
-
-
-
-

(523,912)

1,635,997

-


(523,912)

1,635,997

-


-

-

-

58,283
2,342,004
-

-
(2,342,004)

1,975,800

58,283
-
1,975,800
-
-
-

-
-
-

-
-
-
-
-
-

(276,723)

-
(1,223,721)


(276,723)

-
(1,223,721)


-

-

-

$ (218,440)
$ -
$ 752,079
Unappropriated
Legal Reserve Special Reserve
Earnings
$ 1,920,671
$ 341,773
$ 2,401,350

108,881
-
(108,881)
-
-
(283,205)
-
-
(679,692)
-
-
2,342,413

-

-

(4,754)


-

-

2,337,659


-

-

-

2,029,552
341,773
3,667,231

-

-

517,140

2,029,552
341,773
4,184,371
234,241
-
(234,241)
-
-
(943,645)
-
-
(1,179,558)
-
-
753,610

-

-

4,627


-

-

758,237


-

-

-

$ 2,263,793
$ 341,773
$ 2,585,164

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

  • 9 -

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax

Adjustments for:
Reversal of expected credit loss on trade receivables
Impairment loss recognized on trade receivables
Depreciation expenses
Amortization expenses
Finance costs
Interest income
Dividend income
Compensation costs of treasury shares transferred to employees
Loss on disposal of property, plant and equipment
Net (gain) loss on fair value changes of financial assets as at fair
value through profit or loss
Share of profit or loss of associates accounted for using the equity
method
Gain on disposal of investments
Long-term deferred revenue transferred to other income (Note 32)
Inventory write-downs (reversal of write-downs)
Changes in operating assets and liabilities:
Financial assets at fair value through profit or loss
Notes receivable
Trade receivables
Other receivables
Other receivables from related parties
Inventories

Other current assets
Notes payable
Trade payables
Other payables
Provisions
Long-term deferred revenue
Other current liabilities
Net defined benefit liabilities

Cash generated from operations
Interest received
Income tax paid

Net cash generated from operating activities
2018
$ 948,879

(336)
-
1,456,325
306,651
438,431
(95,523)
(318,144)
149,860
8,859
(19,118)
613
-
(13,342)
180,072
(30,000)
(10,064)
(548,419)
(60,242)
(52)
(1,499,937)
(271,258)
965,397
(680,578)
(138,367)
(349)
-
129,065
5,126

903,549
93,717
(363,013)

634,253
2017
$ 2,934,280

-
12,087
1,121,602
148,744
369,774

(107,974)

(368,591)
32,345
15,390

50,451
620
(458,148)

-
(20,120)

-

(125,267)

(205,095)

(27,014)

334
(2,312,060)

(869,138)
127,478

526,963

374,495

(14,249)
97,034
16,026

4,290
1,324,257
107,057

(156,423)

1,274,891
(Continued)
  • 10 -

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of financial assets at fair value through the other
comprehensive income

Proceeds from capital reduction of financial assets at fair value through
the other comprehensive income
Purchase of financial assets at amortized cost
Proceeds from sale of financial assets at amortized cost
Purchase of available-for-sale financial assets
Proceeds from sale of available-for-sale financial assets
Purchase debt investments with no active market
Proceeds from sale of debt investment with no active market
Proceeds from sale of financial assets measured at cost
Purchase for property, plant and equipment

Proceeds from disposal of property, plant and equipment
Increase in refundable deposits
Decrease in refundable deposits
Payments for computer software
Increase in other non-current assets
Increase in prepayments for leases
Dividends received

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of bonds payable
Proceeds from short-term bills payable
Repayments of short-term bills payable

Proceeds from short-term borrowings

Repayments of short-term borrowings

Proceeds from long-term borrowings

Repayments of long-term borrowings

Increase in guarantee deposits received
Decrease in guarantee deposits received
Cash dividends paid

Proceeds from treasury shares transferred to employees
Interest paid

Net cash generated from financing activities

EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE
OF CASH AND CASH EQUIVALENTS HELD IN FOREIGN
CURRENCIES
2018
$ (58,937)
40,790
(139,401)
104,877
-
-
-
-
-
(2,578,758)
14,695
(14,527)
9,621
(3,777)
(345,963)
(2,953)
318,144

(2,656,189)

5,977,858
-
(2,099,184)
27,288,634

(30,174,706)
19,929,600

(19,110,737)
8,558
(62)
(1,179,558)
210,414
(426,757)

424,060

18,889
2017
$ -
-

-
-
(7,295)
595,983
(14,645)
55,292
34,867
(3,425,309)
4,478

(3,206)
5,371

(6,628)

(381,780)

-

368,591
(2,774,281)
-
1,399,384

-
17,520,349
(14,070,138)
10,774,564
(10,981,471)
652

(603)

(679,692)
53,055

(361,184)

3,654,916

(288,363)
(Continued)
  • 11 -

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017 (In Thousands of New Taiwan Dollars)

2018
NET (DECREASE) INCREASE IN CASH AND CASH
EQUIVALENTS
$ (1,578,987)
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
YEAR

6,471,303

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR
$ 4,892,316

The accompanying notes are an integral part of the consolidated financial statements.
2017
$ 1,867,163

4,604,140
$ 6,471,303
(Concluded)
  • 12 -

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017 (In Thousands of New Taiwan Dollars, Except As Stated Otherwise)

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

1. GENERAL

UPC Technology Corp. (the “Company”), incorporated in August 1976, mainly manufactures and sells petrochemical products such as Phthalic Anhydride (PA) and Plasticizer (DEHP). The Company’s shares have been listed on the Taiwan Stock Exchange since March 1989.

The consolidated financial statements are presented in the Company’s functional currency, New Taiwan dollars.

2. APPROVAL OF FINANCIAL STATEMENTS

The consolidated financial statements were approved by the board of directors on March 22, 2019.

3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS

  • a. Initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC) and Interpretations of IAS (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the FSC

Except for the following, the initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRSs endorsed and issued into effect by the FSC would not have any material impact on the Group’s accounting policies:

IFRS 9 “Financial Instruments” and related amendments

IFRS 9 supersedes IAS 39 “Financial Instruments: Recognition and Measurement”, with consequential amendments to IFRS 7 “Financial Instruments: Disclosures” and other standards. IFRS 9 sets out the requirements for classification, measurement and impairment of financial assets and hedge accounting. Refer to Note 4 for information relating to the relevant accounting policies.

Classification, measurement and impairment of financial assets

On the basis of the facts and circumstances that existed as of January 1, 2018, the Group has performed an assessment of the classification of recognized financial assets and has elected not to restate prior reporting periods.

  • 13 -

The following table shows the original measurement categories and carrying amount under IAS 39 and the new measurement categories and carrying amount under IFRS 9 for each class of the Group’s financial assets as of January 1, 2018.

Financial Assets
Cash and cash equivalents

Equity securities

Equity securities

Mutual funds

Time deposits with original
maturities of more than 3
months

Notes receivable, trade
receivables and other
receivables

Refundable deposits

Financial Assets
FVTPL

Add: Reclassification from
available-for-sale (IAS 39)
Required reclassification

FVTOCI
Equity instruments
Add: Reclassification from
available-for-sale (IAS 39)

Amortized cost
Add: Reclassification from loans and
receivables (IAS 39)

MeasurementCategory
Carrying Amount
IAS 39
IFRS 9
IAS 39
IFRS 9
Remark
Loans and receivables
Amortized cost
$ 6,471,303 $ 6,471,303
Available‑for‑sale
Fair value through other
comprehensive income
(i.e. FVTOCI) - equity
instruments
6,721,932
6,721,932
1)
Financial assets measured
at cost
FVTOCI - equity
instruments
426,348
577,284
1)
Available‑for‑sale
Mandatorily classified as at
fair value through profit
or loss (FVTPL)
17,287
17,287
2)
Loans and receivables
Amortized cost
13,663
13,663
3)
Loans and receivables
Amortized cost
3,603,644
3,603,644
4)
Loans and receivables
Amortized cost
22,284
22,284
IAS 39 Carrying
Amount as of
January 1, 2018
Reclassifications
Premeasurements’
IFRS 9 Carrying
Amount as of
January 1, 2018
Retained Earnings
Effect on
January 1, 2018
Other Equity
Effect on
January 1, 2018
$ -

$ 17,287
$ -
$ 17,287
$ 79
$ (79)
-


7,148,280

150,936

7,299,216

517,061

(366,125)

-

10,110,894

-

10,110,894

-

-
$ -
$ 17,276,461
$ 150,936
$ 17,427,397
$ 517,410
$ (366,204)
  • 1) The Group elected to designate all its investments in equity securities previously classified as available-for-sale under IAS 39 as at FVTOCI under IFRS 9, because these investments are not held for trading. As a result, the related other equity - unrealized gain (loss) on available-for-sale financial assets of $2,342,004 thousand was reclassified to other equity - unrealized gain (loss) on financial assets at FVTOCI.

Investments in unlisted shares previously measured at cost under IAS 39 have been designated as at FVTOCI under IFRS 9 and were premeasured at fair value. Consequently, an increase of $150,936 thousand was recognized in both financial assets at FVTOCI and other equity - unrealized gain (loss) on financial assets at FVTOCI on January 1, 2018.

The Group recognized under IAS 39 impairment loss on certain investments in equity securities previously classified as available-for-sale and measured at cost and the loss was accumulated in retained earnings. Since those investments were designated as at FVTOCI under IFRS 9 and no impairment assessment is required, an adjustment was made that resulted in a decrease of $517,061 thousand in other equity - unrealized gain (loss) on financial assets at FVTOCI and an increase of $517,061 thousand in retained earnings on January 1, 2018.

  • 14 -

  • 2) Mutual funds previously classified as available-for-sale under IAS 39 were classified mandatorily as at FVTPL under IFRS 9, because the contractual cash flows are not solely payments of principal and interest on the principal outstanding and they are not equity instruments. The retrospective adjustment resulted in a decrease of $79 thousand in other equity - unrealized gain (loss) on available-for-sale financial assets and an increase of $79 thousand in retained earnings on January 1, 2018.

  • 3) Debt investments previously classified as debt investments with no active market and measured at amortized cost were classified as at amortized cost under IFRS 9, because the contractual cash flows were solely payments of principal and interest on the principal outstanding and these investments were held within a business model whose objective is to collect contractual cash flows.

  • 4) Notes receivable, trade receivables and other receivables that were previously classified as loans and receivables under IAS 39 were classified as at amortized cost with an assessment of expected credit losses under IFRS 9.

  • b. The IFRSs endorsed by the FSC for application starting from 2019

New, Amended or Revised Standards and Interpretations
(the“New IFRSs”)
Annual Improvements to IFRSs 2015-2017 Cycle

Amendments to IFRS 9 “Prepayment Features with Negative
Compensation”

IFRS 16 “Leases”

Amendments to IAS 19 “Plan Amendment, Curtailment or
Settlement”

Amendments to IAS 28 “Long-term Interests in Associates and Joint
Ventures”

IFRIC 23 “Uncertainty over Income Tax Treatments”
Effective Date
Announced by IASB (Note 1)
January 1, 2019
January 1, 2019 (Note 2)
January 1, 2019
January 1, 2019 (Note 3)
January 1, 2019
January 1, 2019
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

  • Note 2: The FSC permits the election for early adoption of the amendments starting from 2018.

  • Note 3: The Group shall apply these amendments to plan amendments, curtailments or settlements occurring on or after January 1, 2019.

  • 1) IFRS 16 “Leases”

IFRS 16 sets out the accounting standards for leases that will supersede IAS 17 and a number of related interpretations.

Definition of a lease

Upon initial application of IFRS 16, the Group will elect to apply the guidance of IFRS 16 in determining whether contracts are, or contain, a lease only to contracts entered into (or changed) on or after January 1, 2019. Contracts identified as containing a lease under IAS 17 and IFRIC 4 will not be reassessed and will be accounted for in accordance with the transitional provisions under IFRS 16.

  • 15 -

The Group as lessee

Upon initial application of IFRS 16, the Group will recognize right-of-use assets and lease liabilities for all leases on the consolidated balance sheets except for those whose payments under low-value asset and short-term leases will be recognized as expenses on a straight-line basis. On the consolidated statements of comprehensive income, the Group will present the depreciation expense charged on right-of-use assets separately from the interest expense accrued on lease liabilities; interest is computed using the effective interest method. On the consolidated statements of cash flows, cash payments for both the principal portion and the interest portion of lease liabilities are classified within financing activities. Currently, payments under operating lease contracts, are recognized as expenses on a straight-line basis. Prepaid lease payments for land use rights of land located in China and Malaysia are recognized as prepayments for leases. Cash flows for operating leases are classified within operating activities on the consolidated statements of cash flows. Leased assets and finance lease payables are recognized for contracts classified as finance leases.

The Group anticipates applying IFRS 16 retrospectively with the cumulative effect of the initial application of this standard recognized on January 1, 2019. Comparative information will not be restated.

Lease liabilities will be recognized on January 1, 2019 for leases currently classified as operating leases with the application of IAS 17. Lease liabilities will be measured at the present value of the remaining lease payments, discounted using the lessee’s incremental borrowing rate on January 1, 2019. Right-of-use assets will be measured at an amount equal to the lease liabilities, adjusted by the amount of any prepaid or accrued lease payments. Except for the following practical expedients which are to be applied, the Group will apply IAS 36 to all right-of-use assets.

The Group expects to apply the following practical expedients:

  • a) The Group will apply a single discount rate to a portfolio of leases with reasonably similar characteristics to measure lease liabilities.

  • b) The Group will adjust the right-of-use assets on January 1, 2019 by the amount of any provisions for onerous leases recognized as of December 31, 2018.

  • c) The Group will account for those leases for which the lease term ends on or before December 31, 2019 as short-term leases.

  • d) The Group will exclude initial direct costs from the measurement of right-of-use assets on January 1, 2019.

  • e) The Group will use hindsight, such as in determining lease terms, to measure lease liabilities.

For leases currently classified as finance leases under IAS 17, the carrying amounts of right-of-use assets and lease liabilities on January 1, 2019 will be determined as at the carrying amounts of the respective leased assets and finance lease payables as of December 31, 2018.

The Group as lessor

The Group will not make any adjustments for leases in which it is a lessor and will account for those leases with the application of IFRS 16 starting from January 1, 2019.

  • 16 -

Anticipated impact on assets, liabilities and equity on January 1, 2019

Carrying Adjustments Adjustments Adjusted
Amount as of Arising from Carrying
December 31, Initial Amount as of
2018 Application January 1, 2019
Prepayments for leases - current $
36,263
$
(36,263)
$
-
Prepayments for leases - non-current 1,533,456
(1,533,456) -
Right-of-use assets -
1,648,099 1,648,099
Total effect on assets
$

-
$
78,380
$ 1,648,099
Lease liabilities - current
$

-
$
18,072
$
18,072
Lease liabilities - non-current 60,308 60,308
Total effect on liabilities
$

-
$
78,380
$
78,380
Retained earnings
$

-
$
-
$
-
Total effect on equity
$

-
$
-
$
-

2) IFRIC 23 “Uncertainty over Income Tax Treatments”

IFRIC 23 clarifies that when there is uncertainty over income tax treatments, the Group should assume that the taxation authority will have full knowledge of all related information when making related examinations. If the Group concludes that it is probable that the taxation authority will accept an uncertain tax treatment, the Group should determine the taxable profit, tax bases, unused tax losses, unused tax credits or tax rates consistently with the tax treatments used or planned to be used in its income tax filings. If it is not probable that the taxation authority will accept an uncertain tax treatment, the Group should make estimates using either the most likely amount or the expected value of the tax treatment, depending on which method the Group expects to better predict the resolution of the uncertainty. The Group has to reassess its judgments and estimates if facts and circumstances change.

3) Annual Improvements to IFRSs 2015-2017 Cycle

Several standards, including IFRS 3, IFRS 11, IAS 12 and IAS 23 “Borrowing Costs”, were amended in this annual improvement. IAS 23 was amended to clarify that, if any specific borrowing remains outstanding after the related asset is ready for its intended use or sale, the related borrowing costs shall be included in the calculation of the capitalization rate on general borrowings.

4) Amendments to IAS 19 “Plan Amendment, Curtailment or Settlement”

The amendments stipulate that, if a plan amendment, curtailment or settlement occurs, the current service cost and the net interest for the remainder of the annual reporting period are determined using the actuarial assumptions used for the premeasurements of the net defined benefit liabilities (assets). In addition, the amendments clarify the effect of a plan amendment, curtailment or settlement on the requirements regarding the asset ceiling. The Group will apply the above amendments prospectively.

  • 17 -

Except for the above impacts, as of the date the consolidated financial statements were authorized for issue, the Group continues assessing other possible impacts that the application of the aforementioned amendments and the related amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers will have on the Group’s financial position and financial performance and will disclose these other impacts when the assessment is completed.

  • c. The IFRSs issued by IASB but not yet endorsed and issued into effect by the FSC
New IFRSs
Amendments to IFRS 3 “Definition of a Business”

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 IAS 1 and IAS 8 “Definition of Material”
Effective Date
Announced by IASB (Note 1)
January 1, 2020 (Note 2)
To be determined by IASB
January 1, 2021
January 1, 2020 (Note 3)
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual periods beginning on or after their respective effective dates.

  • Note 2: The Group shall apply these amendments to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after January 1, 2020 and to asset acquisitions that occur on or after the beginning of that period.

  • Note 3: The Group shall apply these amendments prospectively for annual reporting periods beginning on or after January 1, 2020.

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

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  • a. Statement of compliance

The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs as endorsed and issued into effect by the FSC.

  • b. Basis of preparation

The consolidated financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value and net defined benefit liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets.

The fair value measurements are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:

  • 1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;

  • 2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for an asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

  • 18 -

  • 3) Level 3 inputs are unobservable inputs for an asset or liability.

  • c. Classification of current and non-current assets and liabilities

Current assets include:

  • 1) Assets held primarily for the purpose of trading;

  • 2) Assets expected to be realized within 12 months after the reporting period; and

  • 3) Cash and cash equivalents.

Current liabilities include:

  • 1) Liabilities held primarily for the purpose of trading;

  • 2) Liabilities due to be settled within 12 months after the reporting period; and

  • 3) Liabilities for which the Group does not have an unconditional right to defer settlement for at least 12 months after the reporting period.

Assets and liabilities that are not classified as current are classified as non-current.

  • d. Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company (i.e. its subsidiaries).

Income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statement of profit or loss and other comprehensive income from the effective dates of acquisitions and up to the effective dates of disposals, as appropriate. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Company. All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation. Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

Changes in the Group’s ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the interests of the Group and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the Company.

Refer to Note 15, Attachment 10 and 11 for detailed information on subsidiaries (including percentages of ownership and main businesses).

  • e. Foreign currencies

In preparing the financial statements of each individual consolidated entity, transactions in currencies other than the entity’s functional currency (foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.

At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange differences on monetary item arising from settlement or translation are recognized in profit or loss in the period in which they arise.

  • 19 -

Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Exchange differences arising on the retranslation of non-monetary items are included in profit or loss for the year except for exchange differences arising from the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which case, the exchange differences are also recognized directly in other comprehensive income.

Non-monetary items that are measured at historical cost in foreign currencies are not translated.

For the purpose of presenting consolidated financial statements, the functional currencies of the Company and the group entities (including subsidiaries and associates in other countries that use currencies which are different from the currency of the Company) are translated into the presentation currency, the New Taiwan dollar as follows: Assets and liabilities are translated at the exchange rates prevailing at the end of reporting period; income and expense items are translated at the average exchange rates for the period. The resulting currency translation differences are recognized in other comprehensive income attributed to the owners of the Company and non-controlling interests as appropriate.

  • f. Cash equivalents include time deposits with original maturities within 3 months from the date of acquisition, which are highly liquid, readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments.

g. Inventories

Inventories consist of raw materials, supplies, finished goods, semi-finished goods work in progress and land held for construction site. Merchandise inventories, are stated at the lower of cost or net realizable value. Inventory write-downs are made by item, except where it may be appropriate to group similar or related items. The net realizable value is the estimated selling price of inventories less all estimated costs of completion and costs necessary to make the sale. Inventories are recorded at the weighted-average cost on the balance sheet date.

h. Investments in associates

An associate is an entity over which the Group has significant influence and which is neither a subsidiary nor an interest in a joint venture. A joint venture is a joint arrangement whereby the Group and other parties that have joint control of the arrangement have rights to the net assets of the arrangement.

The Group uses the equity method to account for its investments in associates. Under the equity method, investments in an associate are initially recognized at cost and adjusted thereafter to recognize the Group’s share of the profit or loss and other comprehensive income of the associate. The Group also recognizes the changes in the share of the equity of associates.

When the Group subscribes for additional new shares of an associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Group’s proportionate interest in the associate. The Group records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus - changes in capital surplus from investments in associates and joint ventures accounted for using the equity method. If the Group’s ownership interest is reduced due to its additional subscription of the new shares of the associate, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate is reclassified to profit or loss on the same basis as would be required had the investee directly disposed of the related assets or liabilities. When the adjustment should be debited to capital surplus, but the capital surplus recognized from investments accounted for using the equity method is insufficient, the shortage is debited to retained earnings.

  • 20 -

When the Group’s share of losses of an associate equals or exceeds its interest in that associate (which includes any carrying amount of the investment accounted for using the equity method and long-term interests that, in substance, form part of the Group’s net investment in the associate), the Group discontinues recognizing its share of further losses. Additional losses and liabilities are recognized only to the extent that the Group has incurred legal obligations, or constructive obligations, or made payments on behalf of that associate.

The entire carrying amount of an investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount with its carrying amount. Any impairment loss recognized is not allocated to any asset, including goodwill, that forms part of the carrying amount of the investment. Any reversal of that impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases.

The Group discontinues the use of the equity method from the date on which its investment ceases to be an associate. Any retained investment is measured at fair value at that date, and the fair value is regarded as the investment’s fair value on initial recognition as a financial asset. The difference between the previous carrying amount of the associate attributable to the retained interest and its fair value is included in the determination of the gain or loss on disposal of the associate. The Group accounts for all amounts previously recognized in other comprehensive income in relation to that associate on the same basis as would be required had that associate directly disposed of the related assets or liabilities. If an investment in an associate becomes an investment in a joint venture or an investment in a joint venture becomes an investment in an associate, the Group continues to apply the equity method and does not premeasured the retained interest.

When a group entity transacts with its associate, profits and losses resulting from the transactions with the associate are recognized in the Group’ consolidated financial statements only to the extent that interests in the associate are not related to the Group.

i. Property, plant and equipment

Property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment loss.

Property, plant and equipment in the course of construction are measured at cost less any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Such assets are depreciated and classified to the appropriate categories of property, plant and equipment when completed and ready for their intended use.

Freehold land is not depreciated.

Depreciation of property, plant and equipment is recognized using the straight-line method. Each significant part is depreciated separately. The estimated useful life, residual values and depreciation methods are reviewed at the end of each reporting period, with the effects of any changes in the estimates accounted for on a prospective basis.

On recognition of an item of property, plant and equipment, the difference between the sales proceeds and the carrying amount of the asset is recognized in profit or loss.

  • 21 -

j. Computer software

Computer software is initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment loss. Amortization is recognized on a straight-line basis. The estimated useful life, residual values, and amortization method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis. The residual value of an intangible asset with a finite useful life shall be assumed to be zero unless the Company expects to dispose of the computer software before the end of its economic life.

Gains or losses arising from DE recognition of computer software, which are measured as the difference between the net disposal proceeds and the carrying amount of the assets, are recognized in profit or loss when the asset is derecognized.

k. Impairment of tangible and intangible assets

At the end of each reporting period, the Group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered any impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. Corporate assets are allocated to the smallest group of cash-generating units on a reasonable and consistent basis of allocation.

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment at least annually and whenever there is an indication that the asset may be impaired.

Recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.

When an impairment loss is subsequently reversed, the carrying amount of the asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized in profit or loss.

l. Financial instruments

Financial assets and financial liabilities are recognized when the Group becomes a party to the contractual provisions of the instruments.

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issuance of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.

1) Financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.

  • 22 -

  • a) Measurement categories

2018

Financial assets are classified into the following categories: Financial assets at FVTPL, financial assets at amortized cost and investments in equity instruments at FVTOCI.

  • i. Financial assets at FVTPL

Financial assets are classified as at FVTPL when such a financial asset is mandatorily classified as at FVTPL. Financial assets mandatorily classified as at FVTPL include investments in equity instruments which are not designated as at FVTOCI and debt instruments that do not meet the amortized cost criteria or the FVTOCI criteria.

Financial assets at FVTPL are subsequently measured at fair value, with any gains or losses arising on premeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss incorporates any dividends or interest earned on such a financial asset. Fair value is determined in the manner described in Note 35.

  • ii. Financial assets at amortized cost

Financial assets that meet the following conditions are subsequently measured at amortized cost:

  • i) The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and

  • ii) The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Subsequent to initial recognition, financial assets at amortized cost, including cash and cash equivalents, notes receivables, trade receivables and other receivables at amortized cost, time deposits with original maturities of more than 3 months and refundable deposits, are measured at amortized cost, which equals the gross carrying amount determined using the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.

Interest income is calculated by applying the effective interest rate to the gross carrying amount of such a financial asset, except for:

  • i) Purchased or originated credit-impaired financial assets, for which interest income is calculated by applying the credit-adjusted effective interest rate to the amortized cost of such financial assets; and

  • ii) Financial assets that are not credit-impaired on purchase or origination but have subsequently become credit-impaired, for which interest income is calculated by applying the effective interest rate to the amortized cost of such financial assets in subsequent reporting periods.

  • iii. Investments in equity instruments at FVTOCI

On initial recognition, the Group may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation as at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.

  • 23 -

Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments; instead, it will be transferred to retained earnings.

Dividends on these investments in equity instruments are recognized in profit or loss when the Group’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.

2017

Financial assets are classified into the following categories: Financial assets at FVTPL, available-for-sale financial assets and loans and receivables.

  • i. Financial assets at FVTPL

Financial assets are classified as at FVTPL when such financial assets are held for trading.

Financial assets at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss incorporates any dividends or interest earned on such a financial asset. Fair value is determined in the manner described in Note 35.

Investments in equity instruments under financial assets at FVTPL that do not have a quoted market price in an active market and whose fair value cannot be reliably measured and derivatives that are linked to and must be settled by delivery of such unquoted equity instruments are subsequently measured at cost less any identified impairment loss at the end of each reporting period and presented as a separate line item as financial assets measured at cost. If, in a subsequent period, the fair value of the financial assets can be reliably measured, the financial assets are remeasured at fair value. The difference between the carrying amount and the fair value is recognized in profit or loss.

  • ii. Available-for-sale financial assets

Available-for-sale financial assets are non-derivatives that are either designated as available-for-sale or are not classified as loans and receivables, held-to-maturity investments or financial assets at FVTPL.

Available-for-sale financial assets are measured at fair value. Changes in the carrying amounts of available-for-sale monetary financial assets relating to changes in foreign currency exchange rates, interest income calculated using the effective interest method and dividends on available-for-sale equity investments are recognized in profit or loss. Other changes in the carrying amount of available-for-sale financial assets are recognized in other comprehensive income and will be reclassified to profit or loss when such investments are disposed of or are determined to be impaired.

Dividends on available-for-sale equity instruments are recognized in profit or loss when the Group’s right to receive the dividends is established.

  • 24 -

Available-for-sale equity investments that do not have a quoted market price in an active market and whose fair value cannot be reliably measured and derivatives that are linked to and must be settled by delivery of such unquoted equity investments are measured at cost less any identified impairment loss at the end of each reporting period and presented as a separate line item as financial assets measured at cost. If, in a subsequent period, the fair value of the financial assets can be reliably measured, the financial assets are remeasured at fair value. The difference between the carrying amount and the fair value of such financial assets is recognized in other comprehensive income. Any impairment losses are recognized in profit and loss.

iii. Loans and receivables

Loans and receivables including cash and cash equivalents, notes receivables, trade receivables, other receivables, debt investments with no active market and refundable deposits are measured using the effective interest method at amortized cost less any impairment, except for short-term receivables when the effect of discounting is immaterial.

  • b) Impairment of financial assets and contract assets

2018

The Group recognizes a loss allowance for expected credit losses on financial assets at amortized cost (including trade receivables).

The Group always recognizes lifetime expected credit losses (i.e. ECLs) for trade receivables. For all other financial instruments, the Group recognizes lifetime ECLs when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on a financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month ECLs.

Expected credit losses reflect the weighted average of credit losses with the respective risks of a default occurring as the weights. Lifetime ECLs represent the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECLs represent the portion of lifetime ECLs that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.

The Group recognizes an impairment gain or loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account, except for investments in debt instruments that are measured at FVTOCI, for which the loss allowance is recognized in other comprehensive income and does not reduce the carrying amount of such a financial asset.

2017

Financial assets, other than those at FVTPL, are assessed for indicators of impairment at the end of each reporting period. Financial assets are considered to be impaired when there is objective evidence, as a result of one or more events that occurred after the initial recognition of such financial assets, that the estimated future cash flows of the investment have been affected.

Financial assets at amortized cost, such as trade receivables are assessed for impairment on a collective basis even if they were assessed not to be impaired individually. Objective evidence of impairment for a portfolio of receivables could include the Group’s past experience with collecting payments, as well as observable changes in national or local economic conditions that correlate with defaults on receivables.

  • 25 -

For a financial asset at amortized cost, the amount of the impairment loss recognized is the difference between such an asset’s carrying amount and the present value of its estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For a financial asset at amortized cost, if, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognized, the previously recognized impairment loss is reversed through profit or loss to the extent that the carrying amount of the investment at the date on which the impairment is reversed does not exceed what the amortized cost would have been had the impairment not been recognized.

For available-for-sale equity investments, a significant or prolonged decline in the fair value of the security below its cost is considered to be objective evidence of impairment.

For all other financial assets, objective evidence of impairment could include significant financial difficulty of the issuer or counterparty, breach of contract such as a default or delinquency in interest or principal payments, it becoming probable that the borrower will enter bankruptcy or financial re-organization, or the disappearance of an active market for those financial assets because of financial difficulties.

When an available-for-sale financial asset is considered to be impaired, cumulative gains or losses previously recognized in other comprehensive income are reclassified to profit or loss in the period.

In respect of available-for-sale equity securities, impairment loss previously recognized in profit or loss is not reversed through profit or loss. Any increase in fair value subsequent to impairment is recognized in other comprehensive income. In respect of available-for-sale debt securities, impairment loss is subsequently reversed through profit or loss if an increase in the fair value of such an investment can be objectively related to an event occurring after the recognition of the impairment loss.

For a financial asset measured at cost, the amount of the impairment loss is measured as the difference between such an asset’s carrying amount and the present value of its estimated future cash flows discounted at the current market rate of return for a similar financial asset. Such impairment loss will not be reversed in subsequent periods.

The carrying amount of a financial asset is reduced by the impairment loss directly for all financial assets, with the exception of trade receivables, where the carrying amount is reduced through the use of an allowance account. When trade receivables are considered uncollectible, they are written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognized in profit or loss except for uncollectible trade receivables that are written off against the allowance account.

c) Derecognition of financial assets

The Group derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.

  • 26 -

Before 2018, on derecognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss which had been recognized in other comprehensive income is recognized in profit or loss. Starting from 2018, on derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. On derecognition of an investment in a debt instrument at FVTOCI, the difference between the asset’s carrying amount and the sum of the consideration received and receivable and the cumulative gain or loss which had been recognized in other comprehensive income is recognized in profit or loss. However, on derecognition of an investment in an equity instrument at FVTOCI, and the cumulative gain or loss which had been recognized in other comprehensive income is transferred directly to retained earnings, without recycling through profit or loss.

2) Equity instruments

Debt and equity instruments issued by a company entity are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

Equity instruments issued by a group entity are recognized at the proceeds received, net of direct issue costs.

The repurchase of the Company’s own equity instruments is recognized in and deducted directly from equity. No gain or loss is recognized in profit or loss on the purchase, sale, issuance or cancellation of the Company’s own equity instruments.

3) Financial liabilities

  • a) Subsequent measurement

Except the following situation, all the financial liabilities are measured at amortized cost using the effective interest method:

Financial liabilities at FVTPL

Financial liabilities are classified as at FVTPL when such financial liabilities are held for trading.

Financial liabilities held for trading are stated at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss incorporates any interest or dividends paid on such financial liability.

Fair value is determined in the manner described in Note 35.

  • b) Derecognition of financial liabilities

The difference between the carrying amount of the financial liability derecognized and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

  • 5) Derivative financial instruments

The Group enters into a variety of derivative financial instruments to manage its exposure to interest rate and foreign exchange rate risks, including foreign exchange forward contracts and cross-currency swap contracts.

  • 27 -

Derivatives are initially recognized at fair value at the date on which the derivative contracts are entered into and are subsequently remeasured to their fair value at the end of each reporting period. When the fair value of a derivative financial instrument is positive, the derivative is recognized as a financial asset; when the fair value of a derivative financial instrument is negative, the derivative is recognized as a financial liability.

Before 2018, derivatives embedded in non-derivative host contracts were treated as separate derivatives when they met the definition of a derivative; their risks and characteristics were not closely related to those of the host contracts; and the contracts were not measured at FVTPL. Starting from 2018, derivatives embedded in hybrid contracts that contain financial asset hosts that is within the scope of IFRS 9 are not separated; instead, the classification is determined in accordance with the entire hybrid contract. Derivatives embedded in non-derivative host contracts that are not financial assets that is within the scope of IFRS 9 (e.g. financial liabilities) are treated as separate derivatives when they meet the definition of a derivative; their risks and characteristics are not closely related to those of the host contracts; and the host contracts are not measured at FVTPL.

m. Provisions

Provisions are measured at the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. Provisions are measured using the cash flows estimated to settle the present obligation.

n. Revenue recognition

2018

The Group identifies contracts with customers, allocates the transaction price to the performance obligations and recognizes revenue when performance obligations are satisfied.

1) Revenue from the sale of goods

Revenue from the sale of goods comes from sales of petrochemical products. Sales of petrochemical products are recognized as revenue when the goods are delivered to the customer’s specific location because it is the time when the customer has full discretion over the manner of distribution and price to sell the goods, has the primary responsibility for sales to future customers and bears the risks of obsolescence. The Group recognized revenue and trade receivables concurrently.

  • 2) Revenue from the rendering of services

Revenue from the rendering of services comes from the warehousing and logistics services. Revenue from services is recognized when services are provided according to contracts.

2017

Revenue is measured at the fair value of the consideration received or receivable. Revenue is reduced for estimated customer returns, rebates and other similar allowances. Allowances for sales returns and liabilities for returns are recognized at the time of sale based on the seller’s reliable estimate of future returns and based on past experience and other relevant factors.

1) Sale of goods

Revenue from the sale of goods is recognized when all the following conditions are satisfied:

  • a) The Group has transferred to the buyer the significant risks and rewards of ownership of the goods;

  • 28 -

  • b) The Group retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

  • c) The amount of revenue can be measured reliably;

  • d) It is probable that the economic benefits associated with the transaction will flow to the Group; and

e) The costs incurred or to be incurred in respect of the transaction can be measured reliably.

  • 2) Rendering of services

Revenue from services is recognized when services are provided.

Revenue from a contract to provide services is recognized with reference to the stage of completion of the contract.

  • 3) Dividend and interest income

Dividend income from investments is recognized when a shareholder’s right to receive payment has been established and provided that it is probable that the economic benefits will flow to the Group and that the amount of income can be measured reliably.

Interest income from a financial asset is recognized when it is probable that the economic benefits will flow to the Group and the amount of income can be measured reliably. Interest income is accrued on a time basis with reference to the principal outstanding and at the applicable effective interest rate.

  • o. Leasing

Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

The Group assessed all leases belong to operating leases.

  • 1) The Group as lessor

Rental income from operating leases is recognized on a straight-line basis over the term of the relevant lease.

  • 2) The Group as lessee

Operating lease payments are recognized as expenses on a straight-line basis over the lease term.

  • 3) Leasehold land for own use

Leasehold land for own use are classified as operating leases is recognized on a straight-line basis over the lease term.

  • p. Borrowing costs

Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets (even if the assets must take a long time to ready for their intend use or sale) are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

  • 29 -

Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.

Other than that which is stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.

  • q. Government grants

Government grants are not recognized until there is reasonable assurance that the Group will comply with the conditions attaching to them and that the grants will be received.

Government grants are recognized in profit or loss on a systematic basis over the periods in which the Group recognizes as expenses the related costs for which the grants are intended to compensate. Specifically, government grants whose primary condition is that the Group should purchase, construct or otherwise acquire non-current assets are recognized as deferred revenue and transferred to profit or loss on a systematic and rational basis over the useful lives of the related assets.

Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future related costs are recognized in profit or loss in the period in which they become receivable.

  • r. Employee benefits

  • 1) Short-term employee benefits

Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related service.

2) Retirement benefits

Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions.

Defined benefit costs (including service cost, net interest and remeasurement) under defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost (including current service cost) and net interest on the net defined benefit liabilities (assets) are recognized as employee benefits expense in the period in which they occur. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which it occurs. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss.

Net defined benefit liabilities (assets) represent the actual deficit (surplus) in the Group’s defined benefit plans.

  • 3) Other long-term employee benefits

Other long-term employee benefits are accounted for in the same way as the accounting required for defined benefit plans.

  • 30 -

s. Share-based payment arrangement

The fair value at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group’s best estimates of the number of shares or options that are expected to ultimately vest, with a corresponding increase in capital surplus - employee share options. It is recognized as an expense in full at the grant date if vested immediately. The grant date of treasury shares transferred to employees is the date on which the employees are informed.

  • t. Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

1) Current tax

According to the Income Tax Law, an additional tax at 10% of unappropriated earnings is provided for as income tax in the year the shareholders approve to retain the earnings.

Adjustments of prior years’ tax liabilities are added to or deducted from the current year’s tax provision.

  • 2) Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit.

Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences and unused loss carryforwards to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and associates, except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the deferred tax asset to be recovered. The deferred tax assets which originally not recognized is also reviewed at the end of each reporting period and recognized to the extent that it is probable that sufficient taxable profits will be available to allow all or part of the deferred tax asset to be recovered.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability are settled or the assets are realized, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

  • 31 -

  • 3) Current and deferred tax for the year

Current and deferred tax are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognized in other comprehensive income or directly in equity, respectively.

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Group’s accounting policies, management is required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period or in the period of the revisions and future periods if the revisions affect both current and future periods.

a. Inventory write-downs

The net realizable value of inventories is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale. The estimation of net realizable value was based on current market conditions and historical experience with product sales of a similar nature. Changes in market conditions may have a material impact on the estimation of the net realizable value.

b. Income taxes

The realizability of the deferred tax assets mainly depends on the Group’s future profitability and sufficient taxable temporary differences. In cases where the actual future profits generated is less than expected, a material reversal of deferred tax assets may arise, which would be recognized in profit or loss for the period in which such a reversal takes place.

6. CASH AND CASH EQUIVALENTS

Cash on hand

Checking accounts and demand deposits
Cash equivalents (investments with original maturities of less than 3
months)
Bank acceptances
Time deposits
Repurchase agreements collateralized by bonds

December 31 December 31


2018
$ 332

4,385,927
144,046
175,577
186,434

$ 4,892,316
2017
$ 419
5,258,176
126,104
802,450

284,154
$ 6,471,303
  • 32 -

The market rate intervals of cash in bank at the end of the reporting period were as follows:

December 31 December 31
2018 2017
Bank balance 0.00%-2.03% 0.00%-1.90%
Repurchase agreements collateralized by bonds 0.21% 0.21%
7. FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS
Financial assets-current
Financial assets mandatorily classified as at FVTPL
Non-derivative financial assets
Mutual funds
Financial liabilities-current
Financial liabilities held for trading
Derivative financial liabilities (not under hedge accounting)
Cross-currency swap contracts
**December ** 31

2018
$ 47,431

$ -
2017
$ -
$ 18,729

At the end of the reporting period, outstanding cross-currency swap contracts not under hedge accounting were as follows:

December 31, 2017

Range of Range of
Notional Amount Interest Rates Interest Rates
(In Thousands) Maturity Date Paid Received
RMB 20,000 May 24, 2018 2.34%-2.82%
0.00%
RMB 30,000 June 15, 2018 2.34%-2.82%
0.00%
RMB 15,000 June 15, 2018 2.34%-2.82%
0.00%
RMB 10,000 July 20, 2018 2.34%-2.82%
0.00%
RMB 10,000 July 20, 2018 2.34%-2.82%
0.00%

The Group entered into foreign exchange forward contracts and cross-currency swap contracts to manage exposures to exchange rate and interest rate fluctuations of foreign currency denominated assets and liabilities.

The Group recognized net gain (loss) of $18,974 thousand and $(50,451) thousand on derivatives financial instrument transactions for the years ended December 31, 2018 and 2017, respectively.

  • 33 -

8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME INVESTMENTS IN EQUITY INSTRUMENTS - 2018

December 31, December 31,
2018
Current
Domestic investments
Listed shares $ 652,410
Non-current
Domestic investments
Listed shares and emerging market shares $ 4,959,369
Unlisted shares 456,528
5,415,897
Foreign investments
Unlisted shares 28,082
$ 5,443,979

These investments in equity instruments are held for medium to long-term strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in 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. These investments in equity instruments were classified as available-for-sale under IAS 39. Refer to Note 3, Note 10 and Note 11 for information relating to their reclassification and comparative information for 2017.

Refer to Note 37 for information relating to investments in equity instruments at FVTOCI pledged as security.

9. FINANCIAL ASSETS AT AMORTIZED COST - 2018

December 31,
2018
Current
Time deposits with original maturity of more than 3 months $ 14,321
Restricted deposits
32,988
$ 47,309
  • a. As of December 31, 2018, the interest rates for time deposits with original maturity of more than 3 months were from 1.69% to 1.76%. The time deposits were classified as debt investments with no active market under IAS 39. Refer to Note 3 and Note 12 for information relating to their reclassification and comparative information for 2017.

  • b. As of December 31, 2018, the interest rate of restricted deposits was 0.30%.

  • 34 -

10. AVAILABLE-FOR-SALE FINANCIAL ASSETS - 2017

December 31, December 31,
2017
Current
Domestic investments
Listed shares $ 910,224
Mutual funds 17,287
$ 927,511
Non-current
Domestic investments
Listed shares $ 5,811,708

Refer to Note 37 for information relating to available-for-sale financial assets pledged as security.

11. FINANCIAL ASSETS MEASURED AT COST - 2017

December 31,
2017
Non-current
Domestic unlisted ordinary shares $ 426,348
Classified according to financial asset measurement categories
Available-for-sale financial assets $ 426,348

Management believed that the above unlisted equity investments held by the Group had fair values which cannot be reliably measured, because the range of reasonable fair value estimates was so significant. Therefore, they were measured at cost less impairment at the end of the reporting period.

12. DEBT INVESTMENTS WITH NO ACTIVE MARKET - 2017

December 31,
2017
Current
Time deposits with original maturities of more than 3 months $ 13,663

As of December 31, 2017, the interest rates of the time deposits with original maturities more than 3 months was 1.69%.

  • 35 -

13. NOTES RECEIVABLE, TRADE RECEIVABLES AND OTHER RECEIVABLES

Notes receivable
At amortized cost
Gross carrying amount

Less: Allowance for impairment loss


Trade receivables
At amortized cost
Gross carrying amount

Less: Allowance for impairment loss


Other receivables
Interest receivables

Others

December 31 December 31








2018
$ 345,496

(1,194)

$ 344,302

$ 3,742,404

(25,262)

$ 3,717,142

$ 6,049

154,709

$ 160,758
2017
$ 335,432

(1,291)
$ 334,141
$ 3,194,421

(25,719)
$ 3,168,702
$ 4,243

94,467
$ 98,710

In 2018

The average credit period of sales of goods was 30 days. Historical experience had been that receivables past due beyond 1 year were not recoverable. For the receivables past due beyond 1 year, the Group recognized 100% of the amount as allowance for impairment loss. For the receivables past due within 1 year, allowance for impairment loss was recognized against trade receivables based on estimated irrecoverable amounts determined by reference to past default experience of the counterparties and an analysis of their current financial position.

Before accepting any new customer, the Group used an internal credit scoring system to assess the potential customer’s credit quality and defined credit limits. The credit limits and rating would be evaluated twice a year.

In order to minimize credit risk, the management of the Group has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Group reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts. In this regard, the management believes the Group’s credit risk was significantly reduced.

Sum of the receivable balance for the year ended December 31, 2018 of the two major customer of the Group, is $469,472 thousand (refer to Note 35). For the receivable balance for the year ended December 31, 2017, the largest customer’s amount is $400,314 thousand. In addition, there are no customers whose amount are beyond 5% of the sum of the receivable balance.

  • 36 -

The Group applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which permits the use of lifetime expected loss provision for all receivables. The expected credit losses on receivables are estimated by reference to past default experience of the debtor and an analysis of the debtor’s current financial position, adjusted for general economic conditions of the industry in which the debtors operate. The provision for loss allowance base on the Group’s different customer base.

The Group recognized 100% of the amount as allowance for impairment loss when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, e.g. when the debtor has been placed under liquidation, or when the trade receivables are over 1 year past due. For trade receivables that recognized 100% of the amount as allowance for impairment loss, 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.

The following table details the loss allowance of trade receivables based on the Group’s provision matrix.

December 31, 2018

C

Gross carrying amount

Loss allowance (Lifetime
ECL)


Amortized cost
redit Rating A C
$ 822,667


(10,121)

$ 812,546
redit Rating B C
$ 1,641,819


(6,842)

$ 1,634,977
redit Rating C C
$ 586,414


(2,926)

$ 583,488
redit Rating D C
$ 689,255


(3,846)

$ 685,409
redit Rating E
C
$ 726


(4)

$ 722
redit Rating F
C
$ 345,496


(1,194)

$ 344,302
redit Rating G
(Note)
$ 1,523


(1,523)

$ -
Total
$ 4,087,900

(26,456)
$ 4,061,444

Note: As of December 31, 2018, the amount of individually impaired trade receivables was $1,523 thousand. These amounts mainly related to customers that were in liquidation or unsuccessful in debt recovery. The Group did not hold any collateral or other credit enhancements for these receivables.

The aging of receivables was as follows:

December 31,
2018
No past due $ 4,030,515
Less than 30 days 51,793
31-60 days 3,994
61-90 days 1,595
Over 91 days
3
$ 4,087,900

The movements of the loss allowance of trade receivables were as follows:


Balance at January 1, 2018 per IAS 39

Adjustment on initial application of IFRS 9

Balance at January 1, 2018 per IFRS 9
Add: Impairment losses recognized
Less: Impairment losses reversed

Foreign exchange gains and losses

Balance at December 31, 2018
2018
$ 25,719

-
25,719
11,654
(11,893)

(218)
$ 25,262
  • 37 -

The movements of the loss allowance of notes receivable were as follows:


Balance at January 1, 2018 per IAS 39

Adjustment on initial application of IFRS 9

Balance at January 1, 2018 per IFRS 9
Add: Impairment losses recognized
Less: Impairment losses reversed
Foreign exchange gains and losses

Balance at December 31, 2018
2018
$ 1,291

-
1,291
1,022
(1,119)

-
$ 1,194

In 2017

The Group applied the same credit policy in 2018 and 2017. The Group recognized an allowance for impairment loss of 100% against all receivables over 1 year because historical experience was that receivables that are past due beyond 1 year are not recoverable. Allowance for impairment loss was recognized against trade receivables under 1 year based on the estimated irrecoverable amounts determined by reference to past default experience of the counterparties and an analysis of their current financial position.

The aging of receivables was as follows:

December 31,
2017
No past due $ 3,106,624
Less than 30 days 71,188
31-60 days 2,607
61-90 days 30
Over 91 days
13,972
$ 3,194,421

The above aging schedule was based on past due days from the end of the credit term.

The Group base on historical experience and considering clients’ credit quality, and assessed for the past due but not impaired part of trade receivables are not in the condition of impairment.

The movements of the allowance for doubtful trade receivables were as follows:

Individually
Assessed for
Impairment
Collectively
Assessed for
Impairment
Balance at January 1, 2017
$ 21,056
$ 15,102

Add: Impairment losses recognized
9,417
7,540
Less: Impairment losses reversed
-
(5,344)
Less: Amounts written off during the year as
uncollectible
(20,630)
(621)

Foreign exchange gains and losses

(323)

(478)

Balance at December 31, 2017
$ 9,520
$ 16,199
Total
$ 36,158
16,957
(5,344)
(21,251)

(801)
$ 25,719
  • 38 -

Note: As of December 31, 2017, the amount of individually impaired trade receivables was $9,520 thousand. These amounts mainly related to customers that were in liquidation or unsuccessful in debt recovery. The Group did not hold any collateral or other credit enhancements for these receivables.

The aging analysis of individually impaired trade receivables was as follows:

December 31, December 31,
2017
Less than 1 year $
-
Over 1 year 9,520
$
9,520

The above aging schedule was based on past due days from the end of the credit term.

The movements of the allowance for doubtful notes receivable were as follows:

Balance at January 1, 2017
Add: Impairment losses recognized
Less: Impairment losses reversed
Foreign exchange translation gains and losses
Balance at December 31, 2017
Collectively
Assessed for
Impairment
Collectively
Assessed for
Impairment


2017
$ 813
1,417
(943)

4
$ 1,291

14. INVENTORIES

Finished goods

Semi-finished goods
Work in progress
Raw materials
Supplies
Merchandise inventory
Inventory in transit
Land held for construction site

Less: Allowance for loss

December 31 December 31



2018
$ 3,261,248

559,252
176,366
2,408,740
664,690
3,289
991,756
697,920

8,763,261
(280,635)

$ 8,482,626
2017
$ 2,494,031
277,546
154,577
2,164,890
378,924
7,744
1,363,094

866,211
7,707,017

(105,629)
$ 7,601,388

The Group recognized cost of goods sold are all related to inventories.

The cost of goods sold included inventory write-downs of $180,072 thousand and reversals of inventory write-downs of $(20,120) thousand.

  • 39 -

As of December 31, 2018 and 2017, land held for construction site are expected to be recovered after more than 12 months.

15. SUBSIDIARIES

a. Subsidiaries included in the consolidated financial statements


Investor
Investee
Nature of Activities
The Company
Constant Holdings Ltd. (CHL)
Investment activities
The Company
Glory Ace
Trading
The Company
Union Venture Capital Corp. (UVC) Investment activities
The Company
Wei Chen Investment Co. (WCI)
Investment activities
The Company
Taiwan Union International
Investment Corporation (TUI)
Investment activities
CHL
Star Bright
Investment activities
CHL
Goldendust
Investment activities
CHL
Natural
Investment activities
CHL
Magic Props
Investment activities
CHL
Pure Fantasy
Investment activities
CHL
Union Hong Kong
Investment activities and Trading
CHL
Modern Vantage
Investment activities
CHL
Charmon
Investment activities
CHL
Linkhope
Investment activities
CHL
Reachworld
Investment activities
CHL
Daywinn
Investment activities
CHL
Dragonoble
Investment activities
CHL
Pagerise
Investment activities
CHL
Faithouse
Investment activities
CHL
Greaterise
Investment activities
CHL
Granfaith
Investment activities
CHL
Prestige Spring
Investment activities
UVC
Inno Strategy
Investment activities
Star Bright
Logical
Investment activities
Goldendust
Zhongshan Unicizers
Manufacturing and selling of
DEHP and PA
Natural and Daywinn
Taizhou Union Plastics
Manufacturing and selling of PVC
Modern Vantage
Taizhou Union Logistics
Warehousing and storage services
Charmon and Zhongshan
Unicizers
Taizhou Union Chemical Industry
Manufacturing and selling of
DEHP and PA
Linkhope
Jiangsu Union Logistics
Rendoring logistics services
Reachworld
Guangdong Union Logistics
Rendoring logistics services
Dragonoble and
Zhongshan Unicizers
Panjin Union Chemical
Manufacturing and selling of
DEHP and PA
Pagerise
Panjin Union Logistics
Warehousing and storage services
Greaterise
Panjin Union Materials
Manufacturing and selling of MA
and related derivatives
Zhongshan Unicizers
Industrial, Logical,
Pure Fantasy and
Goldendust
Zhuhai Unicizers
Manufacturing and selling of
DEHP, PA and MA
Zhongshan Unicizers,
Logical, Goldendust
and Magic Props
Zhenjiang Union Chemical
Manufacturing and selling of
DEHP and PA
Zhongshan Unicizers
Zhong Shan Union Trading
Trading
Zhenjiang Union
Chemical
ZhenJiang Union Torch Estate
Real Estate Management
Granfaith and Zhongshan
Unicizers
Nanchong Unicizers
Manufacturing and selling of
DEHP and PA
Prestige Spring
UPC Chemicals (Malaysia)
Manufacturing and selling of
DEHP and PA
Faithouse
Sichung Logistics
Rendoring logistics services
Proportion of Ownership
(%)
December 31
2018
2017
Description
Remark
100.00
100.00
1)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
1)
100.00
100.00
1)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
1)

100.00
100.00
Natural hold 74.41% and Daywin hold
25.59%.
1)
100.00
100.00
2)
100.00
100.00
Charmon hold 49.90% and Zhongshan
Unicizers hold 50.10%.
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
Dragonoble hold 49.00% and
Zhongshan Unicizers hold 51.00%.
2)
100.00
100.00
2)
100.00
100.00
2)
100.00
100.00
Zhongshan Unicizers hold 50.28%,
Logical 6.48%, Pure Fantasy hold
17.75% and Goldendust holds
25.49%.
1)
100.00
100.00
Zhongshan Unicizers hold 50.49%,
Logical hold 4.01%, Goldendust
hold 3.71% and Magic Props hold
41.79%.
1)
-
100.00
Since January 7, 2018, Zhongshan
Unicizers hold 100%, than merged
Zhong Shan Union Trading at May
31, 2018. It was Zhongshan
Unicizers Industrial hold 51.00%
and Union Hong Kong hold
49.00%.
2)
100.00
100.00
2)
100.00
100.00
Granfaith hold 49.00% and Zhongshan
Unicizers hold 51.00%.
2)
100.00
100.00
2)
100.00
100.00
2)
  • 40 -

As of December 31, 2018, the investment relationship and shareholding ratio of the Company and the individuals controlled by the Company are as follows:

==> picture [737 x 391] intentionally omitted <==

----- Start of picture text -----

The
Company
100.00% 100.00% 100.00% 100.00% 100.00%
Glory Ace WCI CHL UVC TUI
100.00%
Inno
Strategy
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%
Union Hong Kong Star Bright Magic Props Goldendust Pure Fantasy Natural Charmon Modern Vantage Linkhope Reachworld Daywinn Dragonoble Pagerise Faithouse Greaterise Granfaith Prestige Spring
100.00%
Logical 41.79%
4.01% 3.71% 100.00% 25.49% 17.75% 74.41% 49.90% 100.00% 100.00% 100.00% 25.59% 49.00% 100.00% 100.00% 100.00% 49.00% 100.00%
Zhenjiang Union 50.49% Zhongshan Unicizers 50.28% Unicizers Zhuhai Taizhou Union Taizhou Union Taizhou Union Jiangsu Union Guangdong Union Panjin Union Panjin Union Logistics Sichung Panjin Union Nanchong Unicizers Chemicals UPC
Chemical Plastics Chemical Logistics Logistics Logistics Chemical Logistics Materials (Malaysia)
6.48%
50.10% 51.00% 51.00%
100.00%
Zhenjiang Union
Torch Estate
----- End of picture text -----

  • 41 -

Remark 1: Material subsidiary. Remark 2: Immaterial subsidiary.

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

16. INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD

Associates that are not individually material
Unlisted company
Harbinger Ruyi
The proportion of voting equity interests acquired of the affiliate:
Name of Associate
Harbinger Ruyi
Aggregate information of associates that are not individually material

The Group’s share of:
Profit/(loss)
Other comprehensive income (loss)
Total comprehensive income (loss)
**December ** 31
2018
$ 28,350

December
2017
$ 30,179
31
2018
2017
28.57%
28.57%
For the Year Ended December 31


2018
$ (613)


(2,173)

$ (2,786)
2017
$ (620)

790
$ 170

17. PROPERTY, PLANT AND EQUIPMENT

Cost
Balance at January 1, 2017

Additions
Disposals
Reclassification
Transfers from prepayment for
equipment
Effect of foreign currency
exchange differences

Balance at December 31, 2017

Accumulated depreciation
Balance at January 1, 2017
Disposals
Depreciation expense
Effect of foreign currency
exchange differences
Balance at December 31, 2017

Carrying amounts at
December 31, 2017
Land
$ 1,126,898

-
-
-
-

-

$ 1,126,898



$ 1,126,898

$ 1,126,898
Buildings

$ 4,309,792

37,172
(2,745 )
2,478,155
-

(48,549)

$ 6,773,825

$ 1,403,867

(2,500 )
178,800

(18,504)

$ 1,561,663

$ 5,212,162
Machinery and
Equipment
$ 8,335,578

178,986
(87,357 )
1,851,213
1,340

(146,800)

$ 10,132,960

$ 5,573,109

(74,003 )
519,814

(90,551)

$ 5,928,369

$ 4,204,591
Warehousing
Equipment
$ 2,488,237

33,322
(4,899 )
301,963
-

(41,181)

$ 2,777,442

$ 1,602,642

(2,358 )
159,030

(22,129)

$ 1,737,185

$ 1,040,257
Utilities
Equipment

$ 2,613,461

22,819
(9,102 )
394,424
-

(39,362)

$ 2,982,240

$ 2,247,498

(6,838 )
146,042

(34,870)

$ 2,351,832

$ 630,408
Transportation
Equipment
$ 210,955

30,319
(10,745 )
22,574
-

(4,112)

$ 248,991

$ 97,688

(9,713 )
30,512

(1,607)

$ 116,880

$ 132,111
Other
Equipment

E
$ 903,980

43,590
(12,146 )
146,613
-

(14,925)

$ 1,067,112

$ 698,071
(11,714 )
87,404

(10,574)
$ 763,187
$ 303,925
Construction in
Progress and
quipment to Be
Inspected
Total
$ 5,223,678
$ 25,212,579
3,086,230
3,432,438
-
(126,994 )
(5,194,942 )
-
38,679
40,019

(344,144)

(639,073)
$ 2,809,501
$ 27,918,969
$ 11,622,875
(107,126 )
1,121,602

(178,235)
$ 12,459,116
$ 2,809,501
$ 15,459,853
(Continued)
  • 42 -
Cost
Balance at January 1, 2018

Additions
Disposals
Reclassification
Transfers from prepayment for
equipment
Transfer from inventory
Effect of foreign currency
exchange differences

Balance at December 31, 2018

Accumulated depreciation
Balance at January 1, 2018
Disposals
Depreciation expense
Effect of foreign currency
exchange differences
Balance at December 31, 2018
Carrying amounts at
December 31, 2018
Land
$ 1,126,898

-
-
-
-
-

-

$ 1,126,898




$ 1,126,898
Buildings

$ 6,773,825

47,574
(4,707 )
315,682
-
291,332

(99,917)

$ 7,323,789

$ 1,561,663

(2,074 )
285,833

(24,067)

$ 1,821,355

$ 5,502,434
Machinery and
Equipment
$ 10,132,960

157,188
(54,009 )
259,444
5,469
-

(143,259)

$ 10,357,793

$ 5,928,369

(46,282 )
661,432

(94,469)

$ 6,449,050

$ 3,908,743
Warehousing
Equipment
$ 2,777,442

138,347
(1,860 )
314,647
-
-

(36,599)

$ 3,191,977

$ 1,737,185

(1,490 )
200,608

(24,947)

$ 1,911,356

$ 1,280,621
Utilities
Equipment

$ 2,982,240

57,374
(29,735 )
113,577
-
23,011

(44,144)

$ 3,102,323

$ 2,351,832

(29,195 )
167,126

(35,104)

$ 2,454,659

$ 647,664
Transportation
Equipment
$ 248,991

69,329
(32,201 )
34,945
-
-

(4,130)

$ 316,934

$ 116,880

(20,924 )
34,861

(1,782)

$ 129,035

$ 187,899
Other
Equipment

E
$ 1,067,112

70,433
(13,312 )
16,798
-
129,350

(16,073)

$ 1,254,308

$ 763,187
(12,305 )
106,465

(12,078)
$ 845,269
$ 409,039
Construction in
Progress and
quipment to Be
Inspected
Total
$ 2,809,501
$ 27,918,969
2,378,868
2,919,113
-
(135,824 )
(1,055,093 )
-
25,680
31,149
-
443,693

(149,637)

(493,759)
$ 4,009,319
$ 30,683,341
$ 12,459,116
(112,270 )
1,456,325

(192,447)
$ 13,610,724
$ 4,009,319
$ 17,072,617
(Concluded)

There was no indication of impairment for the years ended December 31, 2018 and 2017.

The above items of property, plant and equipment are depreciated on a straight-line basis over their estimated useful life as follows:

Building Main buildings 50 years Road construction 15-40 years Others 3-50 years Machinery and equipment 5-20 years Warehousing equipment 5-15 years Utilities equipment 5-15 years Transportation equipment 5-8 years Other equipment 3-20 years

Property, plant and equipment pledged as collateral for bank borrowings is set out in Note 37.

18. PREPAYMENTS FOR LEASES

Current assets

Non-current assets
**December 31 ** **December 31 **

2018
$ 36,263

$ 1,533,456
2017
$ 36,867
$ 1,593,083

Prepayments for leases included land use rights are located in mainland China and Malaysia.

Land use rights pledged as collateral for bank borrowings is set out in Note 37

  • 43 -

19. OTHER ASSETS

Current
Other assets
Prepayments to suppliers

Input VAT and excess business tax paid
Prepaid expense


Non-current
Other assets
Refundable deposits

Long-term prepaid expenses
Prepayment for equipment

December 31 December 31





2018
$ 1,078,207

723,558
380,999

$ 2,182,764

$ 27,337

453,901
118,247

$ 599,485
2017
$ 944,804
727,095

239,607
$ 1,911,506
$ 22,284
379,771

376,045
$ 778,100

20. BORROWINGS

a. Short-term borrowings

Unsecured borrowings
Bank credit loans

Fixed rate loans

Floating rate loans

December 31 December 31



2018
$ 4,295,128

$ 3,670,032

625,096

$ 4,295,128
2017
$ 7,234,070
$ 7,234,070

-
$ 7,234,070

The range of interest rates on bank credit loans was 2.85%-4.79% and 0.95%-5.00% per annum as of December 31, 2018 and 2017, respectively.

  • b. Short-term bills payable
December 31,
2017
Commercial paper $ 2,100,000
Less: Unamortized discount on bills payable
(816)
$ 2,099,184
Interest rates 0.63%-0.81%
  • 44 -

c. Long-term borrowings

Secured borrowings (Note 37)
Bank loans

Unsecured borrowings
Bank credit loans
Revolving credit loans


Less: Current portions

Long-term borrowings
December 31 December 31




2018
$ 502,131

2,360,118
6,851,455

9,211,573

9,713,704
(870,711)

$ 8,842,993
2017
$ 298,643
3,013,440

5,550,000

8,563,440
8,862,083

(803,520)
$ 8,058,563

The carrying amounts of long-term borrowings were as follows:

Effective
Maturity Day
Interest Rate

Fixed interest rate loan

Unsecured loans (NT$)
Used in revolving credit before
November 2020
1.10%

Used in revolving credit before
May 2019
1.22%
Used in revolving credit before
May 2020
1.10%
Used in revolving credit before
October 2020
1.06%
Used in revolving credit before
October 2019
0.98%
Used in revolving credit before
August 2020
1.15%
Used in revolving credit before
July 2020
1.22%
Used in revolving credit before
August 2019
1.22%
Used in revolving credit before
July 2020
1.21%
Used in revolving credit before
May 2019
1.21%
Used in revolving credit before
June 2021
1.20%
Used in revolving credit before
August 2020
1.20%
Used in revolving credit before
June 2020
1.28%
Used in revolving credit before
June 2019
0.96%
Used in revolving credit before
December 2019
1.20%
Used in revolving credit before
May 2021
1.20%
Unsecured loans (RMB)
Repaid in batches before March of
2023
5.00%
December 31
2018
2017
$ 1,000,000
$ 500,000
-
500,000
500,000
-
600,000
-
-
600,000
300,000
-
500,000
-
-
500,000
500,000
-
-
300,000
300,000
-
500,000
500,000
300,000
600,000
-
150,000
500,000
-
600,000
-
110,088
-
(Continued)
  • 45 -
Effective
Maturity Day
Interest Rate

Secured loans (RMB)
Used in revolving credit before
July 2019
4.79%

Used in revolving credit before
July 2019
4.35%
Used in revolving credit before
July 2019
4.61%

Total of fixed interest rate loan

Floating interest rate loan
Unsecured loans (NT$)
Repaid in batches before
September 2022
1.36%
Used in revolving credit before
May 2020
1.09%
Used in revolving credit before
July 2019
1.15%
Repaid in batches before
November 2021
1.35%
Used in revolving credit before
April 2020
1.25%
Unsecured loans (US$)
Repaid once in May 2019
(US$5,000 thousand)
2.91%
Repaid once in May 2019
(US$10,000 thousand)
2.89%
Repaid once in October 2019
(US$3,000 thousand)
3.25%
Repaid once in July 2018
(US$12,000 thousand)
3.25%
Repaid once in October 2019
(US$6,000 thousand)
4.03%/3.07%
Repaid once in October 2019
(US$6,000 thousand)
4.02%/3.13%
Repaid once in May 2018
(US$5,000 thousand)
2.95%
Repaid once in May 2018
(US$5,000 thousand)
2.91%
Repaid once in May 2018
(US$5,000 thousand)
2.93%
Repaid once in November 2020
(US$3,000 thousand)
2.85%
Repaid once in November 2020
(US$4,000 thousand)
3.01%
Repaid once in December 2020
(US$5,000 thousand)
4.29%/3.13%
Repaid once in December 2020
(US$5,000 thousand)
3.91%
Repaid once in February 2021
(US$4,000 thousand)
3.59%
Repaid once in February 2021
(US$2,000 thousand)
3.82%
Repaid once in February 2021
(US$4,000 thousand)
3.64%
Repaid once in June 2021
(US$3,000 thousand)
3.49%
Unsecured loans (RMB)
Used in revolving credit before
May 2020 (RMB73,282
thousand)
4.57%
Used in revolving credit before
May 2020 (RMB5,250
thousand)
4.61%

Total of floating interest rate loan

Total of long-term borrowing

Less: Current portions

December 31
2018
2017
$ 144,105
$ 265,851
-
32,792

358,026

-
6,212,219
3,948,643
500,000
500,000
900,000
900,000
-
500,000
460,000
460,000
-
500,000
-
148,800
-
297,600
-
89,280
-
357,120

184,290
178,560

184,290
178,560
-
148,800
-
148,800
-
148,800
92,145
89,280
122,860
119,040

153,575
148,800
153,575
-
122,860
-
61,430
-
122,860
-
92,145
-
327,960
-

23,495

-
3,501,485
4,913,440
9,713,704
8,862,083

(870,711)

(803,520)
$ 8,842,993
$ 8,058,563
(Concluded)










2018
$ 144,105

-

358,026

6,212,219

500,000
900,000
-
460,000
-
-
-
-
-

184,290

184,290
-
-
-
92,145
122,860

153,575
153,575
122,860
61,430
122,860
92,145
327,960

23,495

3,501,485

9,713,704


(870,711)

$ 8,842,993
  • 46 -

21. BONDS PAYABLE

December 31,
2018
Secured domestic bonds $ 6,000,000
Less: Discount of bonds
(22,142)
$ 5,977,858

The major terms of the secured domestic bonds as below:

Repayment and Interest
Issuance Issuance Period Total Amount
Coupon rate
Payment
2018-1 December 2018 to
$ 6,000,000 0.95% Bullet repayment; interest
December 2023 payable annually

22. NOTES PAYABLE AND TRADE PAYABLES

Notes payable and trade payables of the Group were generated from operating. The average credit period on purchases was 30 days. The Company has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms.

23. OTHER LIABILITIES

Current
Other payables
Payables for purchases of equipment

Payables for salaries or bonuses
Interest payables
Payables for compensation of employees
Payables for compensation of directors
Payables for imported raw materials
Payables for utilities
Payables for freight
Others


Other liabilities
Contract liabilities

Receipts in advance
Treasury shares transfer to employees collected in advance
Others

December 31 December 31





2018
$ 554,191

174,586
42,073
47,000
6,400
58,254
47,397
211,569
385,368

$ 1,526,838

$ 469,506

-
79,288
3,342

$ 552,136
2017
$ 441,874
333,434
30,399
53,000
8,000
61,681
50,630
144,410

417,786
$ 1,541,214
$ -
331,014
-

12,769
$ 343,783
  • 47 -

24. PROVISIONS

Current
Safety provision (a)

Non-current
Employee benefits (b)
December 31 December 31

2018
$ 129,518

$ 4,853
2017
$ 131,090
$ 3,630
  • a. The safety provision are based on the regulations of the Mainland Chinese. When a company produces, stores, or transports hazardous chemicals, a specific ratio of safety provision should be recognized. Safety provision can be written off on actual expenses. As the safety provision balance reaches the specified rate, the Group may apply to competent authority for lower provision ratio.

  • b. The provision for employee benefits is based on the Group’s employee pension. The present value of the long-term employee benefit were carried out by qualified actuaries.

25. RETIREMENT BENEFIT PLANS

a. Defined contribution plans

The Company at the Group adopted a pension plan under the Labor Pension Act (the “LPA”), which is a state-managed 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 mainland China and Malaysia, are members of a state-managed retirement benefit plan operated by the government of mainland China and Malaysia. The subsidiaries is required to contribute a specified percentage of payroll costs to the retirement benefit scheme to fund the benefits. The only obligation of the Group with respect to the retirement benefit plan is to make the specified contributions.

Accordingly, the Group recognized pension expenses of $88,302 thousand and $68,276 thousand for the years ended December 31, 2018 and 2017, respectively.

b. Defined benefit plans

The defined benefit plans adopted by the Company of the Group in accordance with the Labor Standards Law is operated by the government of the ROC. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the 6 months before retirement. The Company contributes amounts equal to 2% of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name. Before the end of each year, the Group assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Group is required to fund the difference in one appropriation that should be made before the end of March of the next year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor (“the Bureau”); the Group has no right to influence the investment policy and strategy.

  • 48 -

The amounts included in the consolidated balance sheets in respect of the Group’s defined benefit plans were as follows:

Present value of defined benefit obligation

Fair value of plan assets

Net defined benefit liabilities
December 31 December 31


2018
$ 563,493

(373,071)

$ 190,422
2017
$ 583,441
(396,268)
$ 187,173

Movements in net defined benefit liabilities were as follows:

Present Value
of the Defined Net Defined
Benefit Fair Value of Benefit
Obligation the Plan Assets Liabilities
Balance at January 1, 2017 $ 622,049
$ (444,890)
$ 177,159
Current service cost 7,323 - 7,323
Net interest expense (income)
6,161

(4,404)

1,757
Recognized in profit or loss
13,484

(4,404)

9,080
Remeasurement
Return on plan assets (excluding amounts
included in net interest) - 460 460
Actuarial (gain) loss - changes in
demographic assumptions 2,715 - 2,715
Actuarial (gain) loss - experience
adjustments
2,549

-

2,549
Recognized in other comprehensive income
5,264

460

5,724
Contributions from the employer - (3,007) (3,007)
Benefits paid
(57,356)

55,573

(1,783)
Balance at December 31, 2017 $ 583,441
$ (396,268)
$ 187,173
Balance at January 1, 2018 $ 583,441
$ (396,268)
$ 187,173
Current service cost 6,183 - 6,183
Net interest expense (income)
5,027

(3,226)

1,801
Recognized in profit or loss
11,210

(3,226)

7,984
Remeasurement
Return on plan assets (excluding amounts
included in net interest) - (13,315) (13,315)
Actuarial (gain) loss - changes in
demographic assumptions 445 - 445
Actuarial (gain) loss - changes in
financial assumptions 5,046 - 5,046
Actuarial (gain) loss - experience
adjustments
5,947

-

5,947
Recognized in other comprehensive income
11,438

(13,315)

(1,877)
Contributions from the employer - (2,858) (2,858)
Benefits paid
(42,596)

42,596

-
Balance at December 31, 2018 $ 563,493
$ (373,071)
$ 190,422
  • 49 -

Through the defined benefit plans under the Labor Standards Law, the Company is exposed to the following risks:

  • 1) Investment risk: The plan assets are invested in domestic and foreign equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.

  • 2) Interest risk: A decrease in the government or corporate bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plans’ debt investments.

  • 3) Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.

The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The significant assumptions used for the purposes of the actuarial valuations were as follows:

Discount rate(s)
Expected rate(s) of salary increase
December 31
2018
2017
0.875%
1.000%
2.500%
2.500%

If possible reasonable changes in each of the significant actuarial assumptions will occur and all other assumptions will remain constant, the present value of the defined benefit obligation would increase (decrease) as follows:

Discount rate(s)
0.25% increase
0.25% decrease
Expected rate(s) of salary increase
0.25% increase
0.25% decrease
**December ** 31



2018
$ (10,020)

$ 10,315

$ 9,976

$ (9,743)
2017
$ (10,742)
$ 11,072
$ 10,721
$ (10,457)

The sensitivity analysis presented above may not be representative of the actual changes in the present value of the defined benefit obligation as it is unlikely that changes in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

Expected contributions to the plans for the next year
Average duration of the defined benefit obligation
**December ** 31
2018
$ 2,803

7.4 years
2017
$ 2,976
7.6 years
  • 50 -

26. EQUITY

  • a. Ordinary shares
Numbers of shares authorized (in thousands)

Shares authorized

Numbers of shares issued and fully paid (in thousands)

Shares issued
December 31 December 31



2018

1,600,000

$ 16,000,000


1,293,922

$ 12,939,216
2017

1,600,000
$ 16,000,000

1,199,557
$ 11,995,571

On June 8, 2018, the shareholder’s meeting resolved to increase capital by transferring the earnings of $943,645 thousand, which increased the share capital issued and fully paid to $12,939,216 thousand, with 1,293,922 thousand shares, all ordinary shares.

Fully paid ordinary shares, which have a par value of $10, carry one vote per share and carry a right to dividends.

A total of 100,000 thousand shares of the Company authorized shares were reversed for issuance of employee share options.

  • b. Capital surplus
May be used to offset a deficit, distributed as cash dividends, or
transferred to share capital (Note)
Issuance of ordinary shares

Donations
Treasury stock transfer to employees
May be used to offset a deficit only
Employee share options exercised and expired
Treasury stock transfer to employees

December 31 December 31


2018
$ 810,255

21,898
7,930
279,491
182,205

$ 1,301,779
2017
$ 810,255
21,898
3,128
279,491

32,345
$ 1,147,117

Note: Such capital surplus may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of the Company’s capital surplus and to once a year).

c. Retained earnings and dividend policy

Under the dividends policy as set forth in the amended Articles, where the Company made a profit in a fiscal year, the profit shall be first utilized for paying taxes and offsetting losses of previous years, setting aside as a legal reserve of 10% of the remaining profit, setting aside or reversing a special reserve in accordance with the laws and regulations, and then any remaining profit together with any undistributed retained earnings shall be used by the Company’s board of directors as the basis for proposing a distribution plan, which should be resolved in the shareholders’ meeting for admitting. For the policies on the distribution of employees’ compensation and remuneration of directors after the amendment, refer to employees’ compensation and remuneration of directors in Note 28-6.

  • 51 -

An appropriation of earnings to a legal reserve shall be made until the legal reserve equals the Company’s paid-in capital. The legal reserve may be used to offset deficits. If the Company has no deficit and the legal reserve has exceeded 25% of the Company’s paid-in capital, the excess may be transferred to capital or distributed in cash.

Items referred to under Rule No. 1010012865 and Rule No. 1010047490 issued by the FSC and in the directive titled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs” should be appropriated to or reversed from a special reserve by the Company.

The appropriations of earnings for 2017 and 2016 were approved in the shareholders’ meetings on June 8, 2018 and June 13, 2017, respectively, were as follows:

Legal reserve

Cash dividends
Share dividends
Appropriation of Earnings
For the Year Ended
December 31
2017
2016
$ 234,241 $ 108,881
1,179,558
679,692
943,645
283,205
Dividends Per Share (NT$)
For the Year Ended
December 31
2017
2016


$ 1.00
$ 0.60

0.80
0.25

The appropriation of earnings for 2018 had been proposed by the Company’s board of directors on March 22, 2019. The appropriation and dividends per share were as follows:

Appropriation Appropriation Dividends Per Dividends Per
of Earnings Share (NT$)
Legal reserve $
75,361
Cash dividends 256,766 $ 0.20
Share dividends 385,150 0.30

The appropriation of earnings for 2018 are subject to the resolution of the shareholders’ meeting to be held on June 14, 2019.

d. Special reserves

On the first-time adoption of IFRS, the Group appropriated to special reserve the amount that was the same as the unrealized revaluation increment transferred to retained earnings, which was $341,773 thousand.

The special reserve may be reversed on the disposal or reclassification of the related assets.

  • 52 -

  • e. Other equity items

  • 1) Exchange differences on translating the financial statements of foreign operations

For the Year Ended December 31
2018
2017
Balance at January 1
$ 58,283
$ 582,195
Effect of change in tax rate
5,660
-
Recognized for the year
Exchange differences on translating the financial
statements of foreign operations
(269,503)
(551,852)
Related income tax

(12,880)

27,940
Balance at December 31
$ (218,440)
$ 58,283
2) Unrealized gain (loss) on available-for-sale financial assets
Balance at January 1, 2017
$ 706,007
Recognized for the year
Unrealized gain (loss) on revaluation of available-for-sale financial assets
2,096,330
Share from associates accounted for using the equity method
790
Reclassification adjustment
Disposal of available-for-sale financial assets

(461,123)
Balance at December 31, 2017
$ 2,342,004
3) Unrealized gain (loss) on financial assets at FVTOCI
For the Year
Ended
December 31,
2018
Balance at January 1(IAS 39)
$ 2,342,004
Adjustment on initial application of IFRS 9

(366,204)
Balance at January 1 (IFRS 9)

1,975,800
Recognized for the year
Unrealized gain (loss) - equity instruments
(1,221,548)
Share from associates accounted for using the equity method

(2,173)
Balance at December 31
$ 752,079
**For the Year Ended ** **December 31 **
  • 53 -

f. Treasury shares

Number of shares at January 1, 2017
Decrease during the year
Number of shares at December 31, 2017
Decrease during the year
Number of shares at December 31, 2018
Purpose of
Buy-back
Shares
Transferred to
Employees
(In Thousands
of Shares)
38,417

(5,217)
33,200
(13,200)

20,000

Under the Securities and Exchange Act, the Company shall neither pledge treasury shares nor exercise shareholders’ rights on these shares, such as the rights to dividends and to vote.

27. REVENUE


Revenue from the sales

Revenue from logistics and warehousing

**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **


2018
$ 61,145,232

113,266

$ 61,258,498
2017
$ 50,545,326

54,799
$ 50,600,125

28. NET PROFIT

Information about net profit is as follows:

a. Other income


Interest income

Operating lease rental income
Commissions Income
Dividends
Government grants income
Others

For the Year Ended For the Year Ended December 31


2018
$ 95,523

43,963
1,565
318,144
105,319
126,577

$ 691,091
2017
$ 107,974
38,782
1,540
368,591
112,215

132,903
$ 762,005
  • 54 -

b. Other gains and losses


Gain (loss) on disposal of available-for-sale financial assets

Gain (loss) on disposal of Financial Assets Carried at Cost
Net gain (loss) on financial instruments at FVTPL
Fair value changes of financial assets and financial liabilities
Financial assets held for trading
Financial assets mandatorily classified as at FVTPL
Net foreign exchange gains (losses)

Loss on disposal of property, plant and equipment
Bank charges
Others


c. Finance costs

Interest on bank loans

d. Depreciation and amortization

Property, plant and equipment

Computer software
Prepayments for leases
Long-term prepaid expenses


An analysis of depreciation by function
Operating costs

Operating expenses
Other losses


An analysis of amortization by function
Operating costs

Operating expenses
Other losses

For the Year Ended For the Year Ended For the Year Ended December 31
2018
$ -

-
-
18,974
144
(255,228)
(8,859)
(34,445)
(102,040)

$ (381,454)

**For the Year Ended **
2017
$ 461,123
(2,975)
(50,451)
-
-
287,820
(15,390)
(19,715)
(112,655)
$ 547,757
**December 31 **
2018
$ 438,431

**For the Year Ended **
2017
$ 369,774
**December 31 **








2018
$ 1,456,325

3,746
36,920
265,985

$ 1,762,976

$ 1,231,256

208,926
16,143

$ 1,456,325

$ 271,594

34,765
292

$ 306,651
2017
$ 1,121,602
1,328
36,489

110,927
$ 1,270,346
$ 979,205
128,400

13,997
$ 1,121,602
$ 116,238
32,218

288
$ 148,744
  • 55 -

e. Employee benefits expense


Short-term benefits

Post-employment benefits (Note 25)
Defined contribution plans
Defined benefit plans

Total post-employment benefits
Share-based payments
Equity-settled
Other employee benefits

Total employee benefits expense

An analysis of employee benefits expense by function
Operating costs

Operating expenses

For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31






2018
$ 965,008

88,302
7,984

96,286
149,860
96,812

$ 1,307,966

$ 857,186

450,780

$ 1,307,966
2017
$ 1,092,883
68,276

9,080
77,356
32,345

84,451
$ 1,287,035
$ 823,752

463,283
$ 1,287,035

f. Employees’ compensation and remuneration of directors

According to the Articles of Incorporation of the Company, the Company accrued employees’ compensation and remuneration of directors at rates of no less than 1% and no higher than 1%, respectively, of net profit deduct accumulated deficit. The employees’ compensation and the remuneration of directors for the years ended December 31, 2018 and 2017 which were approved by the Company’s board of directors on March 22, 2019 and March 16, 2018, respectively, are as follows:

Accrual rate


Employees’ compensation
Remuneration of directors
Amount
For the Year Ended December 31
2018
2017
1.39%
1.50%
0.81%
0.33%

Employees’ compensation
Remuneration of directors
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **
2018
Cash
$ 11,000
$ 6,400
2017


Cash
$ 36,000
$ 8,000

If there is a change in the amounts after the annual consolidated financial statements are authorized for issue, the differences are recorded as a change in the accounting estimate.

There is no difference between the actual amounts of employees’ compensation and remuneration of directors paid and the amounts recognized in the consolidated financial statements for the years ended December 31, 2017 and 2016.

  • 56 -

Information on the employees’ compensation and remuneration of directors resolved by the Company’s board of directors in 2019 and 2018 is available at the Market Observation Post System website of the Taiwan Stock Exchange.

  • g. Gains or losses on foreign currency exchange

Foreign exchange gains

Foreign exchange losses

Net gains or losses
**For the Year Ended ** **For the Year Ended ** **December 31 **


2018
$ 539,704

(794,932)

$ (255,228)
2017
$ 424,924
(137,104)
$ 287,820

29. INCOME TAXES

  • a. Income tax recognized in profit or loss

Major components of tax expense (benefit) are as follows:


Current tax
In respect of the current year

Adjustments for prior periods


Deferred tax
In respect of the current period

Effect change in tax rates


Income tax expense recognized in profit or loss
For the Year Ended For the Year Ended December 31






2018
$ 280,132

8,708

288,840

(105,163)
11,592

(93,571)

$ 195,269
2017
$ 233,783

16,187

249,970
341,897

-

341,897
$ 591,867

A reconciliation of accounting profit and income tax expenses is as follows:


Profit before tax from continuing operations

Income tax expense calculated at the statutory rate (25%)

Permanent differences
Tax-exempt income
Effect of different tax rate change
Adjustments for prior years’ tax

Income tax expense recognized in profit or loss
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **



2018
$ 948,879

$ 237,220

52,348
(79,536)
(23,471)
8,708

$ 195,269
2017
$ 2,934,280
$ 733,570
69,854

(207,429)

(20,315)

16,187
$ 591,867

In 2017, the applicable corporate income tax rate used by the group entities in the ROC is 17%. However, the Income Tax Act in the ROC was amended in 2018, and the corporate income tax rate was adjusted from 17% to 20%, effective in 2018. In addition, the rate of the corporate surtax applicable to the 2018 unappropriated earnings will be reduced from 10% to 5%. The applicable tax rate used by subsidiaries in China is 25%. Tax rates used by other group entities operating in other jurisdictions are based on the tax laws in those jurisdictions.

  • 57 -

As the status of the 2019 appropriation of earnings is uncertain, the potential income tax consequences of the 2018 unappropriated earnings are not reliably determinable.

  • b. Income tax recognized in other comprehensive income

Deferred income tax expense (benefit)
Effect of change in tax rate
Translation of foreign operations
Remeasurement of defined benefit plans
In respect of the current period
Translation of foreign operations
Remeasurement of defined benefit plans
Total income tax recognized in other comprehensive income
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **
2018
$ (5,660)

(3,130)

(8,790)
12,880

380

13,260
$ 4,470
2017
$ -

-

-
(27,940)

(970)
(28,910)
$ (28,910)
  • c. Current tax assets
Current tax assets
Income tax refund receivable

Current tax liabilities
Income tax payable
December 31 December 31

2018
$ 97,305

$ 81,672
2017
$ 35,856
$ 115,468

d. Deferred tax assets and liabilities

The movements of deferred tax assets and deferred tax liabilities are as follows:

For the year ended December 31, 2018

Recognized Recognized
in Other
Recognized Compre-
Opening in Profit or hensive Exchange Closing
Balance Loss Income Differences
Balance
Deferred tax assets
Temporary differences
Loss of allowance for
inventories
$ 24,387 $
35,520
$
-
$ (1,061) $
58,846
Exchange differences
on foreign operations 32,070 - (7,220) - 24,850
Defined benefit
obligations 31,820 3,510 2,750 - 38,080
(Continued)
  • 58 -
Allowance for bad debt
Others

Loss carryforwards


Deferred tax liabilities
Temporary differences
Investment income
abroad

Land revaluation
increment tax
Others


For the year ended December
Opening
Balance
Recognized
in Profit or
Loss
Recognized
in Other
Compre-
hensive
Income
Exchange
Differences
$ 10,232 $ (543) $ - $ (162)

39,661

14,212

-

(905)

138,170
52,699
(4,470)
(2,128)

163,352

78,506

-

(4,300)

$ 301,522
$ 131,205
$ (4,470)
$ (6,428)

$ 82,810 $ 26,780 $ - $ -
99,828
-
-
-

-

10,854

-

204

$ 182,638
$ 37,634
$ -
$ 204

31, 2017
Opening
Balance
Recognized
in Profit or
Loss
Recognized
in Other
Compre-
hensive
Income
Exchange
Differences
$ 31,036 $ (6,008) $ - $ (641)

4,130
-
27,940
-
30,110
740
970
-

8,095
2,269
-
(132)

46,733

(6,158)

-

(914)

120,104
(9,157)
28,910
(1,687)

509,969
(331,100)

-

(15,517)

$ 630,073
$ (340,257)
$ 28,910
$ (17,204)
Closing
Balance
$ 9,527

52,968

184,271

237,558
$ 421,829
$ 109,590

99,828

11,058
$ 220,476
(Concluded)
Closing
Balance
$ 24,387

32,070

31,820

10,232

39,661

138,170

163,352
$ 301,522
(Continued)

Deferred tax assets
Temporary differences
Loss of allowance for
inventories

Exchange differences
on foreign operations
Defined benefit
obligations
Allowance for bad debt
Others

Loss carryforwards

  • 59 -
Opening
Balance
Recognized
in Profit or
Loss
Recognized
in Other
Compre-
hensive
Income
Exchange
Differences
Deferred tax liabilities
Temporary differences
Investment income
abroad
$ 81,170 $ 1,640 $ - $ -
Land revaluation
increment tax

99,828

-

-

-

$ 180,998
$ 1,640
$ -
$ -

Unrecognized deferred tax asset items
December
2018
Loss carryforwards
Expiry in 2021
$ 158
Opening
Balance
Recognized
in Profit or
Loss
Recognized
in Other
Compre-
hensive
Income
Exchange
Differences
Deferred tax liabilities
Temporary differences
Investment income
abroad
$ 81,170 $ 1,640 $ - $ -
Land revaluation
increment tax

99,828

-

-

-

$ 180,998
$ 1,640
$ -
$ -

Unrecognized deferred tax asset items
December
2018
Loss carryforwards
Expiry in 2021
$ 158
Opening
Balance
Recognized
in Profit or
Loss
Recognized
in Other
Compre-
hensive
Income
Exchange
Differences
Deferred tax liabilities
Temporary differences
Investment income
abroad
$ 81,170 $ 1,640 $ - $ -
Land revaluation
increment tax

99,828

-

-

-

$ 180,998
$ 1,640
$ -
$ -

Unrecognized deferred tax asset items
December
2018
Loss carryforwards
Expiry in 2021
$ 158
Opening
Balance
Recognized
in Profit or
Loss
Recognized
in Other
Compre-
hensive
Income
Exchange
Differences
Deferred tax liabilities
Temporary differences
Investment income
abroad
$ 81,170 $ 1,640 $ - $ -
Land revaluation
increment tax

99,828

-

-

-

$ 180,998
$ 1,640
$ -
$ -

Unrecognized deferred tax asset items
December
2018
Loss carryforwards
Expiry in 2021
$ 158

Closing
Balance
$ 82,810

99,828
$ 182,638
(Concluded)
31
$
2018
$ 158
2017
$ 158
  • e. Unrecognized deferred tax asset items

  • f. Information about unused loss carryforwards

As of December 31, 2018, unused loss carryforwards comprised of:

Unused Amount Unused Amount Expiry Year
$ 169 2019
112,530 2020
94,507 2021
32,260 2022
710,766 2023
$ 950,232
  • g. Information about unrecognized deferred income tax liabilities associated with investments

As of December 31, 2018 and 2017, the taxable temporary differences associated with investments in subsidiaries for which no deferred tax liabilities have been recognized were $1,780,000 thousand and $1,450,000 thousand, respectively.

  • h. Domestic income tax assessments
Assessment Year
The Company 2016
TUI 2016
WCI 2017
UVC 2016
  • 60 -

30. EARNINGS PER SHARE

Unit: NT$ Per Share


Basic earnings per share
Diluted earnings per share
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **

2018
$ 0.59

$ 0.59
2017
$ 1.87
$ 1.86

The weighted average number of shares outstanding used for the earnings per share computation was adjusted retroactively for the issuance of bonus shares on July 22, 2018. The basic and diluted earnings per share adjusted retrospectively for the year ended December 31, 2017 are as follows:

Unit: NT$ Per Share

Before After
Retrospective
Retrospective
Adjustment Adjustment
Basic earnings per share $ 2.02 $
1.87
Diluted earnings per share $ 2.01 $
1.86
Net Profit for the Year
For the Year Ended December 31
2018 2017
Earnings used in the computation of basic and diluted earnings per
share $ 753,610 $ 2,342,413
The weighted average number of ordinary shares outstanding (in thousand shares) is as follows:

Weighted average number of ordinary shares used in the
computation of basic earnings per share
Effect of potentially dilutive ordinary shares
Employees’ compensation

Weighted average number of ordinary shares used in the
computation of diluted earnings per share
For the Year Ended For the Year Ended December 31


2018
1,270,602

1,421

1,272,023
2017
1,254,510

2,487
1,256,997

If the Company offered to settle the compensation or bonuses paid to employees in cash or shares, the Company assumed that the entire amount of the compensation or bonuses will be settled in shares, and the resulting potential shares were included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.

  • 61 -

31. SHARE-BASED PAYMENT ARRANGEMENTS

Employees of the Company were transferred 3,200 thousand shares, 10,000 thousand shares and 10,000 thousand shares in 2018 according to the treasury stock transfer regulation of the Company by $11.1, $9.6, $8.0, respectively. The total compensation cost recognized is $149,860 thousand.

Employees of the Company were transferred 5,217 thousand shares in 2017 according to the treasury stock transfer regulation of the Company by $10.2. The total compensation cost recognized is $32,345 thousand.

32. GOVERNMENT GRANTS

  • a. In 2018 and 2017, the Group received government grants of $91,977 thousand and $105,626 thousand in mainland China, respectively. The grants were immediate financial supports based on investment agreements.

  • b. In 2017, the Group received an air pollution prevention grant of RMB2,972 thousand from mainland China government. The government grant was initially recognized as long-term deferred income, then transferred to other income based on the depreciation of the relevant assets.

In 2018 and 2017, the long-term deferred income of $1,304 thousand and $1,633 thousand was transferred to other income, respectively.

As of December 31, 2018 and 2017, the balances of the deferred income were $10,398 thousand and $11,884 thousand, respectively.

  • c. In 2017, 2016 and 2014, the Group received government grants of RMB20,000 thousand, RMB3,250 thousand and RMB26,400 thousand in mainland China, respectively. The grants were special subsidy of Panjin City, Liaoning Province of mainland China, and development of strategic emerging industries of Sichuan Province. The government grants were initially recognized as long-term deferred income. After the construction of related assets is completed, the government grants transferred to other income based on the depreciation of the assets.

In 2018 and 2017, the long-term deferred income of $12,038 thousand and $4,956 thousand was transferred to other income, respectively.

As of December 31, 2018 and 2017, the balances of the deferred income were $205,462 thousand and $221,121 thousand, respecti vely.

33. OPERATING LEASE ARRANGEMENTS

  • a. The Group as lessee

Operating leases relate to leases of building and storage, re-signing all operating lease contracts every two years.

The Group paid refundable deposits under the operating lease contracts as of December 31, 2018 and 2017 were $5,812 thousand and $5,944 thousand respectively (refer to note 36).

  • 62 -

The future minimum lease payments of non-cancellable operating lease commitments were as follows:

Not later than 1 year
Later than 1 year and not later than 5 years
December 31
2018
$ 22,899

2,245
$ 25,144
2017
$ 27,418

1,700
$ 29,118

b. The Group as lessor

Operating leases relate to leasing of partial of land and building, with lease terms between 1 to 10 years. All operating lease contracts contain market review clauses in the event that the lessees exercise their options to renew.

The Group received guarantee deposits under the operating lease contracts were $12,152 thousand and $4,602 thousand, respectively (refer to note 36).

The future minimum lease collection of non-cancellable operating leases commitments were as follows:

Not later than 1 year

Later than 1 year and not later than 5 years
Later than 5 years

December 31 December 31


2018
$ 66,942

246,287
248,815

$ 562,044
2017
$ 28,732
70,097

38,450
$ 137,279

34. CAPITAL MANAGEMENT

The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximizing the return to stakeholders through the optimization of the debt and equity balance. It was estimated that the Group’s overall strategy remains unchanged in the short term.

The capital structure of the Group consists of net liability (total liability offset by cash and cash equivalents and financial assets at amortized cost) and net asset (total asset offset by cash and cash equivalents and financial assets at amortized cost).

Key management personnel of the Group review the capital structure on a quarterly basis. As part of this review, the key management personnel consider the cost of capital and the risks associated with each class of capital. Based on recommendations of the key management personnel, in order to balance the overall capital structure, the Group may adjust the amount of dividends policy and the amount of new debt issued or existing debt redeemed.

The Group has a target net liability ratio of 50% determined as the proportion of net debt to asset.

  • 63 -

Net Liability Ratio

The net liability ratio at end of the reporting period was as follows:

Liability

Cash and cash equivalents (note)

Net liability

Asset

Cash and cash equivalents (note)

Net asset

Net liability to net asset ratio
December 31 December 31






2018
$ 25,995,786

(4,939,625)

$ 21,056,161

$ 45,769,849

(4,939,625)

$ 40,830,224


52%
2017
$ 23,746,073

(6,484,966)
$ 17,261,107
$ 45,009,979

(6,484,966)
$ 38,525,013

45%

Note: Cash and cash equivalents including financial assets at amortized cost and debt investments with no active market.

35. FINANCIAL INSTRUMENTS

  • a. Fair value of financial instruments not measured at fair value

The management considers that the carrying amounts of financial assets and financial liabilities recognized in the consolidated financial statements approximate their fair values.

  • b. Fair value of financial instruments measured at fair value on a recurring basis

  • 1) Fair value hierarchy

December 31, 2018

Financial assets at FVTPL
Mutual funds

Financial assets at FVTOCI
Investments in equity
instruments at
FVTOCI
Domestic listed shares
and emerging
market shares

Domestic unlisted
shares
Foreign unlisted shares
Level 1
$ 47,431

$ 5,611,779
-

-

$ 5,611,779
Level 2
$ -

$ -

-

-

$ -
Level 3
$ -

$ -

456,528

28,082

$ 484,610
Total
$ 47,431
$ 5,611,779

456,528

28,082
$ 6,096,389
  • 64 -

December 31, 2017

Available-for-sale Financial
assets
Equity securities
domestic listed shares
Mutual funds


Financial liabilities at
FVTPL
Cross currency swap
contract
Level 1
$ 6,721,932

17,287

$ 6,739,219

$ -
Level 2
$ -

-

$ -

$ 18,729
Level 3
$ -

-

$ -

$ -
Total
$ 6,721,932

17,287
$ 6,739,219
$ 18,729

There are no transition between Levels 1 and 2 in 2018 and 2017.

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

For the year ended December 31, 2018

Financial Assets
Balance at January 1, 2018

Recognized in other comprehensive income (included in unrealized gain (loss)
on financial assets at FVTOCI)
Purchases
Capital reduction
Net exchange differences

Balance at December 31, 2018
Financial Assets
at FVTOCI
Equity
Instruments
$ 561,755
(86,916)
49,987
(40,790)

574
$ 484,610
  • 3) Valuation techniques and inputs applied for Level 2 fair value measurement
Financial Instruments
Derivatives - cross currency
swap contracts
Valuation Techniques and Inputs
According to the valuation reports provides by financial
institutions, the valuation technique is discounted cash flows.
Future cash flows are estimated based on observable LIBOR
rates at the end of the reporting period and contract forward
rates, discounted at a rate that reflects the credit risk of
various counterparties.
  • 4) Valuation techniques and inputs applied for Level 3 fair value measurement

The fair values of unlisted equity securities - ROC were determined using the asset approach. The approach is mainly utilizes to evaluate venture capital company. In this approach, it takes the net asset value measured at the fair value into account. The others adopts market approach, which mainly evaluate the fair value of market transaction price and market conditions of similar targets that are subject to investment.

  • 65 -

c. Categories of financial instruments

Financial assets
Financial assets at FVTPL
Mandatorily classified as at FVTPL

Loans and receivables (1)
Available-for-sale financial assets (2)
Financial assets at amortized cost (3)
Equity instruments at FVTOCI
Financial liabilities
Financial liabilities at FVTPL
Held for trading
Financial liabilities at amortized cost (4)
December 31
2018
2017
$ 47,431 $ -
-
10,110,894
-
7,165,567
9,191,307
-
6,096,389
-
-
18,729
24,372,863
22,105,724
  • 1) The balances included loans and receivables measured at amortized cost, which comprise cash and cash equivalents, debt investments with no active market, notes receivable, trade receivables, other receivables and refundable deposits.

  • 2) The balances included the carrying amount of available-for-sale financial assets measured at cost.

  • 3) The balances included financial assets at amortized cost, which comprise cash and cash equivalents, debt investments, notes receivable, trade receivables, other receivables and refundable deposits.

  • 4) The balances included financial liabilities at amortized cost, which comprise short-term and long-term loans, short-term bills payable, notes payable, trade payable, other payables, bonds issued, long-term borrowings and guarantee deposits received.

  • d. Financial risk management objectives and policies

The Group’s major financial instruments include equity investments, receivables, payables, and borrowings. The Group’s Corporate Treasury function provides services to the business, coordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Group through internal risk reports which analyze exposures by degree and magnitude of risks. These risks include market risk (including foreign currency risk, interest rate risk and other price risk), credit risk and liquidity risk.

1) Market risk

The Group activities exposed it primarily to the financial risks of changes in foreign currency exchange rates and interest rates.

There had been no change to the Group exposure to market risks or the manner in which these risks were managed and measured.

a) Foreign currency risk

Several subsidiaries of the Company had foreign currency sales and purchases, which exposed the Group to foreign currency risk. Approximately 15% of the Group’s sales were denominated in currencies other than the functional currency, whilst almost 30% of costs were denominated in currencies other than the functional currency of the group entity.

  • 66 -

The carrying amounts of the Group’s significant non-functional foreign currency denominated monetary assets and monetary liabilities (including those eliminated on consolidation) at the end of the reporting period are set out in Note 39.

Sensitivity analysis

The Company was mainly exposed to the USD.

The following table details the Group sensitivity to a 3% increase and decrease in New Taiwan dollars and RMB (the functional currency) against USD. 3% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and representing management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis included only outstanding foreign currency denominated monetary items, and adjusts their translation at the end of the reporting period for a 3% change in foreign currency rates. A positive number below indicates an increase in pre-tax profit associated with the New Taiwan dollar and RMB strengthening 3% against USD. For a 3% weakening of the New Taiwan dollar and RMB against USD, there would be an equal and opposite impact on pre-tax profit.


Profit or loss
USD Impact
For the Year Ended December 31
2018
2017
$ 67,059
$ 110,896

This was mainly attributable to the exposure outstanding on USD receivables, payables and borrowings.

The Group’s sensitivity to foreign currency decreased during the current period mainly due to reduction in USD borrowings which resulted in lower amount of net foreign currency liabilities.

b) Interest rate risk

The Group is exposed to interest rate risk because entities in the Group borrow funds at both fixed and floating interest rates. Hedging activities are evaluated regularly to align with interest rate views and defined risk appetite ensuring the most cost-effective hedging strategies are applied.

The carrying amounts of the Group’s financial assets and financial liabilities with exposure to interest rates at the end of the reporting period were as follows:

Fair value interest rate risk
Financial assets

Financial liabilities
Cash flow interest rate risk
Financial liabilities
December 31
2018
2017
$ 409,320 $ 1,100,267
15,860,109
13,281,897
4,126,581
4,913,440

The Group was exposed to fair value interest rate risk in relation to fixed-rate bank borrowings and bonds payable. The risk is managed by the Group by maintaining floating-rate borrowings.

  • 67 -

The Group is also exposed to cash flow interest rate risk in relation to variable-rate bank borrowings. It is the Group’s policy to keep its borrowings at floating interest rates so as to minimize the fair value interest rate risk.

Sensitivity analysis

The sensitivity analysis below was determined based on the Group’s exposure to interest rates for non-derivative instruments at the end of the reporting period. For floating rate liabilities, the analysis was prepared assuming the amount of each liability outstanding at the end of the reporting period was outstanding for the whole year. A 50 basis point increase or decrease was used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in interest rates.

If interest rates had been 50 basis points higher/lower and all other variables were held constant, the Group pre-tax profit for the years ended December 31, 2018 and 2017 would decrease/increase by $20,633 thousand and $24,567 thousand, respectively.

The Group’s sensitivity to interest rates decreased during the current period mainly due to decrease of the amount of variable-rate bank borrowings.

c) Other price risk

The Group was exposed to equity price risk through its investments in mutual funds and equity securities. Equity investments are held for strategic rather than trading purposes, the Group does not actively trade these investments. The Group’s equity price risk is mainly concentrated on strategic investments of domestic equity instruments.

Sensitivity analysis

The sensitivity analysis below was determined based on the exposure to equity price risks at the end of the reporting period.

If equity prices had been 5% higher/lower, post-tax other comprehensive income for the year ended December 31, 2018 would have increased/decreased by $304,819 thousand, as a result of the changes in fair value of financial assets at FVTOCI.

If equity prices had been 5% higher/lower, post-tax other comprehensive income for the year ended December 31, 2017 would have increased/decreased by $336,961 thousand, as a result of the changes in fair value of available-for-sale investments.

The Group’s sensitivity to equity prices decreased because the Group held less equity securities in the current period.

2) Credit risk

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group. As at the end of the reporting period, the Group’s maximum exposure to credit risk which will cause a financial loss to the Group due to discharge an obligation by counterparties of the Group is the carrying amount of the respective recognized financial assets as stated in the balance sheets.

The Company adopted a policy of only dealing with creditworthy counterparties. Before accepting any new clients, the relevant departments perform credit evaluation and internal credit scoring, sales and administration departments assess the potential customers’ credit quality and define credit limit for customer. Limits and scoring attributed to customers are reviewed twice a year.

  • 68 -

Besides, the Group reviews the recoverable amount of each individual trade debt at the end of the reporting to ensure that adequate impairment losses are recognized on irrecoverable amounts.

The Group transacts with a large number of related customers. Apart from the two largest customers, the Group did not have significant credit risk exposure from any single counterparty or any group of counterparties with similar characteristics. Concentration of credit risk to any other counterparty did not exceed 5% of gross monetary assets at any time during 2018 and 2017.

The Group’s concentration of credit risk by geographical locations was mainly mainland China, which accounted for 73% and 72% of total receivables acquired as of December 31, 2018 and 2017, respectively.

3) Liquidity risk

The Group manages liquidity risk by monitoring and maintaining a level of cash and cash equivalents deemed adequate to finance the Group’s operations and mitigate the effects of fluctuations in cash flows. In addition, management monitors the utilization of bank borrowings and ensures compliance with loan covenants.

The Group relies on bank borrowings as a significant source of liquidity. As of December 31, 2018 and 2017, the Group had available unutilized bank loan facilities set out in (b) below.

a) Liquidity and interest risk rate tables for non-derivative financial liabilities

The following table details the Group’s remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The table has been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Group can be required to pay. The table included both interest and principal cash flows. Specifically, bank loans with a repayment on demand clause were included in the earliest time and regardless of the probability of the banks choosing to exercise their rights. The maturity dates for other non-derivative financial liabilities were based on the agreed repayment dates.

Non-derivative Financial Liabilities
December 31, 2018
Non-derivative financial liabilities
Non-interest bearing liabilities

Variable interest rate liabilities
Fixed interest rate liabilities


December 31, 2017
Non-derivative financial liabilities
Non-interest bearing liabilities

Variable interest rate liabilities
Fixed interest rate liabilities

0-3 Months
$ 3,696,495
356,577

1,656,808

$ 5,709,880

$ 3,410,209
-

6,676,305

$ 10,086,514
3 Months to
1 Year
$ 289,997

637,099

2,515,355

$ 3,442,451

$ 69,277

803,520

2,656,949

$ 3,529,746
1-5 Years
$ -

3,132,905

11,687,946
$ 14,820,851
$ -

4,109,920

3,948,643
$ 8,058,563
  • 69 -

b) Financing facilities

Unsecured bank loan facilities
Amount used

Amount unused


Secured bank loan facilities
Amount used

Amount unused

December 31 December 31





2018
$ 13,506,701

25,838,445

$ 39,345,146

$ 502,131

-

$ 502,131
2017
$ 17,896,694

15,698,557
$ 33,595,251
$ 298,643

-
$ 298,643

36. TRANSACTIONS WITH RELATED PARTIES

Balances and transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this note. Details of transactions between the Group and other related parties are disclosed below.

  • a. Related party name and category

Related Party Name Related Party Category Lien Hwa Industrial Corporation (LHIC) With the same chairman Linde Lienhwa Industrial GASES Co., Ltd. (LLIG) Investment accounting for using equity method hold by LHIC Lien Hwa Industrial GASES (Soochow)Co., Ltd. Associates of LLIG (LLIG Soochow) Asia Union Electronic Chemical Corp. (AUECC) Investment accounting for using equity method hold by LLIG Harbinger Venture Management Co., Ltd. (HVMC) With the same chairman Lienhwa United LPG Co., Ltd. (LPG) The Company is its director

  • b. Purchases of goods

Related Party Category/Name
Associate of investors with significant influence over the Group
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2018
$ 51,042
2017
$ 15,038
  • c. Operating lease rental income

Line Item
Related Party Category/Name

Other income
Associate of investors with significant
influence over the Group

AUECC
LPG

For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31




2018
$ 15,910


5,954

$ 21,864
2017
$ 15,910

5,954
$ 21,864
  • 70 -

  • d. Operating lease rental expense


Line Item
Related Party Category/Name

Operating expenses
Investors with significant influence
over the Group

LHIC
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2018
$ 9,658
2017
$ 8,943

The Group collects or pays the rent to the related parties on monthly bases on reference to the local rent level. Please refer to Note 33.

  • e. Service revenue
Line Item
Related Party Category/Name

Other income
Associate of investors with significant
influence over the Group
Investors with significant influence
over the Group
December 31



2018
$ 53

480


$ 533
2017
$ 3,918
480

$ 4,398

Transactions with related parties were made at prices and terms comparable to those that would be obtained in similar transactions with non-related parties.

  • f. Other receivables from related parties (excluding loans to related parties)
Line Item
Related Party Category/Name

Other receivables -
related parties
Associate of investors with significant
influence over the Group
LPG
LLIG
Investors with significant influence
over the Group
Refundable deposits

Line Item
Related Party Category/Name

Other non-current
assets
Investors with significant influence
over the Group
LHIC
December 31
2018
2017

$ 1,609
$ 1,554
492
495
42

42

$ 2,143
$ 2,091
For the Year Ended December 31

2018
$ 1,692
2017
$ 1,824
  • g. Refundable deposits

  • 71 -

h. Payables to related parties


Line Item
Related Party Category/Name

Accounts payable
Associate of investors with significant
influence over the Group
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31

2018
$ 5,186
2017
$ 1,210

i. Guarantee deposits received

Line Item
Related Party Category/Name

Guarantee deposits
received
Associate of investors with significant
influence over the Group
AUECC
December 31

2018
$ 3,315
2017
$ 3,315
  • j. Compensation of key management personnel

The remuneration of directors and other members of key management personnel was as follow:

Short-term employee benefits
Post-employment benefits
Share-based payments
December 31


2018
$ 29,922

368

13,027

$ 43,317
2017
$ 29,431
311

3,100
$ 32,842

The remuneration of directors and key executives was determined by the remuneration committee based on the performance of individuals and market trends.

37. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

The following assets were provided as collateral for bank borrowings, the tariffs of imported raw materials guarantees:

Property, plant and equipment

Shares (recorded as available-for-sale financial assets)
Shares (recorded as financial assets at FVTOCI)
Land use right (recorded as long-term repayments for leases)

December 31 December 31


2018
$ 203,058

-
99,600
860

$ 303,518
2017
$ 234,437
152,000
-
927
$ 387,364
  • 72 -

38. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

In addition to those disclosed in other notes, significant commitments and contingencies of the Group as of December 31, 2018 and 2017 were as follows:

  • a. As of December 31, 2018 and 2017, unused letters of credit for purchases of raw materials, machinery and equipment amounted to approximately $849,186 thousand and $763,682 thousand, respectively.

  • b. Unrecognized commitments were as follows:

Acquisition of raw materials

Acquisition of property, plant and equipment
December 31 December 31

2018
$ 2,264,915

$ 1,332,748
2017
$ 2,291,233
$ 1,263,420
  • c. As of December 31, 2018, the Group provided financial guarantee for either directly or indirectly purchase raw materials or bank loan facilities. The amount of financial guarantee as follow:

  • 1) Taizhou Union Plastics - US$22,000 thousand.

  • 2) UPC Chemicals (Malaysia) - US$45,000 thousand.

  • 3) Panjin Union Logistics - US$11,000 thousand.

  • 4) Nanchong Unicizers - US$25,000 thousand and RMB218,000 thousand.

  • 5) Panjin Union Materials - US$25,000 thousand and RMB100,000 thousand.

  • 6) Panjin Union Chemical - US$45,000 thousand and RMB220,000 thousand.

39. EXCHANGE RATE OF FINANCIAL ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

The Group significant financial assets and liabilities denominated in foreign currencies aggregated by the foreign currencies other than functional currencies and the related exchange rates between foreign currencies and respective functional currencies were as follows:

December 31, 2018

Foreign
Currencies
(In Thousands)
Exchange Rate
Financial assets
Monetary items
USD
$ 5,696
30.715 (USD:NTD)
USD

27,758
6.863 (USD:RMB)
USD

3,175
7.834 (USD:HKD)
MYR

11,242
4.139 (USD:MYR)


Carrying
Amount
$ 174,953

852,587

97,520

83,425
$ 1,208,485
(Continued)
  • 73 -
Foreign
Currencies
(In Thousands)
Exchange Rate

Non-monetary items

Investments accounted for using equity
method

USD
$ 923
30.715 (USD:NTD)

Financial liabilities


Monetary items

USD

13,005
30.715 (USD:NTD)
USD

96,399
6.863 (USD:RMB)
MYR

40,073
4.139 (USD:MYR)



December 31, 2017
Foreign
Currencies
(In Thousands)
Exchange Rate
Financial assets
Monetary items
USD
$ 4,143
29.760 (USD:NTD)
USD

44,539
6.534 (USD:RMB)
USD

3,231
7.817 (USD:HKD)
MYR

12,031
4.062 (USD:MYR)





Non-monetary items

Investments accounted for using equity
method

USD

1,014
29.760 (USD:NTD)

Financial liabilities


Monetary items

USD

16,392
29.760 (USD:NTD)
USD

159,732
6.534 (USD:RMB)
MYR

16,408
4.062 (USD:MYR)


Carrying
Amount
$ 28,350
$ 399,449

2,960,895

297,377
$ 3,657,721
(Concluded)
Carrying
Amount
$ 123,296

1,325,481

96,155

88,144
$ 1,633,076
$ 30,179
$ 487,826

4,753,624

120,212
$ 5,361,662

For the years ended December 31, 2018 and 2017, net foreign exchange gains (losses) were $(255,228) thousand and $287,820 thousand, respectively. It is impractical to disclose net foreign exchange gains (losses) by each significant foreign currency due to the variety of the foreign currency transactions and functional currencies of the group entities.

  • 74 -

40. SEPARATELY DISCLOSED ITEMS

  • a. Information about significant transactions and investees:

  • 1) Financing provided to others (Table 1)

  • 2) Endorsements/guarantees provided (Table 2)

  • 3) Marketable securities held (excluding investments in subsidiaries and associates) (Table 3)

  • 4) Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital (Table 4)

  • 5) Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital (Table 5)

  • 6) Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital (Table 6)

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

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

  • 9) Trading in derivative instruments (Note 7)

  • 10) Intercompany relationships and significant intercompany transactions (Table 9)

  • 11) Information on investees (Table 10)

  • b. Information on investments in mainland China

  • 1) Information on any investee company in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, net income of investees, investment income or loss, carrying amount of the investment at the end of the period, repatriations of investment income, and limit on the amount of investment in the mainland China area (Table 11)

  • 2) Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses:

    • a) The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period (Table 12)

    • b) The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period (Table 12)

    • c) The amount of property transactions and the amount of the resultant gains or losses (None)

    • d) The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes (Note 38 and Table 12)

  • 75 -

  • e) The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to financing of funds (None)

  • f) Other transactions that have a material effect on the profit or loss for the year or on the financial position, such as the rendering or receipt of services (None)

41. SEGMENT INFORMATION

  • a. General information

Information reported to the chief operating decision maker for the purpose of resource allocation and assessment of segment performance focuses on the regions where the Group operates; thus, the reportable segments are as follows:

  • Eastern China - Zhenjiang Union Chemical, Taizhou Union Chemical, Taizhou Union Plastics, Taizhou Union Logistics, Jiangsu Union Logistics, ZhenJiang Union Torch Estate.

  • Southern China - Zhongshan Unicizers, Zhuhai Unicizers, Zhong Shan Union Trading and Guangdong Union Logistics.

  • Northern China - Panjin Union Chemical, Panjin Union Logistics and Panjin Union Materials.

  • Central China - Nanchong Unicizers and Sichung Logistics.

  • Taiwan - The Company, Wei Chen Investment Co., Union Venture Capital Corp. and Taiwan Union International Investment Corporation.

  • Other regions - Union Hong Kong Petrochemicals, Glory Ace, UPC Chemicals (Malaysia) Sdn. Bhd. And other overseas Investment Companies.

  • b. Information of reportable segments


Revenue from external
customers

Inter-segment revenue

Segment revenue

Interest revenue

Finance costs
Significant gains or
losses
Depreciation expenses
Amortization expenses
Segment income (loss)

Asset of segment

Liability of segment
Fo r theyear ended D ecember 31, 2018






Eastern China
$ 32,677,924


1,435,219

$ 34,113,143

$ 122,234

87,196

640,984

51,046
786,896
Southern China
$ 14,575,202


441,653

$ 15,016,855

$ 9,716

72,601
287,554
59,510

213,458
Northern China
$ 4,064,854


1,174,519

$ 5,239,373

$ 4,296

115,460
212,615
57,116

(382,387 )
Central China
Taiwan

$ 2,879,326
$ 4,508,274


561,566

80,901

$ 3,440,892
$ 4,589,175

$ 4,499
$ 787

66,558
127,621
171,965
48,100
22,952
10,377

(221,894 )
280,810
December 31, 2018
Other Regions
Adjustment and
Elimination
$ 2,552,918
$ -


8,194,205
(11,888,063)

$ 10,747,123
$ (11,888,063)

$ 41,744
$ (87,753 )
56,748
(87,753 )
95,107
-
105,650
-
76,727
-
Total
$ 61,258,498

-
$ 61,258,498
$ 95,523

438,431
1,456,325
306,651
753,610

Eastern China
$ 15,846,074

4,768,779
Southern China
$ 6,510,037

3,394,251
Northern China
$ 9,025,533

4,703,391
Central China
Taiwan

$ 3,503,508
$ 35,880,469

1,814,080
14,724,502
Other Regions
Adjustment and
Elimination
$ 5,927,858
$ (30,923,630 )
2,331,704
(5,740,921 )
Total
$ 45,769,849

25,995,786
  • 76 -

Revenue from external
customers
Inter-segment revenue

Segment revenue

Interest revenue

Finance costs
Significant gains or
losses
Depreciation expenses
Amortization expenses
Segment income (loss)

Asset of segment

Liability of segment
F or theyear ended D ecember 31, 2017






Eastern China S
$ 28,188,736


1,031,309

$ 29,220,045

$ 72,654

80,464

631,034

53,826
850,087
outhern China
$ 13,316,059

846,343

$ 14,162,402

$ 8,702

93,262
300,530
38,549

553,187
Northern China
$ 884,277


138,121

$ 1,022,398

$ 1,670

33,264
33,444
25,614

37,411
Central China
Taiwan

$ 2,026,255
$ 4,687,612


698,971

39,402

$ 2,725,226
$ 4,727,014

$ 4,411
$ 919

35,523
103,933
68,638
51,172
11,037
10,659

(4,176 )
854,608
December 31, 2017
Other Regions
Adjustment and
Elimination
$ 1,497,186
$ -


7,199,831
(9,953,977)

$ 8,697,017
$ (9,953,977)

$ 19,618
$ -
23,328
-
36,784
-
9,059
-
51,296
-
Total
$ 50,600,125

-
$ 50,600,125
$ 107,974

369,774
1,121,602
148,744
2,342,413

Eastern China S
$ 15,831,365

5,488,274
outhern China
$ 6,502,943

3,471,943
Northern China
$ 8,059,622

4,240,508
Central China
Taiwan

$ 3,533,409
$ 35,438,798

1,937,567
12,180,207
Other Regions
Adjustment and
Elimination
$ 5,987,810
$ (30,343,968 )
2,648,015
(6,220,441 )
Total
$ 45,009,979

23,746,073
  • c. Revenue from major products and services

The Group’s major products and sales petroleum products, amounted to more than 90%.

d. Geographical information

The Group major operates in mainland China, revenue from continuing operations from external customers by location of operations and information about its non-current assets by location of assets are detailed below.

China

Taiwan
Others

Revenue from External
Customers
For the Year Ended December 31
2018
2017
$ 54,197,306 $ 44,415,327
4,508,274
4,687,612

2,552,918

1,497,186

$ 61,258,498
$ 50,600,125
Non-current Assets Non-current Assets
December 31



2018
$ 15,848,463

1,876,968

1,487,491

$ 19,212,922
2017
$ 15,015,483

1,611,161

1,211,840
$ 17,838,484

Non-current assets includes property, plant and equipment, computer software, long-term prepayments for leases and other non-current assets.

  • e. Information about major customers

No revenue from any individual customer exceeds 10% of the Group’s total revenues for the years ended December 31, 2018 and 2017.

  • 77 -

TABLE 1

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

FINANCING PROVIDED TO OTHERS FOR THE YEAR ENDED DECEMBER 31, 2018 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No. Financing
Company
Counter-Party Financial
Statement Account
Related
Party
Maximum
Balance for the
Period
Ending Balance Amount Actual
Drawn
Interest Rate Nature of
Financing
Transaction
Amount
Reasons for
Financing
Allowance for
Bad Debt
Collateral Collateral Financing
Limits for Each
Borrowing
Company
Financing
Company’s
Total Financing
Amount Limits
Item Value
1 Zhenjiang Union
Chemical
Taizhou Union
Logistics
Nanchong Unicizers
ZhenJiang Union
Torch Estate
Panjin Union
Logistics
Panjin Union
Chemical
Receivable from
related parties
Receivable from
related parties
Receivable from
related parties
Receivable from
related parties
Receivable from
related parties
Yes
Yes
Yes
Yes
Yes
$ 98,457
(RMB 22,000
thousand)
250,617
(RMB 56,000
thousand)
1,029,319
(RMB 230,000
thousand)
89,506
(RMB 20,000
thousand)
537,036
(RMB 120,000
thousand)
$ -
-
626,542
(RMB 140,000
thousand)
-
223,765
(RMB 50,000
thousand)
$ -

-
523,610
(RMB 117,000
thousand)

-
223,765
(RMB 50,000
thousand)
1.75%
4.45%-4.73%
4.45%-4.73%
4.92%
4.63%-4.92%
2
2
2
2
2
$ -
-
-
-
-
Operating capital
Operating capital,
equipment
purchase and
construction
payment
Operating capital
Operating capital,
equipment
purchase and
construction
payment
Operating capital,
equipment
purchase and
construction
payment
$ -
-

-
-
-
-
-
-
-
-
$ -
-
-
-
-
$ 2,089,423
(RMB 466,879
thousand)
(Note 3)

2,089,423
(RMB 466,879
thousand)
(Note 3)

2,089,423
(RMB 466,879
thousand)
(Note 3)

2,089,423
(RMB 466,879
thousand)
(Note 3)

2,089,423
(RMB 466,879
thousand)
(Note 3)
$ 4,178,846
(RMB 933,758
thousand)
(Note 4)
4,178,846
(RMB 933,758
thousand)
(Note 4)
4,178,846
(RMB 933,758
thousand)
(Note 4)
4,178,846
(RMB 933,758
thousand)
(Note 4)
4,178,846
(RMB 933,758
thousand)
(Note 4)
2 Glory Ace Zhongshan Unicizers
Taizhou Union
Chemical
UPC Chemicals
(Malaysia)
Panjin Union
Chemical
Panjin Union
Logistics
Receivable from
related parties
Receivable from
related parties
Receivable from
related parties
Receivable from
related parties
Receivable from
related parties
Yes
Yes
Yes
Yes
Yes
201,389
(RMB 45,000
thousand)
290,895
(RMB 65,000
thousand)
322,508
(US$ 10,500
thousand)
749,879
(RMB 20,000
thousand)
(US$ 21,500
thousand)
92,145
(US$ 3,000
thousand)
-
-
322,508
(US$ 10,500
thousand)
660,373
(US$ 21,500
thousand)
92,145
(US$ 3,000
thousand)

-

-
322,508
(US$ 10,500
thousand)
414,653
(US$ 13,500
thousand)
92,145
(US$ 3,000
thousand)
2.75%-2.82%
-
1.70%-3.65%
2.34%-3.34%
2.93%-3.57%
2
2
2
2
2
-
-
-
-
-
Operating capital
Operating capital
Operating capital
Operating capital,
equipment
purchase and
construction
payment
Operating capital,
equipment
purchase and
construction
payment

-

-

-
-
-
-
-
-
-
-
-
-
-
-
-

1,017,276
(US$ 33,120
thousand)
(Note 5)

1,017,276
(US$ 33,120
thousand)
(Note 5)

1,017,276
(US$ 33,120
thousand)
(Note 5)

1,017,276
(US$ 33,120
thousand)
(Note 5)

1,017,276
(US$ 33,120
thousand)
(Note 5)
2,034,552
(US$ 66,240
thousand)
(Note 6)
2,034,552
(US$ 66,240
thousand)
(Note 6)
2,034,552
(US$ 66,240
thousand)
(Note 6)
2,034,552
(US$ 66,240
thousand)
(Note 6)
2,034,552
(US$ 66,240
thousand)
(Note 6)

(Continued)

  • 78 -
No. Financing
Company
Counter-Party Financial
Statement Account
Related
Party
Maximum
Balance for the
Period
Ending Balance Amount Actual
Drawn
Interest Rate Nature of
Financing
Transaction
Amount
Reasons for
Financing
Allowance for
Bad Debt
**Collateral ** **Collateral ** Financing
Limits for Each
Borrowing
Company
Financing
Company’s
Total Financing
Amount Limits
Item Value
3 CHL UPC Chemicals
(Malaysia)
Receivable from
related parties
Yes $ 491,440
(US$ 16,000
thousand)
$ 491,440
(US$ 16,000
thousand)
$ 491,440
(US$ 16,000
thousand)
1.50%-1.85% 2 $ - Operating capital $ - - $ - $ 10,895,288
(US$ 354,722
thousand)
(Note 7)
$ 21,790,576
(US$ 709,444
thousand)
(Note 8)
4 Zhong Shan Union
Trading
Zhuhai Unicizers Receivable from
related parties
Yes 44,753
(RMB 10,000
thousand)
-
-
1.75% 2 - Operating capital
-
- -
143,400
(RMB 32,043
thousand)
(Note 9)
143,400
(RMB 32,043
thousand)
(Note 10)
5 Guangdong Union
Logistics
Zhuhai Unicizers Receivable from
related parties
Yes 67,130
(RMB 15,000
thousand)
67,130
(RMB 15,000
thousand)
67,130
(RMB 15,000
thousand)
1.75%-4.63% 2 - Operating capital
-
- -
149,342
(RMB
33,370
thousand)
(Note 11)
149,342
(RMB
33,370
thousand)
(Note 12)
6 Jiangsu Union
Logistics
ZhenJiang Union
Torch Estate
Panjin Union
Chemical
Receivable from
related parties
Receivable from
related parties
Yes
Yes
84,583
(RMB 18,900
thousand)
84,583
(RMB 19,000
thousand)
-
85,031
(RMB 19,000
thousand)

-
85,031
(RMB 19,000
thousand)
1.75%
4.63%
2
2
-
-
Operating capital
Operating capital,
equipment
purchase and
construction
payment

-
-
-
-
-
-

87,527
(RMB 19,558
thousand)
(Note 13)

87,527
(RMB 19,558
thousand)
(Note 13)
175,054
(RMB 39,116
thousand)
(Note 14)
175,054
(RMB 39,116
thousand)
(Note 14)
7 Taizhou Union
Plastics
Nanchong Unicizers
Panjin Union
Logistics
Panjin Union
Materials
Panjin Union
Chemical
Taizhou Union
Logistics
ZhenJiang Union
Torch Estate
Taizhou Union
Chemical
Receivable from
related parties
Receivable from
related parties
Receivable from
related parties
Receivable from
related parties
Receivable from
related parties
Receivable from
related parties
Receivable from
related parties
Yes
Yes
Yes
Yes
Yes
Yes
Yes
268,518
(RMB 60,000
thousand)
268,518
(RMB 60,000
thousand)
760,801
(RMB 170,000
thousand)
537,036
(RMB 120,000
thousand)
201,389
(RMB 45,000
thousand)
626,542
(RMB 140,000
thousand)
134,259
(RMB 30,000
thousand)
268,518
(RMB 60,000
thousand)
179,012
(RMB 40,000
thousand)
537,036
(RMB 120,000
thousand)
447,530
(RMB 100,000
thousand)
179,012
(RMB 40,000
thousand)
-
134,259
(RMB 30,000
thousand)
268,518
(RMB 60,000
thousand)
179,012
(RMB 40,000
thousand)
537,036
(RMB 120,000
thousand)
447,530
(RMB 100,000
thousand)
8,951
(RMB
2,000
thousand)

-
-
4.63%-4.68%
4.63%-4.73%
4.63%-4.73%
4.63%-4.73%
4.63%
-
-
2
2
2
2
2
2
2
-
-
-
-
-
-
-
Operating capital,
equipment
purchase and
construction
payment
Operating capital,
equipment
purchase and
construction
payment
Operating capital,
equipment
purchase and
construction
payment
Operating capital,
equipment
purchase and
construction
payment
Operating capital
Operating capital
Operating capital
-
-
-
-

-

-

-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

1,975,597
(RMB 441,445
thousand)
(Note 15)

1,975,597
(RMB 441,445
thousand)
(Note15)

1,975,597
(RMB 441,445
thousand)
(Note 15)

1,975,597
(RMB 441,445
thousand)
(Note 15)

1,975,597
(RMB 441,445
thousand)
(Note 15)

1,975,597
(RMB 441,445
thousand)
(Note 15)

1,975,597
(RMB 441,445
thousand)
(Note 15)
3,951,195
(RMB 882,889
thousand)
(Note 16)
3,951,195
(RMB 882,889
thousand)
(Note 16)
3,951,195
(RMB 882,889
thousand)
(Note 16)
3,951,195
(RMB 882,889
thousand)
(Note 16)
3,951,195
(RMB 882,889
thousand)
(Note 16)
3,951,195
(RMB 882,889
thousand)
(Note 16)
3,951,195
(RMB 882,889
thousand)
(Note 16)

(Continued)

  • 79 -
No. Financing
Company
Counter-Party Financial
Statement Account
Related
Party
Maximum
Balance for the
Period
Ending Balance Amount Actual
Drawn
Interest Rate Nature of
Financing
Transaction
Amount
Reasons for
Financing
Allowance for
Bad Debt
**Collateral ** **Collateral ** Financing
Limits for Each
Borrowing
Company
Financing
Company’s
Total Financing
Amount Limits
Item Value
8 Sichung Logistics Nanchong Unicizers Receivable from
related parties
Yes $ 96,219
(RMB 21,500
thousand)
$ 96,219
(RMB 21,500
thousand)
$ 29,089
(RMB
6,500
thousand)
4.72% 2 $ Operating capital,
equipment
purchase and
construction
payment
- $ - $ 143,194
(RMB 31,997
thousand)
(Note 17)
$ 143,194
(RMB 31,997
thousand)
(Note 18)
9 Union Hong Kong Panjin Union
Logistics
Receivable from
related parties
Yes 92,145
(US$ 3,000
thousand)
62,654
(RMB 14,000
thousand)
- - 2 Operating capital,
equipment
purchase and
construction
payment
- -
172,830
(HK$ 44,078
thousand)
(Note 19)
172,830
(HK$ 44,078
thousand)
(Note 20)
10 Zhuhai Unicizers Zhongshang Unicizers Receivable from
related parties
Yes 179,012
(RMB 40,000
thousand)
134,259
(RMB 30,000
thousand)
- 4.63% 2 Operating capital - -
1,210,078
(RMB 270,391
thousand)
(Note 21)
2,420,156
(RMB 540,781
thousand)
(Note 22)
11 Zhongshang
Unicizers
Zhuhai Unicizers Receivable from
related parties
Yes 134,259
(RMB 30,000
thousand)
134,259
(RMB 30,000
thousand)
- - 2 Operating capital - -
3,240,652
(RMB 724,119
thousand)
(Note 23)
6,481,304
(RMB1,448,239
thousand)
(Note 24)
$ 4,741,692 $ 3,690,418 $ -

Note 1: Zhenjiang Union Chemical fill in 1. Glory Ace fill in 2. CHL fill in 3. Zhong Shan Union Trading fill in 4. Guangdong Union Logistics fill in 5. Jiangsu Union Logistics fill in 6. Taizhou Union Plastics fill in 7. Sichung Logistics fill in 8. Union Hong Kong fill in 9. Zhuhai Unicizers fill in 10. Zhongshan Unicizers fill in 11.

Note 2: The nature of financing as follow:

  • a. Business transaction, fill in 1.

b. The need for short-term financing, fill in 2.

Note 3: Financing limit for each borrower company shall not exceeded 50% of Zhenjiang Union’s Chemical net equity in latest financial statement which were audited or review by accountant.

Note 4: Financing company’s total financing amount limits shall not exceeded 100% of Zhenjiang Union Chemical’s net equity in latest financial statement which were audited or review by accountant.

Note 5: Financing limit for each borrower company shall not exceeded 50% of Glory Ace’s net equity in latest financial statement which were audited or review by accountant.

Note 6: Financing company’s total financing amount limits shall not exceeded 100% of Glory Ace’s net equity in latest financial statement which were audited or review by accountant.

Note 7: Financing limit for each borrower company shall not exceeded 50% of CHL’s net equity in latest financial statement which were audited or review by accountant.

Note 8: Financing company’s total financing amount limits shall not exceeded 100% of CHL’s net equity in latest financial statement which were audited or review by accountant.

Note 9: Financing limit for each borrower company shall not exceeded 100% of Zhong Shan Union Trading’s net equity in latest financial statement which were audited or review by accountant.

Note 10: Financing company’s total financing amount limits shall not exceeded 100% of Zhong Shan Union Trading’s net equity in latest financial statement which were audited or review by accountant.

Note 11: Financing limit for each borrower company shall not exceeded 100% of Guangdong Union Logistics’s net equity in latest financial statement which were audited or review by accountant. Note 12: Financing company’s total financing amount limits shall not exceeded 100% of Guangdong Union Logistics’s net equity in latest financial statement which were audited or review by accountant.

Note 13: Financing limit for each borrower company shall not exceeded 50% of Jiangsu Union Logistics’s net equity in latest financial statement which were audited or review by accountant.

Note 14: Financing company’s total financing amount limits shall not exceeded 100% of Jiangsu Union Logistics’s net equity in latest financial statement which were audited or review by accountant.

Note 15: Financing limit for each borrower company shall not exceeded 50% of Taizhou Union Plastics’s net equity in latest financial statement which were audited or review by accountant.

(Continued)

  • 80 -

(Concluded)

Note 16: Financing company’s total financing amount limits shall not exceeded 100% of Taizhou Union Plastics’s net equity in latest financial statement which were audited or review by accountant.

Note 17: Financing limit for each borrower company shall not exceeded 100% of Sichung Logistics’s net equity in latest financial statement which were audited or review by accountant.

Note 18: Financing company’s total financing amount limits shall not exceeded 100% of Sichung Logistics’s net equity in latest financial statement which were audited or review by accountant.

Note 19: Financing limit for each borrower company shall not exceeded 100% of Union Hong Kong Petrochemicals’s net equity in latest financial statement which were audited or review by accountant. Note 20: Financing company’s total financing amount limits shall not exceeded 100% of Union Hong Kong Petrochemicals’s net equity in latest financial statement which were audited or review by accountant.

Note 21: Financing limit for each borrower company shall not exceeded 50% of Zhuhai Unicizers’s net equity in latest financial statement which were audited or review by accountant.

Note 22: Financing company’s total financing amount limits shall not exceeded 100% of Zhuhai Unicizers’s net equity in latest financial statement which were audited or review by accountant.

Note 23: Financing limit for each borrower company shall not exceeded 50% of Zhongshan Unicizers’s net equity in latest financial statement which were audited or review by accountant.

Note 24: Financing company’s total financing amount limits shall not exceeded 100% of Zhongshan Unicizers’s net equity in latest financial statement which were audited or review by accountant.

  • 81 -

TABLE 2

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

ENDORSEMENTS/GUARANTEES PROVIDED FOR THE YEAR ENDED DECEMBER 31, 2018 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No.
(Note 1)
Endorsement/
Guarantee Provider
Guaranteed Party Guaranteed Party Limit on
Endorsement/
Guarantee
Amount
Provided to
Each Guarantee
Party

Maximum
Balance During
the Period
Ending balance Amount
Actually Drawn
Amount
Endorsed/
Guaranteed by
Collateralized
by properties
Ratio of
Accumulated
Endorsement/
Guarantee to
Net Equity in
Latest Financial
**Statements **

Maximum
Endorsement/
Guarantee
Amount
Allowable
Guarantee
Provided by
Parent
Company
Guarantee
Provided by a
Subsidiaries
Guarantee
Provided to
subsidiaries in
Mainland China
Name Nature of
Relationship
(Note 2)
0 The Company Glory Ace
Taizhou Union Plastics
Nanchong Unicizers
UPC Chemicals
(Malaysia)
Panjin Union Materials
b.
c.
c.
c.
c.
$ 10,408,897
(Note 3)
$ 767,875
(US$ 25,000
thousand)
675,730
(US$ 22,000
thousand)
2,214,667
(US$ 40,000
thousand
and
EUR
297
thousand
and
RMB 218,000
thousand)
1,689,325
(US$ 55,000
thousand)
1,231,246
(US$ 25,000
thousand
and
EUR
450
thousand
and
RMB 100,000
thousand)
$ -
675,730
(US$ 22,000
thousand)
1,743,490
(US$ 25,000
thousand
and
RMB 218,000
thousand)
1,382,175
(US$ 45,000
thousand)
1,215,405
(US$ 25,000
thousand
and
RMB 100,000
thousand)
$ -
253,657
(US$ 8,258
thousand)
980,172
(US$ 10,000
thousand
and
RMB 150,386
thousand)
284,202
(MYR
12
thousand
and
US$ 9,250
thousand)
399,295
(US$ 13,000
thousand)
$ -
-
-
-
-
-
3.25%
8.38%
6.64%
5.84%
$ 31,226,691
(Note 3)
Y
Y
Y
Y
Y
N
N
N
N
N
N
Y
Y
N
Y

(Continued)

  • 82 -
No.
(Note 1)
Endorsement/
Guarantee Provider
Guaranteed Party Guaranteed Party Limit on
Endorsement/
Guarantee
Amount
Provided to
Each Guarantee
Party

Maximum
Balance During
the Period
Ending balance Amount
Actually Drawn
Amount
Endorsed/
Guaranteed by
Collateralized
by properties
Ratio of
Accumulated
Endorsement/
Guarantee to
Net Equity in
Latest Financial
**Statements **

Maximum
Endorsement/
Guarantee
Amount
Allowable
Guarantee
Provided by
Parent
Company
Guarantee
Provided by a
Subsidiaries
Guarantee
Provided to
subsidiaries in
Mainland China
Name Relationship
Panjin Union Logistics
Panjin Union Chemical
c.
c.
$ 798,590
(US$ 26,000
thousand)
2,684,460
(US$ 55,000
thousand
and
EUR
300
thousand
and
RMB 220,000
thousand)
$ 337,865
(US$ 11,000
thousand)
2,366,741
(US$ 45,000
thousand
and
RMB 220,000
thousand)
$ 276,435
(US$ 9,000
thousand)
948,289
(US$ 24,656
thousand
and
RMB 42,694
thousand)
$ -
-
1.62%
11.37%
Y
Y
N
N
Y
Y
1 Zhongshan Unicizers Nanchong Unicizers
Panjin Union Chemical
Panjin Union Materials
b.
b.
c.
$ 3,240,652
(Note 3)
1,790,120
(RMB 400,000
thousand)
458,718
(RMB 102,500
thousand)
223,765
(RMB 50,000
thousand)
1,790,120
(RMB 400,000
thousand)
223,765
(RMB 50,000
thousand)
223,765
(RMB 50,000
thousand)
268,518
(RMB 60,000
thousand)
223,765
(RMB 50,000
thousand)
134,259
(RMB 30,000
thousand)
-
-
-
27.62%
3.45%
3.45%
$ 9,721,956
(Note 3)
Y
Y
N
N
N
N
Y
Y
Y

Note 1: The Company fill in 0.Zhongshan Unicizers fill in 1.

Note 2: Relationships between the endorser/guarantor and the party being endorsed/guarantee are as follow:

  • a. A company that the Corporation has business relationship with.

  • b. The Company owns directly or indirectly over 50% ownership of the subsidiary.

  • c. The Company that owns directly or indirectly hold over 50% ownership of the invested company.

  • d. In between companies that were held over 90% of voting shares directly and indirectly by an entity.

  • e. The Corporation is required to provide guarantees or endorsements for the construction project based on the construction contract.

f. Shareholder of the investee provides endorsements/guarantees to the Company in proportion to their shareholding percentages.

g. According to Consumer Protection ACT, companies in the same industry enter into collateral performance guarantees for pre-construction home sales agreements.

Note 3: The limit of total amount endorsed shall not exceeding 150% of the Company and Zhongshan Unicizers’s net equity in latest financial statement which are audited or review by accountant; the limit of amount endorsed of each borrower shall not exceeding 50% of the Company and Zhongshan Unicizers’s net equity in latest financial statement which are audited or review by accountant.

(Concluded)

  • 83 -

TABLE 3

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

MARKETABLE SECURITIES HELD DECEMBER 31, 2018

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Holding Company Name Type and Name of Marketable Securities
(Note 1)
Relationship with the
Company (Note 2)
Financial Statement Account December 31, 2018 December 31, 2018 Note
Shares/Unit Carrying
Amount
Percentage of
Ownership (%)
Fair Value
The Company
UVC
Inno Strategy
WCI
Domestic listed shares
Lien Hwa Industrial Corporation
MiTAC Holdings Corporation
Taita Chemical Company, Limited
Domestic unlisted shares
Lienhwa United LPG
Harbinger Venture Capital Corp.
Harbinger VI Venture Capital Corp.
Domestic listed shares
HEP TECH CO., LTD.
U.D. ELECTRONIC CORP.
ACTi Corporation
Domestic unlisted shares
Harbinger III Venture Capital Corp.
Harbinger VI Venture Capital Corp.
Harbinger VII Venture Capital Corp.
Harbinger VIII Venture Capital Corp.
Taiwan Mobile Communication INC.
Mercury Electronic
Visco Vision Inc.
Green Rich Technology Co., Ltd
Mutual funds
Capital Money Market Fund
Foreign unlisted shares
Turning Point Therapeutics, Inc.
Domestic unlisted shares
Lien Yung Investment Corporation
Tong Da Investment Corporation
With the same chairman

The Company is its director
With the same chairman
The Company is its director
Financial assets at FVTOCI - noncurrent
















Financial assets at FVTPL - current
Financial assets at FVTOCI - noncurrent
Financial assets at FVTOCI - noncurrent
101,836
77,486
793
4,923
345
4,648
18
19
517
15
1,069
10,000
2,738
447
306
133
35
2,944
246
9,217
4,848
$ 3,019,433
1,910,042
7,903
56,070
3,406
56,753
271
516
4,184
430
13,053
100,300
27,375
2,426
3,008
3,495
-
47,431
23,036
90,974
87,266
9.68
8.27
0.24
17.29
3.35
13.28
0.06
0.03
1.39
15.00
3.05
9.39
13.90
1.10
1.24
0.25
0.35
0.25
19.99
19.99
$ 3,019,433
1,910,042
7,903
56,070
3,406
56,753
271
516
4,184
430
13,053
100,300
27,375
2,426
3,008
3,495
-
47,431
23,036
90,974
87,266

(Continued)

  • 84 -
Holding Company Name Type and Name of Marketable Securities
(Note 1)
Relationship with the
Company (Note 2)
Financial Statement Account December 31, 2018 December 31, 2018 Note
Shares/Unit Carrying
Amount
Percentage of
Ownership (%)
Fair Value
TUI
CHL
Domestic unlisted shares
Getac Technology Corporation
Asia Polymer Corporation
Taita Chemical Company, Limited
Domestic unlisted shares
Taiwan VCM Corporation
Harbinger Venture Management Co., Ltd.
Mitac Incorporated
Foreign unlisted shares
Budworth
With the same chairman
Financial assets at FVTOCI - current


Financial assets at FVTOCI - noncurrent


1,987
20,933
29,951
11
863
728
192
$ 79,877
274,220
298,313
54
11,918
17,020
5,046
0.34
3.78
9.14
-
19.99
0.22
3.33
$ 79,877
274,220
298,313
54
11,918
17,020
5,046

Note 1: The definition of marketable securities the table mentioned are shares, mutual funds and the items derived from above which are under IFRS 9 “Financial Instruments”.

Note 2: For issuers of financial instruments which are not related parties, can skip the column.

Note 3: Those which are measured at fair value, please fill in the column of carrying amount with the amount that is after valuation and after deducting allowance; for those who are not measured at fair value, please fill in the column of carrying amount with amortised cost.

Note 4: For the information on investments in subsidiaries and associates, refer to Table 10 and Table 11 for details.

(Concluded)

  • 85 -

TABLE 4

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

MARKETABLE SECURITIES ACQUIRED AND DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2018 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Company Name Marketable Securities
Type And Name
Financial Statement
Account
Counter-party Nature of
Relationship
Beginning Balance Beginning Balance Acquisition Acquisition Disposal Disposal Share of Profit
and Loss
Evaluation of
Change in
Profit and Loss
**Ending ** Balance
Share/Unit Amount Share/Unit Amount Share/Unit Amount Carrying
Amount
Gain (Loss) on
**Disposal **

Share/Unit
Amount
The Company
CHL
Goldendust
Pagerise
Zhongshan Unicizers
Shares
CHL
Shares
Goldendust
Shares
Pagerise
Investment certificate
Zhongshan Unicizers
Investment certificate
Panjin Union Logistics
Investment certificate
Panjin Union Chemical
Investment certificate
Nanchong Unicizers
Investment accounted for
using equity method
Investment accounted for
using equity method
Investment accounted for
using equity method
Investment accounted for
using equity method
Investment accounted for
using equity method
Investment accounted for
using equity method
Investment accounted for
using equity method
Amount of the original
contribution
Amount of the original
contribution
Amount of the original
contribution
Amount of the original
contribution
Amount of the original
contribution
Amount of the original
contribution
Amount of the original
contribution
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
366,294
54,148
17,000
(Note 3)
(Note 3)
(Note 3)
(Note 3)
$ 20,117,099
6,487,829
620,537
5,598,702
620,537
738,403
591,646

50,010

33,060

15,000

(Note 3)

(Note 3)

(Note 3)

(Note 3)
$ 1,476,340
975,354
443,370
975,354
443,370
505,697
327,861

-

-

-

-

-

-

-
$ -
-
-
-
-
-
-
$ -

-

-

-

-

-

-
$ -
-
-
-
-
-
-
$ 411,477

(8,049 )

(4,008 )

(31,235 )

(4,008 )

(152,859 )

(115,861 )
$ (336,997 )
(Note 1)

(229,948 )
(Note 2)

(27,669 )
(Note 2)

(121,270 )
(Note 2)

(27,669 )
(Note 2)

(33,672 )
(Note 2)

(17,712 )
(Note 2)
$ 416,304
87,208
32,000
(Note 3)
(Note 3)
(Note 3)
(Note 3)
$ 21,667,919
7,225,186
1,032,230
6,421,551
1,032,230
1,057,569
785,934

Note 1: Recognition of the exchange differences on translating the financial statements of foreign operations $(335,131) thousand and Gain (loss) on financial assets at fair value through other comprehensive income $(1,866) thousand.

Note 2: Recognition of the exchange differences on translating the financial statements of foreign operations.

Note 3: Limited company.

  • 86 -

TABLE 5

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

ACQUISITION OF INDIVIDUAL REAL ESTATE AT COSTS OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2018

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Buyer Property Event Date Transaction
Amount
Payment
Status
Counterparty Relationship Information on Previous Title Transfer If Counterparty Is
A Related Party
Information on Previous Title Transfer If Counterparty Is
A Related Party
Information on Previous Title Transfer If Counterparty Is
A Related Party
Information on Previous Title Transfer If Counterparty Is
A Related Party
Pricing
Reference
Purpose of
Acquisition
Other Terms
Property
Owner
Relationship Transaction
Date
Amount
Zhenjiang Union
Chemical
Building at Yinshan
North Road,
Zhenjiang New
District, Jiangsu
Province
2018.3.16 $ 104,042 According to
the contract
ZhenJiang Union
Torch Estate
Subsidiary Not applicable Not applicable Not applicable Not applicable Reference the
valuation report
and the
condition of
market

For long-term
operation
None
  • 87 -

TABLE 6

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

DISPOSAL OF INDIVIDUAL REAL ESTATE AT PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2018

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Seller Property Event Date Original
Acquisition
Date
Carrying
Amount
Transaction
Amount
Collection Gain (Loss)
on Disposal
Counterparty Relationship Purpose of
Disposal
Price Reference Other Terms
ZhenJiang Union Torch
Estate
Building at Yinshan North
Road, Zhenjiang New
District, Jiangsu Province

2018.3.16
2012.4.27 $ 104,042 $ 104,042 According to the
contract
$ - Zhenjiang Union
Chemical
Parent For long-term
operation
Reference the
valuation report
and the
condition of
market

None
  • 88 -

TABLE 7

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2018

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Buyer/seller Related Party Relationship Transaction Details Transaction Details Abnormal Transaction Abnormal Transaction Notes/Accounts Receivable
(Payable)
Notes/Accounts Receivable
(Payable)
Note
Purchase/
Sale
Amount % of Total Payment Terms Unit Price Payment Terms Ending Balance % of Total
Glory Ace
ZhenJiang Union Torch Estate
Taizhou Union Chemical
Zhuhai Unicizers
Panjin Union Chemical
Nanchong Unicizers
UPC Chemicals (Malaysia)
The Company
Zhongshan Unicizers
Taizhou Union Chemical
The Company
Zhongshan Unicizers
Taizhou Union Chemical
Zhuhai Unicizers
Zhenjiang Union Chemical
UPC Chemicals (Malaysia)
Zhenjiang Union Chemical
Zhenjiang Union Chemical
Nanchong Unicizers
Panjin Union Chemical
The Company
Zhenjiang Union Chemical
Zhuhai Unicizers
Zhenjiang Union Chemical
Taizhou Union Chemical
Glory Ace
Glory Ace
Glory Ace
Entity that the Company
direct or indirect
investment in
















Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Purchase
Purchase
Purchase
$ (166,095)
(794,597)
(4,131,977)
(1,148,722)
(216,455)
(1,466,204)
(451,828)
(105,506)
(144,556)
(142,462)
(137,026)
(176,435)
(593,963)
(429,458)
(120,689)
166,095
794,597
4,131,977
(2.08)
(9.93)
(51.64)
(14.36)
(2.71)
(18.33)
(100.00)
(1.19)
(1.63)
(1.60)
(1.42)
(3.69)
(12.42)
(12.77)
(4.40)
3.84
17.41
41.52
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
Pay and receive according to the
contract
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
$ -
93,948
582,489
32,169
45,189
594,344
-
-
-
39,487
16,012
20,821
107,005
-
-
-
(93,948)
(582,489)
-
6.97
43.21
2.39
3.35
44.09
-
-
-
5.33
1.37
6.44
33.09
-
-
-
(33.76)
(92.10)
(Continued)
  • 89 -
Buyer/seller Related Party Relationship Transaction Details Transaction Details Abnormal Transaction Abnormal Transaction Notes/Accounts Receivable
(Payable)
Notes/Accounts Receivable
(Payable)
Note
Purchase/
Sale
Amount % of Total Payment Terms Unit Price Payment Terms Ending Balance % of Total
Zhuhai Unicizers
Zhenjiang Union Chemical
UPC Chemicals (Malaysia)
Zhenjiang Union Chemical
Panjin Union Chemical
Nanchong Unicizers
The Company
Zhenjiang Union Chemical
Zhuhai Unicizers
Zhenjiang Union Chemical
Taizhou Union Chemical
Glory Ace
Glory Ace
Glory Ace
ZhenJiang Union Torch Estate
Taizhou Union Chemical
Taizhou Union Chemical
Taizhou Union Chemical
Zhuhai Unicizers
Panjin Union Chemical
Panjin Union Chemical
Nanchong Unicizers
UPC Chemicals (Malaysia)
Entity that the Company
direct or indirect
investment in










Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
Purchase
$ 1,148,722
216,455
1,466,204
451,828
105,506
142,462
144,556
137,026
176,435
593,963
429,458
120,689
12.31
1.46
51.29
3.05
0.71
3.64
4.94
3.17
1.19
6.36
2.90
1.21
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
Pay and receive according to the
contract
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
120 days in principle, and adjust
depends on the situation
$ (32,169)
(45,189)
(594,344)
-
-
(39,487)
-
(16,012)
(20,821)
(107,005)
-
-
(2.95)
(6.18)
(87.55)
-
-
(32.10)
-
(3.04)
(2.85)
(9.81)
-
-

(Concluded)

  • 90 -

TABLE 8

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL DECEMBER 31, 2018

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Company Name Related Party Relationship Ending Balance
(Note 1)
Turnover
Rate
Overdue Overdue Amount
Received in
Subsequent
Period (Note)
Allowance for
Impairment
Loss
Amount Actions Taken
CHL
Glory Ace
Zhenjiang Union Chemical
Taizhou Union Plastics
Panjin Union Chemical
UPC Chemicals (Malaysia)
Taizhou Union Chemical
UPC Chemicals (Malaysia)
Panjin Union Chemical
UPC Chemicals (Malaysia)
ZhenJiang Union Torch Estate
Panjin Union Chemical
Panjin Union Chemical
Panjin Union Materials
Panjin Union Logistics
Nanchong Unicizers
Zhuhai Unicizers
Entity that the Company direct or
indirect investment in










Other receivables
$ 499,117
Accounts receivable
582,489
Accounts receivable
594,344
Other receivables
415,879
Other receivables
323,960
Other receivables
523,610
Other receivables
223,767
Other receivables
447,530
Other receivables
537,036
Other receivables
179,012
Other receivables
268,518
Accounts receivable
107,005
4.97
3.74
11.10
$ -
-
-
-
-
-
-
-
-
-
-
-
$ -
409,067
259,865
-
-
-
-
-
-
-
-
193,915
$ -
-
-
-
-
-
-
-
-
-
-
-

Note: It was the amount received as of March 4, 2019.

  • 91 -

TABLE 9

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 2018

(In Thousands of New Taiwan Dollars)

No.
(Note 1)

Company Name
Counterparty Relationship (Note 2) Transaction Details
Financial Statement
Accounts
Amount
(Notes 4 and 5)
Payment Terms % of Total
Sales or Total
Assets
(Note 3)
0 The Company Zhenjiang Union Chemical
Zhong Shan Union Trading
Zhuhai Unicizers
Zhongshan Unicizers
Zhongshan Unicizers
a.
a.
a.
a.
a.
Sales
Sales
Sales
Trade receivable -
related parties
Sales
$ 15,147
6,506
47,481
8,177
11,564
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
-
-
-
1 Glory Ace Zhongshan Unicizers
Zhongshan Unicizers
Taizhou Union Chemical
Taizhou Union Chemical
Zhuhai Unicizers Industrial
Zhuhai Unicizers Industrial
UPC Chemicals (Malaysia)
UPC Chemicals (Malaysia)
UPC Chemicals (Malaysia)
UPC Chemicals (Malaysia)
Panjin Union Logistics
Panjin Union Chemical
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
Sales
Trade receivable -
related parties
Sales
Trade receivable -
related parties
Sales
Trade receivable -
related parties
Other receivables -
related parties
Trade receivable -
related parties
Sales
Other revenue
Other receivables -
related parties
Other receivables -
related parties
794,597
93,948
4,131,977
582,489
1,148,722
32,169
323,960
594,344
1,466,204
9,001
92,474
415,879
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
1
-
7
1
2
-
1
1
2
-
-
1

(Continued)

  • 92 -
No.
(Note 1)

Company Name
Counterparty Relationship (Note 2) Transaction Details
Financial Statement
Accounts
Amount Payment Terms % of Total
Sales or Total
Assets
(Note 3)
Panjin Union Chemical
Panjin Union Chemical
The Company
Zhenjiang Union Chemical
Zhenjiang Union Chemical
c.
c.
b.
c.
c.
Sales
Other revenue
Sales
Sales
Trade receivable -
related parties
$ 65,387
15,536
164,039
216,455
45,189
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
-
-
-
2 Zhongshan Unicizers Zhuhai Unicizers
Glory Ace
Zhenjiang Union Chemical
Taizhou Union Chemical
c.
c.
c.
c.
Other revenue
Other receivables -
related parties
Sales
Other revenue
22,155
8,220
26,705
57,894
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
-
-
3 Taizhou Union Chemical Nanchong Unicizers
Taizhou Union Plastics
Taizhou Union Plastics
Taizhou Union Plastics
Panjin Union Chemical
Panjin Union Chemical
Zhenjiang Union Chemical
The Company
Taizhou Union Logistics
c.
c.
c.
c.
c.
c.
c.
b.
c.
Sales
Other revenue
Other operating revenue
Other receivables -
related parties
Trade receivable -
related parties
Sales
Sales
Sales
Other revenue
144,556
194,442

75,942
27,363
39,487
142,462
105,506
15,179
5,879
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
-
-
-
-
-
-
-
4 Union Hong Kong Zhuhai Unicizers
Zhenjiang Union Chemical
c.
c.
Other receivables -
related parties
Other receivables -
related parties
15,081
22,326
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
(Continued)
  • 93 -
No.
(Note 1)

Company Name
Counterparty Relationship (Note 2) Transaction Details
Financial Statement
Accounts
Amount Payment Terms % of Total
Sales or Total
Assets
(Note 3)
5 Panjin Union Chemical Zhongshan Unicizers
Zhongshan Unicizers
Zhuhai Unicizers
Zhuhai Unicizers
Zhuhai Unicizers
Panjin Union Materials
Panjin Union Materials
The Company
The Company
Zhenjiang Union Chemical
Zhenjiang Union Chemical
Nanchong Unicizers
c.
c.
c.
c.
c.
c.
c.
b.
b.
c.
c.
c.
Sales
Other revenue
Trade receivable -
related parties
Sales
Other revenue
Other receivables -
related parties
Other revenue
Trade receivable -
related parties
Sales
Trade receivable -
related parties
Sales
Sales
$ 86,841
8,701
107,005
593,963
16,885
19,106
85,375
16,105
91,815
20,821
176,435
40,389
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
-
1
-
-
-
-
-
-
-
-
6 Panjin Union Logistics Panjin Union Chemical
Panjin Union Chemical
Panjin Union Materials
Panjin Union Materials
c.
c.
c.
c.
Trade receivable -
related parties
Other operating revenue
Trade receivable -
related parties
Other operating revenue
29,603

160,539
6,038

24,652
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
-
-
7 Taizhou Union Logistics Taizhou Union Plastics
Taizhou Union Plastics
Taizhou Union Chemical
Taizhou Union Chemical
c.
c.
c.
c.
Trade receivable -
related parties
Other operating revenue
Trade receivable -
related parties
Other operating revenue
6,140

60,947
7,018

75,989
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
-
-
(Continued)
  • 94 -
No.
(Note 1)

Company Name
Counterparty Relationship (Note 2) Transaction Details
Financial Statement
Accounts
Amount Payment Terms % of Total
Sales or Total
Assets
(Note 3)
8 Taizhou Union Plastics Nanchong Unicizers
Nanchong Unicizers
Taizhou Union Logistics
Taizhou Union Chemical
Taizhou Union Chemical
Zhenjiang Union Chemical
Panjin Union Chemical
Panjin Union Chemical
Panjin Union Logistics
Panjin Union Materials
c.
c.
c.
c.
c.
c.
c.
c.
c.
c.
Other receivables -
related parties
Other revenue
Other receivables -
related parties
Sales
Other revenue
Sales
Other receivables -
related parties
Other revenue
Other receivables -
related parties
Other receivables -
related parties
$ 268,518
5,673
8,951
9,040
8,425
21,019
447,530
9,910
179,012
537,036
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
-
-
-
-
1
-
-
1
9 Constant UPC Chemicals (Malaysia)
UPC Chemicals (Malaysia)
Glory Ace
c.
c.
c.
Other receivables -
related parties
Other revenue
Other revenue
499,117
6,826
20,089
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
1
-
-
10 Sichung Logistics Nanchong Unicizers
Nanchong Unicizers
Nanchong Unicizers
c.
c.
c.
Trade receivable -
related parties
Other receivable -
related parties
Other operating revenue
15,201
29,089

76,574
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
-
11 Guangdong Union Logistics Zhuhai Unicizers
Zhuhai Unicizers
Zhuhai Unicizers
Zhongshan Unicizers
Zhongshan Unicizers
c.
c.
c.
c.
c.
Trades receivable -
related parties
Other operating revenue
Other receivables -
related parties
Other operating revenue
Trade receivable -
related parties
23,575

144,590
67,130

54,478
6,087
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
-
-
-
(Continued)
  • 95 -
No.
(Note 1)

Company Name
Counterparty Relationship (Note 2) Transaction Details
Financial Statement
Accounts
Amount Payment Terms % of Total
Sales or Total
Assets
(Note 3)
12 Jiangsu Union Logistics Taizhou Union Chemical
Taizhou Union Plastics
Zhenjiang Union Chemical
Zhenjiang Union Chemical
Panjin Union Chemical
c.
c.
c.
c.
c.
Other operating revenue
Other operating revenue
Other operating revenue
Trade receivable -
related parties
Other receivables -
related parties

$ 44,084

16,309

105,387
9,050
85,031
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
-
-
-
13 Zhuhai Unicizers Glory Ace
Panjin Union Chemical
Panjin Union Chemical
Zhongshan Unicizers
Zhongshan Unicizers
Zhongshan Unicizers
Zhongshan Unicizers
The Company
The Company
Taizhou Union Chemical
c.
c.
c.
c.
c.
c.
c.
b.
b.
c.
Other receivables -
related parties
Trade receivable -
related parties
Sales
Sales
Other operating revenue
Trade receivable -
related parties
Other revenue
Trade receivable -
related parties
Sales
Other revenue
11,810
38,981
34,240
14,725

8,375
6,874
209,724
16,012
137,026
121,518
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
-
-
-
-
-
-
-
-
14 Zhenjiang Union Chemical Zhongshan Unicizers
The Company
Zhuhai Unicizers
Panjin Union Materials
Panjin Union Chemical
Panjin Union Chemical
ZhenJiang Union Torch Estate
c.
b.
c.
c.
c.
c.
c.
Sales
Sales
Sales
Sales
Other receivables -
related parties
Other revenue
Other receivables -
related parties
35,899
29,483
75,552
10,000
223,767
14,859
523,610
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
-
-
-
-
1
(Continued)
  • 96 -
No.
(Note 1)

Company Name
Counterparty Relationship (Note 2) Transaction Details
Financial Statement
Accounts
Amount Payment Terms % of Total
Sales or Total
Assets
(Note 3)
ZhenJiang Union Torch Estate
Taizhou Union Chemical
Taizhou Union Plastics
Nanchong Unicizers
c.
c.
c.
c.
Other revenue
Other revenue
Other revenue
Other revenue
$ 6,190
45,717
13,877
8,419
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
-
-
15 ZhenJiang Union Torch Estate Zhenjiang Union Chemical c. Sales 451,828 The terms of transaction are the same as general
business practices
1
16 Nanchong Unicizers Zhuhai Unicizers
Zhuhai Unicizers
Zhenjiang Union Chemical
Panjin Union Chemical
c.
c.
c.
c.
Trade receivable -
related parties
Sales
Sales
Sales
17,454
42,644
429,458
12,890
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
1
-
17 UPC Chemicals (Malaysia) Panjin Union Chemical
Panjin Union Chemical
Taizhou Union Chemical
Zhenjiang Union Chemical
c.
c.
c.
c.
Trade receivable -
related parties
Sales
Sales
Sales
18,162
17,828
120,689
67,426
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
The terms of transaction are the same as general
business practices
-
-
-
-

Note 1: The Business information between the Company and subsidiaries should be indicated in the number field, the method of filling in the number is as follows:

  • a. Parent fill in 0.

  • b. Subsidiaries fill from 1 respectively.

Note 2: The relationships with the counterparty includes three types as follow:

  • a. Parent to subsidiary.

  • b. Subsidiary to parent.

  • c. Between subsidiaries.

  • Note 3: The calculation of transaction percentage as follow: For balance sheet accounts, calculate by how much the ending balance account consolidated asset for; for income statement accounts, calculate by how much the accumulated amount account consolidated revenue for.

  • Note 4: The transaction amount’s threshold of disclosure is above NT$5,000 thousand.

Note 5: It has been written off when preparing consolidated financial report.

(Concluded)

  • 97 -

TABLE 10

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

INFORMATION ON INVESTEES FOR THE YEAR ENDED DECEMBER 31, 2018 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Investor Company Investee Company Location Main Businesses and
Products
Original Investment Amount Original Investment Amount As of December 31, 2018 December 31, 2018 Net Income
(Loss) of the
Investee
Share of Profit
(Loss)
Note
December 31,
2018
December 31,
2017
Number of
Shares
% Carrying
Amount
The Company
CHL
CHL
Glory Ace
UVC
WCI
TUI
Star Bright
Goldendust
Natural
Magic Props
Pure Fantasy
Modern Vantage
Charmon
Linkhope
Reachworld
Daywinn
Dragonoble
Pagerise
Greaterise
Granfaith
Faithouse
Prestige Spring
Union Hong Kong
Harbinger Ruyi
Tortola, British Virgin Islands
Tortola, British Virgin Islands
Tiding Blvd., Taipei City
Nangang Rd., Taipei City
Minsheng E. Rd., Taipei City
Tortola, British Virgin Islands















Tsimshatsui Kowloon, Hong
Kong
Tortola, British Virgin Islands
Investment
Trading
Investment
Investment
Investment
Investment















Trading
Investment
$ 12,687,238
1,674,649
250,013
160,000
453,525
1,348
2,725,625
3,278,180
919,533
217,544
763,540
972,950
88,755
87,960
711,773
1,212,783
965,857
1,241,535
922,434
150,500
592,436
181,145
30,465
$ 11,210,898

1,674,649

250,013

160,000

453,525

1,348

1,750,271

3,278,180

919,533

217,544

763,540

972,950

88,755

87,960

711,773

1,177,892

522,487

1,241,535

899,709

150,500

592,436

181,145

30,465

416,304

50,605

22,701

16,000

73,500

51

87,208

105,400

28,140

6,331

25,334

31,637

3,000

3,000

23,380

40,670

32,000

40,000

30,351

5,000

18,234

44,585

1,000
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
28.57
$ 21,667,919
2,096,514
258,444
211,953
911,508
350,960
7,225,186
3,078,930
1,929,474
440,400
589,551
1,023,762
194,789
163,309
1,058,862
1,009,779
1,032,230
1,216,256
751,127
148,721
616,121
164,052
28,350
$ 411,477

60,820

28,774

24,014

7,989

8,563

(8,049 )

442,176

37,836

13,808

28,287

26,805

20,107

14,228

152,067

(146,865 )

(4,008 )

(78,653 )

(111,318 )

5,287

15,442

(3,334 )

(2,146 )
$ 411,477

60,820

28,774

24,014

7,989



















Subsidiary





Second-tier
subsidiary
















Subsidiary’s
investee
company
under the
equity
method

(Continued)

  • 98 -
Investor Company Investee Company Location Main Businesses and
Products
Original Investment Amount Original Investment Amount **As of ** December 31, 2018 December 31, 2018 Net Income
(Loss) of the
Investee
Share of Profit
(Loss)
Note
December 31,
2018
December 31,
2017
Number of
Shares
% Carrying
Amount
UVC
Star Bright
Prestige Spring
Inno Strategy
Logical Path LTD
UPC Chemicals
(Malaysia)
Tortola, British Virgin Islands
Tsimshatsui Kowloon, Hong
Kong
Selangor, Malaysia
Investment
Investment
Produces and sells
DEHP and PA
$ 56,202
37
592,436
$ 56,202

37

592,436

1,703

10

75,500
100.00
100.00
100.00
$ 39,671
350,952
616,121
$ 502

8,563

15,442





Second-tier
subsidiary
Third-tier
subsidiary
Third-tier
subsidiary
Note:
Please refer to Table 11 for information of investees of mainland China.
(Concluded)
  • 99 -

TABLE 11

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

INFORMATION ON INVESTMENTS IN MAINLAND CHINA FOR THE YEAR ENDED DECEMBER 31, 2018 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Investor Company Investee Company Main Businesses
and Products
Total Amount of
Paid-in Capital
Method of
Investment
(Note 1)
Accumulated
Outflow of
Investment from
Taiwan as of
January 1, 2018
Investment Flows Investment Flows Accumulated
Outflow of
Investment from
Taiwan as of
December 31, 2018
Percentage
of
Ownership
Net Income (Loss)
of the Investee
Company
Share of
Profits/Losses
(Note 2)
Carrying Amount
as of December 31,
2018
Accumulated
Inflow Remittance
of Earning as of
December 31, 2018
Outflow Inflow
Goldendust
Zhongshan Unicizers,
Logical, Goldendust
and Magic Props
Zhongshan Unicizers,
Logical, Pure Fantasy
and Goldendust
Zhongshan Unicizers
Charmon and Zhongshan
Unicizers
Modern Vantage
Natural and Daywinn
Linkhope
Reachworld
Dragonoble and
Zhongshan Unicizers
Zhenjiang Union
Chemical
Pagerise
Greaterise
Zhongshan Unicizers
Zhenjiang Union
Chemical
Zhuhai Unicizers
Zhong Shan Union
Trading
Taizhou Union Chemical
Taizhou Union Logistics
Taizhou Union Plastics
Jiangsu Union Logistics
Guangdong Union
Logistics
Panjin Union Chemical
ZhenJiang Union Torch
Estate
Panjin Union Logistics
Panjin Union Materials
Manufacturing and
selling of DEHP
and PA
Manufacturing and
selling of DEHP
and PA
Manufacturing and
selling of DEHP,
PA and MA
Trading
Manufacturing and
selling of DEHP
and PA
Warehousing and
storage services
Manufacturing and
selling of PVC
Logistics
Logistics
Manufacturing and
selling of DEHP
and PA
Real Estate
Management
Warehousing and
storage services
Manufacturing and
selling of MA and
related derivatives
US$ 96,080
thousand
US$ 77,340
thousand
US$ 35,500
thousand
(Note 6)
US$ 63,400
thousand
US$ 23,700
thousand
US$ 128,780
thousand
3,000
thousand
US$ 3,000
thousand
US$ 83,000
thousand
RMB 60,000
thousand
US$ 32,000
thousand
US$ 40,000
thousand
b.
b.
b.
b.
b.
b.
b.
b.
b.
b.
c.
b.
b.
$ 1,164,107
543,823
-
-
466,785
648,157
3,068,081
88,755
87,960
1,177,892
-
522,487
1,241,535
$ 975,354
-
-
-
-
-
-
-
-
34,891
-
443,370
-
$ -
-
-
-
-
-
-
-
-
-
-
-
-
$ 2,139,461
543,823
-
-
466,785
648,157
3,068,081
88,755
87,960
1,212,783
-
965,857
1,241,535
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
$ (31,235)
90,539
69,124
372
53,717
28,287
594,243
20,107
14,228
(299,724)
(5,638)
(4,008)
(78,653)
$ (31,235)
b.2)
90,539
b.2)
69,124
b.2)
372
b.2)
53,717
b.2)
28,287
b.2)
594,243
b.2)
20,107
b.2)
14,228
b.2)
(299,724)
b.2)
(5,638)
b.2)
(4,008)
b.2)
(78,653)
b.2)
$ 6,421,551
4,117,941
2,378,521
-
2,037,260
589,550
4,137,791
194,789
163,306
2,073,673
261,098
1,032,230
1,216,256
$ -
-
-
-
-
-
-
-
-
-
-
-
-
(Continued)
  • 100 -
Investor Company Investee Company Investee Company Main Businesses
and Products
Total Amount of
Paid-in Capital
Total Amount of
Paid-in Capital
Method of
Investment
(Note 1)
Accumulated
Outflow of
Investment from
Taiwan as of
January 1, 2018
Investment Flows Investment Flows Accumulated
Outflow of
Investment from
Taiwan as of
December 31, 2018
Percentage
of
Ownership
Net Income (Loss)
of the Investee
Company
Share of
Profits/Losses
(Note 2)
Carrying Amount
as of December 31,
2018
Accumulated
Inflow Remittance
of Earning as of
December 31, 2018
Outflow Inflow
Granfaith and Zhongshan
Unicizers
Faithouse
Nanchong Unicizers
Sichung Logistics
Manufacturing and
selling of DEHP
and PA
Logistics
US$ 62,000
thousand
US$ 5,000
thousand
b.
b.
$ 899,709
-
$ 22,725
-
$ -
-
$ 922,434
-
100.00
100.00
$ (227,179)
5,286
$ 227,179)
b.2)
5,286
b.2)
$ 1,541,052
148,382
$ -
-
Accumulated Outward Remittance for
Investment in Mainland China as of
December 31, 2018
Investment Amount Authorized by
Investment Commission, MOEA
Upper Limit on the Amount of Investment
Stipulated by Investment Commission,
MOEA
$11,385,631
(Note 3)
$14,160,159
(US$461,017.7 thousand)
(Note 4)
(Note 5)
  • Note 1. The investment types are as follows:

  • a. Direct investment in Mainland China.

  • b. Indirect investment in Mainland China through a subsidiary in a third place (refer to the table above for investment entity in the third place).

  • c. Others-Zhenjiang Union Chemical investment directly.

Note 2. In the column of investment income or loss as of December 31, 2018:

  • a. If there is no investment income or loss yet result from preparation, please indicate.

  • b. The basis of recognition of investment income or loss as follow:

  • 1) Financial statements that were audited by international CPA firms which cooperative with CPA firms in R.O.C.

  • 2) Financial statements that were audited by the CPA of Parent in Taiwan.

  • 3) Others: financial statements that were not audited by the CPA.

Note 3. Excluded (1) the investment amount of $934,394 thousand due to the remittance of funds from Taiwan outward to regions of mainland China in the prior years, and the investor company liquidates after the end of operation; (2) Investment of $3,502,208 thousand that is remittance of company-owned funds from the third place to regions of mainland China

  • Note 4. Converted to NTD by exchange rate of US$1 NT$30.715 on December 31, 2018.

Note 5. As the Company has obtained the certificate of being qualified for operating headquarters issued by Industrial Development Bureau on Oct. 2018, the upper limit on investment in mainland China is not applicable.

Note 6. Zhongshan Unicizers has merged Zhong Shan Union Trading at May 31, 2018.

(Concluded)

  • 101 -

TABLE 12

UPC TECHNOLOGY CORP. AND SUBSIDIARIES

SIGNIFICANT TRANSACTIONS WITH INVESTEE COMPANIES IN MAINLAND CHINA, EITHER DIRECTLY OR INDIRECTLY THROUGH A THIRD PARTY, AND THEIR PRICES, PAYMENT TERMS, AND UNREALIZED GAINS OR LOSSES

FOR THE YEAR ENDED DECEMBER 31, 2018

(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

  1. Transaction of sales
Price and Payment Terms
Investee Company
Activities in the Third Area
Comparison with Normal Transactions
Zhong Shan Union Trading
-
The terms of transaction are the same as general business
practices

Zhenjiang Union Chemical
-

Zhuhai Unicizers
-

Zhongshan Unicizers
-
Sales
Unrealized
Price
%
Gain on Sale
$ 6,506
0.14
$ -

15,147
0.33
-
47,481
1.03
-
11,564
0.25
-
Ending Notes/Trade
Receivable
Balance
%
$ -
-
649
0.15
2,576
0.58
8,177
1.85
  1. Transaction of purchase
Price and Payment Terms
Investee Company
Activities in the Third Area
Comparison with Normal Transactions
Taizhou Union Chemical
-
The terms of transaction are the same as general business
practices

Zhuhai Unicizers
-

Zhenjiang Union Chemical
-

Panjin Union Chemical
-

Zhongshan Unicizers
-
Purchases Ending Notes/Trade Payable
Price
%
$ 15,179
0.35
137,026
3.17
29,483
0.68
91,815
2.12
4,467
0.10
Balance
%
$ -
-
16,012
3.04
-
-
16,105
3.06
-
-
  1. Transactions of endorsements/guarantees (refer to Note 38 and Table 2)

  2. 102 -