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URE — Annual Report 2020
Nov 16, 2020
52346_rns_2020-11-16_193dbe30-8518-43de-bbff-0cfb7881eb43.pdf
Annual Report
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Stock Code:3576
UNITED RENEWABLE ENERGY CO., LTD.
Parent Company Only Financial Statements
With Independent Auditors’ Report For the Years Ended December 31, 2020 and 2019
Address: No.7, Lixing 3rd Road, Hsinchu Science Park, Hsinchu City 30078,Taiwan Telephone: (03)5780011
The independent auditors’ report and the accompanying parent company only financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ report and parent company only financial statements, the Chinese version shall prevail.
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Table of contents
| Contents 1. Cover Page 2. Table of Contents 3. Independent Auditors’ Report 4. Balance Sheets 5. Statements of Comprehensive Income 6. Statements of Changes in Equity 7. Statements of Cash Flows 8. Notes to the Financial Statements (1) Company history (2) Approval date and procedures of the financial statements (3) New standards, amendments and interpretations adopted (4) Summary of significant accounting policies (5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty (6) Explanation of significant accounts (7) Related-party transactions (8) Pledged assets (9) Significant contingent liabilities and unrecognized commitments (10) Losses due to major disasters (11) Subsequent Events (12) Others (13) Other disclosures (a) Information on significant transactions (b) Information on investees (c) Information on investment in mainland China (d) Major shareholders (14) Segment information 9. List of major account titles |
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| 1 2 3 4 5 6 7 8 8 8~9 10~25 25~26 26~56 57~63 64 64 64 65 65~66 66, 68~73 66, 74 66, 75 67 67 76~87 |
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KPMG
台北市110615信義路5段7號68樓(台北101大樓) Telephone 電話 + 886 2 8101 6666 68F., TAIPEI 101 TOWER, No. 7, Sec. 5, Fax 傳真 + 886 2 8101 6667 Xinyi Road, Taipei City 110615, Taiwan (R.O.C.) Internet 網址 home.kpmg/tw
Independent Auditors’ Report
To the Board of Directors of United Renewable Energy Co., Ltd.:
Opinion
We have audited the financial statements of United Renewable Energy Co., Ltd.(“ the Company” ), which comprise the balance sheets as of December 31, 2020, and the statements of comprehensive income, changes in equity and cash flows for the year ended December 31, 2020, and notes to the financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020, and its financial performance and its cash flows for the year ended December 31, 2020 in accordance with Regulations Governing the Preparation of Financial Reports by Securities Issuers.
Basis for Opinion
We conducted our audit in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and the auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Certified Public Accountants Code of Professional Ethics in Republic of China (“the Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of 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 financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Based on our judgment, the key audit matters that should be disclosed in this audit report are as follows:
- Revenue recognition
Please refer to note 4 (p) “ Revenue recognition” for accounting policy and note 6 (v) “ Revenue from contracts with customers” of the parent company only financial statements for further information.
Description of key audit matter:
The Company’s revenues are derived from the sales of solar modules and cells. Revenue recognition is also dependent on whether the specified sales terms in each individual contract are met. In consideration of the high volume of sales transactions, revenue recognition is one of the key areas our audit focused on.
KPMG, a Taiwan partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.
3-1
How the matter was addressed in our audit:
Our principal audit procedures included: understanding of revenue recognition policies and assessing whether revenue recognition policies are appropriate based on sales terms and revenue recognition criteria; understanding the design and process of implementation of internal controls and testing operating effectiveness; testing selected sales samples and agreeing to customer orders, delivery note and related documentation supporting sales recognition; testing sales cut-off, on a sample basis, for transactions incurred within a certain period before or after the balance sheet date by reviewing related sales terms, inspecting delivery documents, and other related supporting document to evaluate whether the revenue was recorded in proper period.
2. Assessment of impairment of non-financial assets
Please refer to note 4 (n) “Impairment of non-financial assets” for accounting policy and note 5 “assumptions and judgments, and major sources of estimation uncertainty for impairment of non-financial assets” of the parent company only financial statements for further information.
Description of key audit matter:
The Company belongs to a high capital expenditure industry, and its production capacity relies on the customer needs. However, in an environment where market supply exceeds demand, product prices continue to decline. Therefore, the assessment of long-term non-financial asset impairment is important. The process of asset impairment assessment relies on the subjective judgment of the management. It is an accounting estimate with a high degree of uncertainty. Therefore, the assessment of impairment of non-financial assets is one of the key areas our audit focused on.
How the matter was addressed in our audit:
Our principal audit procedures included: assessing the cash-generating units recognized by the management that might have internal and external signs of impairment, and considering whether all assets that required annual impairment tests have been fully included in the assessment scope; evaluating whether the evaluation method used by the management to measure the recoverable amount of each cash-generating unit complies with the International Financial Reporting Standards, and reviewing its related calculations and various assumptions used, as well as conducting sensitivity analysis on important assumptions.
3. Investment accounted for using the equity method
Please refer to note 4 (i) “ Investment in subsidiaries ” for accounting policy and note 6 (g) “Investment accounted for using the equity method” of the parent company only financial statements for further information.
Description of key audit matter:
The Company invests in the construction of power plants via its subsidiaries, accounted for using the equity method. The assessment of impairment of the subsidiaries’property, plant and equipment, and the evaluation of the power plants under construction are affected by the market environment and government policies, resulting in uncertainties in the recoverability of its non-financial assets. Therefore, the investment accounted for using the equity method is one of the key areas our audit focused on.
3-2
How the matter was addressed in our audit:
Our principal audit procedures included: assessing the policies of investments accounted for using the equity method whether they comply with the government regulations; planning and auditing the 2020 financial reports of the investments accounted for using the equity method in accordance with the regulations of Taiwan Auditing Standards in order to recognize the investment gains and losses under the equity method; performing the abovementioned audit procedures related to the impairment of non-financial assets.
In addition, regarding the evaluation of the power plant under construction, the audit procedures include:
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(a) Obtaining the comparative information of the total budget and actual accumulated expenditures of the projects currently under construction for the long-term equity investment, and understanding the completion progress of each power plant project and additional costs needed to be invested as of the reporting date.
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(b) Reviewing the net realizable value of the power plants under construction as assessed by the management, including whether the evaluation method used complies with the International Financial Reporting Standards; checking the calculation of the net realizable value of the power plants under construction by the management, and evaluating the source of the estimated sales price.
Other Matter
We did not audit the financial statements of the Company as of December 31, 2019. Those financial statements were audited by other auditors who expressed an unqualified opinion with emphasis of matter and other matter paragraphs on those statements dated March 26, 2020.
Responsibilities of Management and Those Charged with Governance for the Financial Statements
Management is responsible for the preparation and fair presentation of the financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’ 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 Company 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 Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s 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 financial statements.
3-3
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:
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Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the 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 auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient and appropriate audit evidence regarding the financial information of the investments accounted for using the equity method to express an opinion on these financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
3-4
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s 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 Cheng-Chien Chen and Yung-Hua Huang.
KPMG
Taipei, Taiwan (Republic of China) March 25, 2021
Notes to Readers
The accompanying parent company only financial statements are intended only to present the statement of financial position, financial performance and cash flows in accordance with the accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such parent company only financial statements are those generally accepted and applied in the Republic of China.
The independent auditors’ audit report and the accompanying parent company only financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ audit report and parent company only financial statements, the Chinese version shall prevail.
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(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) UNITED RENEWABLE ENERGY CO., LTD.
Balance Sheets
December 31, 2020 and 2019
(Expressed in Thousands of New Taiwan Dollars)
| Assets Current assets: 1100 Cash and cash equivalents (note 6(a)) 1110 Financial assets at fair value through profit or loss - current (note 6(b)) 1120 Financial assets at fair value through other comprehensive income - current (note 6(c)) 1140 Contract assets - current (notes 6(v) and 7) 1170 Notes and accounts receivable, net (notes 6(e) and (v)) 1180 Accounts receivable from related parties (notes 6(e) and 7) 1200 Other receivables 1210 Other receivables from related parties (note 7) 130X Inventories (note 6(f)) 1410 Prepayments (notes 7 and 9) 1476 Other financial assets (note 8) 1479 Other current assets Total current assets Non-current assets: 1517 Financial assets at fair value through other comprehensive income - non- current (notes 6(c) and 8) 1535 Financial assets at amortized cost - non-current (note 6(d)) 1550 Investments accounted for using the equity method (notes 6(g) and 8) 1600 Property, plant and equipment (notes 6(h), 7 and 8) 1755 Right-of-use assets (note 6(i)) 1760 Investment property (note 6(j)) 1780 Intangible assets (note 6(k)) 1840 Deferred tax assets (note 6(r)) 1915 Prepayments - non-current (notes 7 and 9) 1920 Refundable deposits 1942 Other receivables from related parties - non-current (note 7) 1990 Other non-current assets (note 8) Total non-current assets Total assets |
December 31, 2020 Amount % $ 3,605,677 13 2,714 - 114,715 - - - 1,815,386 7 155,970 1 19,793 - 403,188 1 1,487,041 6 319,866 1 1,020,807 4 197,833 1 9,142,990 34 249,676 1 140,475 1 4,819,040 18 4,439,234 16 192,327 1 2,741,259 10 1,924 - 622,822 2 1,942,715 7 706,987 3 2,000,162 7 - - 17,856,621 66 $ 26,999,611 100 |
December 31, 2019 Amount % 4,842,610 12 2,392 - 114,414 - 45,940 - 1,461,274 4 391,540 1 292,525 1 566,577 2 2,206,693 6 336,000 1 418,076 1 544,317 1 11,222,358 29 2,323,725 6 149,975 - 8,942,776 23 10,151,154 26 391,844 1 - - 4,234 - 621,087 2 2,140,674 5 847,319 2 2,186,254 6 121,385 - 27,880,427 71 39,102,785 100 Liabilities and Equity Current liabilities: 2100 Short-term borrowings (note 6(l)) 2120 Financial liabilities at fair value through profit or loss - current (note 6(b)) 2130 Contract liabilities - current (notes 6(v) and 7) 2170 Notes and accounts payable 2180 Accounts payable to related parties (note 7) 2280 Lease liability - current (note 6(n)) 2320 Current portion of long-term liabilities (note 6(m)) 2399 Other current liabilities (notes 6(o) and 7) Total current liabilities Non-Current liabilities: 2540 Long-term borrowings (note 6(m)) 2580 Lease liability - non-current (note 6(n)) 2650 Credit balance of investments accounted for using equity method (note 6(g)) 2670 Other non-current liabilities (notes 6(o) and (r)) Total non-current liabilities Total liabilities Equity (note 6(s)) 3110 Ordinary shares 3200 Capital surplus 3350 Accumulated deficit 3400 Other equity 3500 Treasury shares Total equity Total liabilities and equity |
December 31, 2020 | December 31, 2019 Amount % 2,688,848 7 755 - 252,409 1 1,162,458 3 355,607 1 13,077 - 2,412,274 6 1,185,968 3 8,071,396 21 9,443,162 24 384,067 1 264,541 1 217,626 - 10,309,396 26 18,380,792 47 26,653,375 68 118,989 - (6,000,644) (15) (31,028) - (18,699) - 20,721,993 53 39,102,785 100 |
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|---|---|---|---|---|---|
| Amount % |
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| $ 2,320,002 9 5,437 - 261,976 1 1,164,553 4 166,180 1 10,610 - 2,335,756 9 1,591,973 5 7,856,487 29 3,088,571 11 258,841 1 1,279,873 5 258,907 1 4,886,192 18 12,742,679 47 26,650,863 99 7,877 - (11,581,063) (43) (802,046) (3) (18,699) - 14,256,932 53 $ 26,999,611 100 |
See accompanying notes to financial statements.
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(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) UNITED RENEWABLE ENERGY CO., LTD.
Statements of Comprehensive Income
For the years ended December 31, 2020 and 2019
(Expressed in Thousands of New Taiwan Dollars , Except for Earnings Per Common Share)
| 4000 Net operating revenues (notes 6(v) and 7) 5110 Operating costs (notes 6(f)(t), 7 and 12) 5900 Gross loss from operations 5920 Add:Realized profit from sales 5950 Realized gross loss Operating expenses(notes 6(e)(t) and 12): 6100 Selling expenses 6200 General and administrative expenses 6300 Research and development expenses 6450 Impairment loss (reversal of impairment loss) on trade receivable Total operating expense 6500 Other income and expenses Loss from operations Non-operating income and expenses: 7010 Other income (notes 6(x) and 7) 7020 Other gains and losses (notes 6(g)(h) and (x)) 7050 Finance costs (note 6(n)) 7060 Share of gain (loss) of subsidiaries and associates accounted for using equity method (note 6(g)) 7100 Interest income Loss before income tax 7950 Less: income tax expense (note 6(r)) 8200 Net loss 8300 Other comprehensive income: 8310 Items that may not be reclassified subsequently to profit or loss: 8316 Unrealized gain(loss) on investments in equity instruments at fair value through other comprehensive income 8330 Share of other comprehensive income(loss) of subsidiaries accounted for using equity method 8360 Items that may be reclassified subsequently to profit or loss: 8361 Exchange differences on translation of foreign statements 8380 Share of other comprehensive income (loss) of subsidiaries accounted for using equity method 8300 Total other comprehensive income (loss) Total comprehensive loss Loss per share 9750 Basic loss per share (NT dollars) (note 6(u)) |
2020 Amount % $ 10,716,898 100 11,052,705 103 (335,807) (3) 24,147 - (311,660) (3) 321,263 3 775,609 7 154,162 2 (14,875) - 1,236,159 12 (891,547) (8) (2,439,366) (23) 311,704 3 (157,592) (1) (349,226) (3) (3,517,700) (33) 13,165 - (3,699,649) (34) (6,139,015) (57) - - (6,139,015) (57) 125,711 1 (11,966) - (327,526) (3) (46,042) - (259,823) (2) $ (6,398,838) (59) $ (2.31) |
2019 Amount % 14,911,766 100 15,687,440 105 (775,674) (5) 52,618 - (723,056) (5) 765,350 5 878,522 6 161,832 1 (5,598) - 1,800,106 12 (1,132,505) (7) (3,655,667) (24) 208,103 2 (142,958) (1) (553,899) (4) (1,581,970) (11) 40,802 - (2,029,922) (14) (5,685,589) (38) 476 - (5,686,065) (38) 792,673 5 10,748 - (175,050) (1) 209,029 1 837,400 5 (4,848,665) (33) (2.26) |
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See accompanying notes to financial statements.
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(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) UNITED RENEWABLE ENERGY CO., LTD.
Statements of Changes in Equity
For the years ended December 31, 2020 and 2019
(Expressed in Thousands of New Taiwan Dollars)
| Balance at January 1, 2019 Net loss for the year ended December 31, 2019 Other comprehensive income (loss) for the year ended December 31, 2019 Total comprehensive income (loss) for the year ended December 31, 2019 Other changes in capital surplus: Offset of deficit against capital surplus Issuance of new shares Compensation cost of employee shares options Compensation cost of restricted shares for employees Distribution of restricted shares for employees Cancellation of restricted shares for employees Disposal of investments in equity instruments at fair value through other comprehensive income Changes in equity of associates and joint ventures accounted for using equity method Balance at December 31, 2019 Net loss for the year ended December 31, 2020 Other comprehensive income (loss) for the year ended December 31, 2020 Total comprehensive income (loss) for the year ended December 31, 2020 Other changes in capital surplus: Changes in equity of associates and joint ventures accounted for using equity method Offset of deficit against capital surplus Difference between consideration and carrying amount of subsidiaries acquired or disposed Changes in ownership interests in subsidiaries Compensation cost of restricted shares for employees Distribution of restricted shares for employees Cancellation of restricted shares for employees Disposal of investments in equity instruments at fair value through other comprehensive income Adjustments to capital surplus and retained earnings for changes in subsidiaries equity Balance at December 31, 2020 |
Share capital | Capital surplus 1,011,023 - - - (369,468) (522,000) 3,638 333 (4,741) 204 - - 118,989 - - - 7,819 (123,629) - 473 - 1,201 1,429 - 1,595 7,877 |
Accumulated deficits (675,712) (5,686,065) - (5,686,065) 369,468 - - - - - (7,968) (367) (6,000,644) (6,139,015) - (6,139,015) - 123,629 (84,834) - - (1,591) - 522,193 (801) (11,581,063) |
Other equity | Unearned employees benefits (16,586) - - - - - - 8,483 (17,309) 6,998 - - (18,414) - - - - - - - 12,558 (7,560) 6,000 - - (7,416) |
Treasury shares (18,699) - - - - - - - - - - - (18,699) - - - - - - - - - - - - (18,699) |
Total equity | |
|---|---|---|---|---|---|---|---|---|
| Ordinary shares $ 25,157,599 - - - - 1,500,000 - - 22,050 (26,274) - - 26,653,375 - - - - - - - - 7,950 (10,462) - - $ 26,650,863 |
Exchange differences on translation of foreign financial statements (330,085) - 33,979 33,979 - - - - - - - - (296,106) - (373,568) (373,568) - - - - - - - - - (669,674) |
Unrealized gains (loss) on financial assets at fair value through other comprehensive income (527,897) - 803,421 803,421 - - - - - - 7,968 - 283,492 - 113,745 113,745 - - - - - - - (522,193) - (124,956) |
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| 24,599,643 (5,686,065) 837,400 (4,848,665) - 978,000 3,638 8,816 - (19,072) - (367) 20,721,993 (6,139,015) (259,823) (6,398,838) 7,819 - (84,834) 473 12,558 - (3,033) - 794 14,256,932 |
See accompanying notes to financial statements.
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(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) UNITED RENEWABLE ENERGY CO., LTD.
Statements of Cash Flows
For the years ended December 31, 2020 and 2019
(Expressed in Thousands of New Taiwan Dollars)
| Cash flows from operating activities: Loss before income tax Adjustments: Adjustments to reconcile profit (loss): Depreciation expense Amortization expense Expected credit loss (gain) Net loss(gain) on financial assets or liabilities at fair value through profit or loss Finance cost Interest income Dividends income Compensation cost of restricted shares for employees Share of loss of subsidiaries and associates accounted for using equity method Loss (gain) on disposal of property, plant and equipment Loss (gain) on disposal of investments Impairment loss on property, plant and equipment Impairment loss on prepayment Compensation cost of employee shares options Others Total adjustments to reconcile profit (loss) Changes in operating assets and liabilities: Contract assets - current Notes and accounts receivable Accounts receivable from related parties Other receivables Other receivables from related parties Inventory Prepayments (including non-current) Other current assets Contract liabilities - current Notes and accounts payable (including related parties) Provisions Other current liabilities Total changes in operating assets and liabilities Cash inflow generated from (used in) operations Income taxes received (paid) Net cash flows generated from (used in) operating activities Cash flows from investing activities: Acquisition of financial assets at fair value through other comprehensive income Proceeds from disposal of financial assets at fair value through other comprehensive income Proceeds from capital reduction of financial assets at fair value through other comprehensive income Acquisition of investments accounted for using equity method Proceeds from disposal of associates Proceeds from disposal of subsidiaries Proceeds from capital reduction of investments accounted for using equity method Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment Decrease (increase) in refundable deposits Decrease (increase) in other receivables from related parties Decrease (increase) in other financial assets Interest received Dividends received Net cash flows generated from investing activities Cash flows from financing activities: Decrease in short-term loans Decrease in short-term bills payable Repayments of bonds payable Proceeds from long-term borrowings Repayments of long-term borrowings Increase in guarantee deposits received Payment of lease liabilities Proceeds from issuance of ordinary shares Interest paid Net cash used in financing activities Effect of exchange rate changes Net decrease in cash and cash equivalents Cash and cash equivalents at beginning of period Cash and cash equivalents at end of period |
2020 $ (6,139,015) 1,315,807 2,310 (14,875) 4,360 349,226 (13,165) (89,028) 10,826 3,517,700 (188,040) (80,408) 891,547 116,788 - 68,988 5,892,036 45,940 (401,747) 248,106 276,824 217,577 624,694 99,577 345,012 9,567 (78,459) 95,058 313,139 1,795,288 1,548,309 1,472 1,549,781 (48,840) 2,241,455 6,470 (872,430) 705,876 110,746 1,250,081 (25,940) 1,059,800 140,332 - (479,705) 6,136 159,138 4,253,119 (282,273) - - 1,562,610 (7,960,609) 55,779 (25,666) - (335,865) (6,986,024) (53,809) (1,236,933) 4,842,610 $ 3,605,677 |
2019 (5,685,589) 2,217,292 3,864 12,753 (1,637) 553,899 (40,802) (73,953) (301) 1,581,970 12,120 138,117 1,120,558 1,766 3,638 59,966 5,589,250 (32,559) 510,705 164,402 (314,935) 132,985 (436,371) 73,186 60,933 60,102 (435,653) (130,063) (488,695) (835,963) (932,302) (187) (932,489) - - - (634,695) - 150,066 - (213,174) 269,968 (21,724) (74,976) 3,548,462 49,263 114,067 3,187,257 (3,416,844) (79,963) (3,728,400) 12,365,564 (10,243,976) 4,539 (19,196) 978,000 (521,422) (4,661,698) (36,937) (2,443,867) 7,286,477 4,842,610 |
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See accompanying notes to financial statements.
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(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) UNITED RENEWABLE ENERGY CO., LTD.
Notes to the Financial Statements
For the years ended December 31, 2020 and 2019
(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)
(1) Company history
United Renewable Energy Co., Ltd., formerly Neo Solar Power Corp., (the “Company”) was incorporated in the Republic of China on August 26, 2005. It specializes in manufacturing high-quality solar cells, solar cell modules and wafers. The Company’ s main business activities include researching, developing, designing, manufacturing and selling solar cells, as well as participating in other solar-related businesses. Its ordinary shares have been listed on the Taiwan Stock Exchange (TWSE) since January 2009.
On October 1, 2018, the Company merged with former Gintech Energy Corporation (“ Gintech” ) and Solartech Energy Corporation (“Solartech”), with the Company as the sole surviving company. On March 31, 2019, the Company merged with former General Energy Solutions Inc. (GES), with the Company as the surviving company and GES as the dissolved entity.
(2) Approval date and procedures of the financial statements
The parent company only financial statements were approved and released by the Company’s board of directors on March 25, 2021.
(3) New standards, amendments and interpretations adopted:
- (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. (“FSC”) which have already been adopted.
The Company has initially adopted the following new amendments, which do not have a significant impact on its financial statements, from January 1 to December 31, 2020:
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●Amendments to IFRS 3 “Definition of a Business”
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●Amendments to IFRS 9, IAS39 and IFRS7 “Interest Rate Benchmark Reform”
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●Amendments to IAS 1 and IAS 8 “Definition of Material”
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●Amendments to IFRS 16 “COVID-19-Related Rent Concessions”
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(b) The impact of IFRS issued by the FSC but not yet effective
The Company assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2021, would not have a significant impact on its consolidated financial statements:
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●Amendments to IFRS 4 “Extension of the Temporary Exemption from Applying IFRS 9”
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●Amendments to IFRS 9, IAS39, IFRS7, IFRS 4 and IFRS 16 “Interest Rate Benchmark Reform Phase 2”
(Continued)
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UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
- (c) The impact of IFRS issued by IASB but not yet endorsed by the FSC
The following new and amended standards, which may be relevant to the Company, have been issued by the International Accounting Standards Board (IASB), but have yet to be endorsed by the FSC:
| Standards or Interpretations Amendments to IAS 1 “Classification of Liabilities as Current or Non-current” Amendments to IAS 37 “Onerous Contracts-Cost of Fulfilling a Contract” |
Content of amendment Effective date per IASB The amendments aim to promote consistency in applying the requirements by helping companies determine whether, in the statement of balance sheet, debt and other liabilities with an uncertain settlement date should be classified as current (due or potentially due to be settled within one year) or non-current. The amendments include clarifying the classification requirements for debt a company might settle by converting it into equity. January 1, 2023 The amendments clarify that the ‘ costs of fulfilling a contract’ comprises the costs that relate directly to the contract as follows: ●the incremental costs – e.g. direct labor and materials; and ●an allocation of other direct costs – e.g. an allocation of the depreciation charge for an item of property, plant and equipment used in fulfilling the contract. January 1, 2022 |
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The Company is evaluating the impact of its initial adoption of the abovementioned standards or interpretations on its financial position and financial performance. The results thereof will be disclosed when the Company completes its evaluation.
The Company does not expect the following other new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its consolidated financial statements:
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●Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”
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●IFRS 17 “ Insurance Contracts” and amendments to IFRS 17 “ Insurance Contracts”
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●Amendments to IAS 16 “Property, Plant and Equipmentt Proceeds before Intended Use”
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●Annual Improvements to IFRS Standards 2018-2020
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●Amendments to IFRS 3 “Reference to the Conceptual Framework”
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●Amendments to IAS 1 “Disclosure of Accounting Policies”
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●Amendments to IAS 8 “Definition of Accounting Estimates”
(Continued)
10
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(4) Summary of significant accounting policies
The significant accounting policies presented in the parent company only financial statements are summarized as follows. The following accounting policies were applied consistently throughout the periods presented in the parent company only financial statements.
(a) Statement of compliance
The standalone financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
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(b) Basis of preparation
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(i) Basis of measurement
Except for the following significant accounts, the financial statements have been prepared on a historical cost basis:
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1) Financial instruments at fair value through profit or loss are measured at fair value;
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2) Financial assets at fair value through other comprehensive income are measured at fair value;
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(ii) Functional and presentation currency
The functional currency of each Company entity is determined based on the primary economic environment in which the entity operates. The parent company only financial statements are presented in New Taiwan Dollar (NTD), which is the Company’ s functional currency. All financial information presented in NTD has been rounded to the nearest thousand.
(c) Foreign currencies
- (i) Foreign currency transactions
Transactions in foreign currencies are translated into the respective functional currencies of Company entities at the exchange rates at the dates of the transactions. At the end of each subsequent reporting period, monetary items denominated in foreign currencies are translated into the functional currencies using the exchange rate at that date.
Non-monetary items denominated in foreign currencies that are measured at fair value are translated into the functional currencies at the dates when the value was measured. Nonmonetary items denominated in foreign currencies measured at historical cost are translated into the functional currencies at the dates of transaction date.
Exchange differences are generally recognized in profit or loss, except for those differences relating to the following, which are recognized in other comprehensive income:
(Continued)
11
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(ii) Foreign operations
The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into the presentation currency at the exchange rates at the reporting date. The income and expenses of foreign operations are translated into the presentation currency at the average exchange rate. Exchange differences are recognized in other comprehensive income.
When a foreign operation is disposed of such that control, significant influence, or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. When the Company disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount is reattributed to noncontrolling interests. When the Company disposes of only part of its investment in an associate or joint venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.
- (d) Classification of current and non-current assets and liabilities
An asset is classified as current under one of the following criteria, and all other assets are classified as non current.
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(i) It is expected to be realized, or intended to be sold or consumed, in the normal operating cycle;
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(ii) It is held primarily for the purpose of trading;
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(iii) It is expected to be realized within twelve months after the reporting period;
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(iv) The asset is cash or a cash equivalent unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.
A liability is classified as current under one of the following criteria, and all other liabilities
are classified as non current.
An entity shall classify a liability as current when:
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(i) It is expected to be settled in the normal operating cycle;
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(ii) It is held primarily for the purpose of trading;
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(iii) It is due to be settled within twelve months after the reporting period;
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(iv) The Company does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by issuing equity instruments do not affect its classification.
(Continued)
12
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(e) Cash and cash equivalents
Cash comprises cash on hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. Time deposits which meet the above definition and are held for the purpose of meeting shortterm cash commitments rather than for investment or other purposes should be recognized as cash equivalents.
(f) Financial instruments
Trade receivables and debt securities issued are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Company becomes a party to the contractual provisions of the instrument. A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.
(i) Financial assets
All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.
On initial recognition, a financial asset is classified as measured at: amortized cost; Fair value through other comprehensive income; or FVTPL. Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.
1) Financial assets measured at amortized cost
A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:
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‧ it is held within a business model whose objective is to hold assets to collect contractual cash flows;
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‧ its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
These assets are subsequently measured at amortized cost, which is the amount at which the financial asset is measured at initial recognition, plus/minus, the cumulative amortization using the effective interest method, adjusted for any loss allowance. Interest income, foreign exchange gains and losses, as well as impairment, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.
(Continued)
13
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
- 2) Fair value through other comprehensive income (FVOCI )
On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment’ s fair value in other comprehensive income. This election is made on an instrument-by-instrument basis.
Equity investments at FVOCI are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in other comprehensive income and are never reclassified to profit or loss.
Dividend income is recognized in profit or loss on the date on which the Company’s right to receive payment is established (Usually on the ex-dividend date).
- 3) Fair value through profit or loss (FVTPL)
All financial assets not classified as amortized cost or FVOCI described as above are measured at FVTPL, including derivative financial assets. On initial recognition, the Company may irrevocably designate a financial asset, which meets the requirements to be measured at amortized cost or at FVOCI, as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.
These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.
- 4) Impairment of financial assets
The Company recognizes loss allowances for expected credit losses (ECL) on financial assets measured at amortized cost (including cash and cash equivalents, notes and trade receivables, other receivable, leases receivable, guarantee deposit paid and other financial assets).
The Company measures loss allowances at an amount equal to lifetime ECL, except for the following which are measured as 12-month ECL:
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‧ debt securities that are determined to have low credit risk at the reporting date; and
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‧ other debt securities and bank balances for which credit risk (i.e. the risk of default occurring over the expected life of the financial instrument) has not increased significantly since initial recognition.
Loss allowance for trade receivables and contract assets are always measured at an amount equal to lifetime ECL.
Lifetime ECLs are the ECLs that result from all possible default events over the expected life of a financial instrument.
(Continued)
14
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
12-month ECLs are the portion of ECLs that result from default events that are possible within the 12 month after the reporting date (or a shorter period if the expected life of the instrument is less than 12 months).
The maximum period considered when estimating ECLs is the maximum contractual period over which the Company is exposed to credit risk.
When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECL, the Company considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis based on the Company’ s historical experience and informed credit assessment as well as forwardlooking information.
ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e the difference between the cash flows due to the Company in accordance with the contract and the cash flows that the Company expects to receive). ECLs are discounted at the effective interest rate of the financial asset.
Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets.
The gross carrying amount of a financial asset is written off when the Company has no reasonable expectations of recovering a financial asset in its entirety or a portion thereof. For corporate customers, the Company individually makes an assessment with respect to the timing and amount of write-off based on whether there is a reasonable expectation of recovery. The Company expects no significant recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Company’s procedures for recovery of amounts due.
5) Derecognition of financial assets
The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.
- (ii) Financial liabilities and equity instruments
1) Classification of debt or equity
Debt and equity instruments issued by the Company are classified as financial liabilities or equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.
(Continued)
15
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
2) Equity instrument
An equity instrument is any contract that evidences residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued are recognized as the amount of consideration received, less the direct cost of issuing.
3) Treasury shares
When shares recognized as equity are repurchased, the amount of the consideration paid, which includes directly attributable costs, is recognized as a deduction from equity. Repurchased shares are classified as treasury shares. When treasury shares are sold or reissued subsequently, the amount received is recognized as an increase in equity, and the resulting surplus or deficit on the transaction is recognized in capital surplus or retained earnings (if the capital surplus is not sufficient to be written down).
4) Financial liabilities
Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss.
Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.
- 5) Derecognition of financial liabilities
The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled, or expire. The Company also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.
On derecognition of a financial liability, the difference between the carrying amount of a financial liability extinguished and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.
- (iii) Derivative financial instruments and hedge accounting
The Company holds derivative financial instruments to hedge its foreign currency and interest rate exposures. Embedded derivatives are separated from the host contract and accounted for separately if the host contract is not a financial asset and certain criteria are met.
Derivatives are initially measured at fair value. Subsequent to initial recognition, derivatives are measured at fair value, and changes therein are generally recognized in profit or loss.
(Continued)
16
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(g) Inventories
Inventories are measured at the lower of cost and net realizable value. The cost of inventories is based on the weighted-average method and includes expenditure incurred in acquiring the inventories, production or conversion costs, and other costs incurred in bringing them to their present location and condition. In the case of manufactured inventories and work in progress, cost includes an appropriate share of production overheads based on normal operating capacity.
Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.
(h) Investment in associates
Associates are those entities in which the Company has significant influence, but not control or joint control, over their financial and operating policies.
Investments in associates are accounted for using the equity method and are recognized initially at cost. The cost of the investment includes transaction costs. The carrying amount of the investment in associates includes goodwill arising from the acquisition less any accumulated impairment losses.
The parent company only financial statements include the Company’s share of the profit or loss and other comprehensive income of those associates, after adjustments to align their accounting policies with those of the Company, from the date on which significant influence commences until the date on which significant influence ceases. The Company recognizes any changes of its proportionate share in the investee within capital surplus, when an associate’s equity changes due to reasons other than profit and loss or comprehensive income, which did not result in changes in actual significant influence.
Gains and losses resulting from transactions between the Company and an associate are recognized only to the extent of unrelated Company’s interests in the associate. When the Company’s share of losses of an associate equals or exceeds its interests in an associate, it discontinues recognizing its share of further losses. After the recognized interest is reduced to zero, additional losses are provided for, and a liability is recognized, only to the extent that the Company has incurred legal or constructive obligations or made payments on behalf of the associate.
The Company discontinues the use of the equity method and measures the retained interest at fair value from the date when its investment ceases to be an associate. The difference between the fair value of retained interest and proceeds from disposing, and the carrying amount of the investment at the date the equity method was discontinued is recognized in profit or loss. The Company accounts for all the amounts previously recognized in other comprehensive income in relation to that investment on the same basis as would have been required if the associates had directly disposed of the related assets or liabilities. If a gain or loss previously recognized in other comprehensive income would be reclassified to profit or loss (or retained earnings) on the disposal of the related assets or liabilities, the Company reclassifies the gain or loss from equity to profit or loss (as a reclassification adjustment) (or retained earnings) when the equity method is discontinued. If the Company’ s ownership interest in an associate is reduced while it continues to apply the equity method, the Company reclassifies the proportion of the gain or loss that had previously been recognized in other comprehensive income relating to that reduction in ownership interest to profit or loss.
(Continued)
17
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
When the Company subscribes to additional shares in an associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment will differ from the amount of the Company’s proportionate interest in the net assets of the associate. The Company records such a difference as an adjustment to investments, with the corresponding amount charged or credited to capital surplus. The aforesaid adjustment should first be adjusted under capital surplus. If the capital surplus resulting from changes in ownership interest is not sufficient, the remaining difference is debited to retained earnings. If the Company’s ownership interest is reduced due to the additional subscription to the shares of the associate by other investors, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate will be reclassified to profit or loss on the same basis as would be required if the associate had directly disposed of the related assets or liabilities.
(i) Investment in subsidiaries
When preparing the parent company only financial statements, investment in subsidiaries which are controlled by the Company is accounted for using the equity method. Under the equity method, an investment in a subsidiary is initially recognized at cost and adjusted thereafter to recognize the Company’s share of profit or loss and other comprehensive income of the subsidiary as well as the distribution received. The Company also recognized its share in the changes in the equity of subsidiaries. In subsidiaries which are controlled by the Company is accounted for preparing the consolidated statement by each period
Changes in the Company’s ownership interest in a subsidiary that do not result in a loss of control of a subsidiary are equity transactions with owners.
(j) Investment property
Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services, or for administrative purposes. Investment property is measured at cost on initial recognition, and subsequently at cost, less accumulated depreciation and accumulated impairment losses. Depreciation expense is calculated based on the depreciation method, useful life, and residual value which are the same as those adopted for property, plant and equipment.
Any gain or loss on disposal of an investment property (calculated as the difference between the net proceeds from disposal and the carrying amount) is recognized in profit or loss.
Rental income from investment property is recognized as other revenue on a straight-line basis over the term of the lease. Lease incentives granted are recognized as an integral part of the total rental income, over the term of the lease.
(k) Property, plant and equipment
(i) Recognition and measurement
Items of property, plant and equipment are measured at cost, which includes capitalized borrowing costs, less accumulated depreciation and any accumulated impairment losses.
If significant parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.
(Continued)
18
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss.
- (ii) Subsequent expenditure
Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Company.
- (iii) Depreciation
Depreciation is calculated on the cost of an asset less its residual value and is recognized in profit or loss on a straight-line basis over the estimated useful lives of each component of an item of property, plant and equipment.
Land is not depreciated.
The estimated useful lives of property, plant and equipment for current and comparative periods are as follows:
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1) Buildings: 15~21 years
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2) Machinery and equipment: 4~11 years
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3) Other equipment: 3~11 years
Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.
- (iv) Reclassification to investment property
A property is reclassified to investment property at its carrying amount when the use of the property changes from owner-occupied to investment property.
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(l) Leases
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(i) Identifying a lease
At inception of a contract, the Company assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether:
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1) the contract involves the use of an identified asset – this may be specified explicitly or implicitly, and should be physically distinct or represent substantially all of the capacity of a physically distinct asset. If the supplier has a substantive substitution right, then the asset is not identified; and
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2) the customer has the right to obtain substantially all of the economic benefits from use of the asset throughout the period of use; and
(Continued)
19
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
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3) the customer has the right to direct the use of the asset throughout the period of use only if either:
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the customer has the right to direct how and for what purpose the asset is used throughout the period of use; or
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the relevant decisions about how and for what purpose the asset is used are predetermined and:
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- the customer has the right to operate the asset throughout the period of use, without the supplier having the right to change those operating instructions; or
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- the customer designed the asset in a way that predetermines how and for what purpose it will be used throughout the period of use.
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On the lease establishment date or when reassessing whether the contract includes a lease, the Company allocates the consideration in the contract to individual lease components based on the relative individual price. However, when leasing land and buildings, the company chose not to distinguish between non-lease components and treat lease components and non-lease components as a single lease component.
(ii) As a leasee
The Company recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be reliably determined, the Company’s incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.
Lease payments included in the measurement of the lease liability comprise the following:
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- fixed payments, including in-substance fixed payments;
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- variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;
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- amounts expected to be payable under a residual value guarantee; and
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- payments for purchase or termination options that are reasonably certain to be exercised.
(Continued)
20
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
The lease liability is measured at amortized cost using the effective interest method. It is remeasured when:
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- there is a change in future lease payments arising from the change in an index or rate; or
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- there is a change in the Company’s estimate of the amount expected to be payable under a residual value guarantee; or
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- there is a change in the lease term resulting from a change of its assessment on whether it will exercise an option to purchase the underlying asset, or
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- there is a change of its assessment on whether it will exercise a extension or termination option; or
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there is any lease modifications
When the lease liability is remeasured, other than lease modifications, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or in profit and loss if the carrying amount of the right-of-use asset has been reduced to zero.
When the lease liability is remeasured to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease, the Company accounts for the remeasurement of the lease liability by decreasing the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognize in profit or loss any gain or loss relating to the partial or full termination of the lease.
The Company presents right-of-use assets that do not meet the definition of investment and lease liabilities as a separate line item respectively in the statement of financial position.
The Company has selected not to recognize right-of-use assets and lease liabilities for shortterm leases of other equipment and leases of low value lease object. The Company recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.
- (iii) As a leasor
When the Company acts as a lessor, it determines at lease commencement whether each lease is a finance lease or an operating lease. To classify each lease, the Company makes an overall assessment of whether the lease transfers to the lessee substantially all of the risks and rewards of ownership incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then the lease is an operating lease. As part of this assessment, the Company considers certain indicators such as whether the lease is for the major part of the economic life of the asset.
When the Company is an intermediate lessor, it accounts for its interests in the head lease and the sub-lease separately. It assesses the lease classification of a sub-lease with reference to the right-of-use asset arising from the head lease. If a head lease is a short-term lease to which the Company applies the exemption described above, then it classifies the sub-lease as an operating lease.
(Continued)
21
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
If an arrangement contains lease and non-lease components, the Company applies IFRS15 to allocate the consideration in the contract.
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(m) Intangible assets
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(i) Recognition and measurement
Goodwill arising on the acquisition of subsidiaries is measured at cost, less accumulated impairment losses.
Other intangible assets, including customer relationships, patents and trademarks, that are acquired by the Company and have finite useful lives are measured at cost less accumulated amortization and any accumulated impairment losses.
(ii) Subsequent expenditure
Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognized in profit or loss as incurred.
- (iii) Amortization
Amortization is calculated over the cost of the asset, less its residual value, and is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use.
The estimated useful lives for current and comparative periods are 1~4 years
Amortization methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.
(n) Impairment of non-financial assets
At each reporting date, the Company reviews the carrying amounts of its non-financial assets (other than inventories, contract assets, deferred tax assets) to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated.
For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination.
The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU.
An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount. Impairment losses are recognized in profit or loss.
(Continued)
22
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(o) Provisions
A provision is recognized if, as a result of a past event, the Company has a present obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects the current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognized as finance cost.
A provision for warranties is recognized when the underlying products or services are sold, based on historical warranty data and a weighting of all possible outcomes against their associated probabilities.
(p) Revenue from contracts with customers
Revenue is measured based on the consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer. The Company recognizes revenue when it satisfies a performance obligation by transferring control of a good or a service to a customer. The accounting policies for the Company’s main types of revenue are explained below:
(i) Sale of goods
The Company engages in the manufacturing of solar cells and modules. The Company recognizes revenue when control of the products has been transferred, being when the products are delivered to the customer and when the customer obtains control of the promised assets.
The Company provides a standard warranty for sale of goods and bears the obligation to refund defects, in which the Company recognizes a warranty liability provision for this obligation.
A receivable is recognized when the goods are delivered as this is the point in time that the Group has a right to an amount of consideration that is unconditional.
(ii) Construction contracts
Customers provide construction contracts with specifications while the solar plants are still under construction. Because the customer controls the asset during the construction period, the Company recognizes revenue over time on the basis of the construction costs incurred to date as a proportion of the total estimated costs of the contract. The customer pays the fixed amount according to payment schedule. If the Company has recognized revenue, but not issued a bill, then the entitlement to consideration is recognized as a contract asset. The contract asset is transferred to receivables when the entitlement to payment becomes unconditional. For some variable considerations, accumulated experience is used to estimate the amount of variable consideration, using the expected value method.
If the Company cannot reasonably measure its progress towards complete satisfaction of the performance obligation of a construction contract, the Company shall recognize revenue only to the extent of the costs expected to be recovered.
(Continued)
23
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
Estimates of revenues, costs or extent of progress toward completion are revised if circumstances change. Any resulting increases or decreases in estimated revenues or costs are reflected in profit or loss in the period in which the circumstances that give rise to the revision become known by management.
- (iii) Power electric revenue
The Company recognized its power electric revenue based on the actual electric units and electric rate.
(iv) Financing components
The Company does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the Company does not adjust any of the transaction prices for the time value of money.
(q) Employee benefits
(i) Defined contribution plans
Obligations for contributions to defined contribution plans are expensed as the related service is provided.
(ii) Short-term employee benefits
Short-term employee benefits are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.
(r) Share-based payment
The grant-date fair value of equity-settled share-based payment arrangements granted to employees is generally recognized as an expense, with a corresponding increase in equity, over the vesting period of the awards. The amount recognized as an expense is adjusted to reflect the number of awards for which the related service and non-market performance conditions are expected to be met, such that the amount ultimately recognized is based on the number of awards that meet the related service and non-market performance conditions at the vesting date. For share-based payment awards with non-vesting conditions, the grant-date fair value of the share-based payment is measured to reflect such conditions and there is no true-up for differences between expected and actual outcomes.
(Continued)
24
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(s) Income taxes
Income taxes comprise current taxes and deferred taxes. Except for expenses related to business combinations or recognized directly in equity or other comprehensive income, all current and deferred taxes are recognized in profit or loss.
The Company has determined that interest and penalties related to income taxes, including uncertain tax treatment, do not meet the definition of income taxes, and therefore accounted for them under IAS37.
Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases. Deferred taxes are recognized except for the following:
-
(i) temporary differences on the initial recognition of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profits (losses) at the time of the transaction;
-
(ii) temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the Company is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and
-
(iii) taxable temporary differences arising on the initial recognition of goodwill.
Deferred taxes are measured at tax rates that are expected to be applied to temporary differences when they reserve, using tax rates enacted or substantively enacted at the reporting date, and reflect uncertainty related to income taxes, if any.
Deferred tax assets and liabilities are offset if the following criteria are met:
-
(i) the Company has a legally enforceable right to set off current tax assets against current tax liabilities; and
-
(ii) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either:
-
1) the same taxable entity; or
-
2) different taxable entities which intend to settle current tax assets and liabilities on a net basis, or to realize the assets and liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.
Deferred tax assets are recognized for the carry forward of unused tax losses, unused tax credits, and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefits will be realized; such reductions are reversed when the probability of future taxable profits improves.
(Continued)
25
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(t) Earnings per share
The Company discloses the Company’s basic and diluted earnings per share attributable to ordinary shareholders of the Company. Basic earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding. Diluted earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding after adjustment for the effects of all potentially dilutive ordinary shares, such as employee compensation.
(u) Operating segments
An operating segment is a component of the Company that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the Company). Operating results of the operating segment are regularly reviewed by the Company’s chief operating decision maker to make decisions about resources to be allocated to the segment and to assess its performance. Each operating segment consists of standalone financial information.
(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty
The management, when preparing the standalone financial statements in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers”, must make judgments, estimates and assumptions which will affect the adopted accounting policies and the assets, liabilities, revenues and expense amounts. The actual results could differ from those estimates.
The management continues to review the estimates and underlying assumptions, and changes in accounting estimates are recognized in the period in the period of change and affected future period.
Information about judgments made in applying accounting policies that have the most significant effects on the amounts recognized in the consolidated financial statements is as follows:
-
(a) For the judgment regarding significant influence of investees, please refer to the consolidated financial report 2020.
-
(b) Judgment of whether the Group has substantive control over its investees:
The Group is not the single largest shareholder of the investee and it also cannot obtain more than half of the voting rights at board of directors and a shareholders’ meeting. Therefore, it is determined that the Group only has significant influence on associates.
(Continued)
26
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities within the next financial year is as follows:
Impairment assessment of long-term non-financial asset
In the process of evaluating the potential impairment of assets, the Company is required to make subjective judgments in determining the independent cash flows, useful lives, expected future income and expenses related to the specific asset groups considering of the nature of the industry. Any changes in these estimates based on changed economic conditions or business strategies could result in significant impairment losses or reversal in future years.
The Company’s accounting policies and disclosure has adopted the fair value to measure its financial, non-financial assets and liabilities. The company has established relevant internal control systems for fair value measurement, including assigning personnel to review significant fair value measurements (including third-level fair value), and regularly review significant unobservable input values and adjustments.
While measuring its assets and liabilities, the Company uses the observable market input values as much as possible. The definition of each fair value category is pursuant to the input values used by valuation techniques summarized as follows:
-
(a) Level I: Quoted prices (unadjusted) in active markets for identified assets or liabilities.
-
(b) Level II: Inputs other than quoted prices included within Level 1 that are observable for the assets or liabilities, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
-
(c) Level III: Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).
For any transfer within the fair value hierarchy, the Company recognizes the transfer on the reporting date. For the assumption used in fair value measurement, please refer to note 6(y) of the financial instruments.
(6) Explanation of significant accounts:
- (a) Cash and cash equivalents
| Cash on hand, checking accounts and demand deposits Time deposits Cash and cash equivalents listed in the consolidated cash flow statements |
December 31, 2020 $ 3,599,508 6,169 $ 3,605,677 |
December 31, 2019 |
|---|---|---|
| 4,842,610 - |
||
| 4,842,610 |
Please refer to note 6(y) for the interest rate risk, and the fair value sensitivity analysis of the financial assets and liabilities of the Company.
(Continued)
27
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
- (b) Financial assets and liabilities at fair value through profit and loss
| December 31, 2020 Financial assets mandatorily measured at fair value through profit or loss: Derivatives not used for hedging Foreign exchange swap contracts $ 2,714 Financial liabilities designated at fair value through profit or loss: Derivatives not used for hedging Forward exchange contracts $ 5,437 |
December 31, 2019 |
|---|---|
| 2,392 | |
| 755 |
- (i) The Company entered into such foreign exchange forward contracts and cross-currency swap contracts to mitigate risks that arises from exposure to exchange rate risk in business operations. The following derivative instruments, without the application of hedge accounting, were classified as mandatorily measured at fair value through profit or loss and held-fortrading financial liabilities:
| December 31, 2020 Foreign exchange swap contracts Selling Forward exchange contracts December 31, 2019 Foreign exchange swap contracts Selling Forward exchange contracts |
Currency USD/NTD EUR/USD USD/NTD EUR/USD |
Maturity Date Contract Amount (in Thousands) February 9, 2021~ March 22, 2021 EUR20,000/ USD564,600 January 4, 2021~ April 6, 2021 EUR6,900/ USD8,313 January 21, 2020 USD22,000/ NTD661,573 January 17, 2020 EUR3,000/ USD3,339 |
|---|---|---|
- (ii) Financial instruments revalued at fair value through profit and loss were as follows:
| Revaluation of derivatives listed in profit and loss | For the years ended December 31, |
For the years ended December 31, |
|---|---|---|
| 2020 $ 37,967 |
2019 | |
| 29,468 |
(Continued)
28
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
- (c) Financial assets at fair value through other comprehensive income
| Equity instrument measured at fair value through other comprehensive income: Domestic investments Listed ordinary shares Unlisted ordinary shares Overseas investments - unlisted ordinary shares Total Current Non-current Total |
December 31, 2020 $ 328,498 20,601 15,292 $ 364,391 $ 114,715 249,676 $ 364,391 |
December 31, 2019 |
|---|---|---|
| 2,368,216 49,497 20,426 |
||
| 2,438,139 | ||
| 114,414 2,323,725 |
||
| 2,438,139 |
-
(i) The Company’s equity instruments are not held for trading, therefore has been designated at fair value through other comprehensive income.
-
(ii) Please refer to note 13(a) for details on the above mentioned equity instruments and fair value, among which the shares of ThinTech Materials Technology Co., Ltd. (“ TTMC” ) were privately placed and its ordinary shares are subject to transfer restrictions in accordance with Article 43-8 of the Securities and Exchange Act.
-
(iii) The Company recognized dividend income of $89,028 thousand and $73,953 thousand for the years ended December 31, 2020 and 2019, respectively, from the financial assets designated at fair value through other comprehensive income.
-
(iv) Due to the changes in strategic layout in 2020, the Company sold parts of financial assets at fair value through other comprehensive income for $2,241,455 thousand, and the accumulated disposal gain was $534,159 thousand. Therefore, the Company transferred this account from other equity to retained earnings. The Company did not dispose any strategic investments in 2019. During the period, the accumulated gains and losses were not transferred into equity.
-
(v) For credit risk and market risk, please refer to note 6(y).
-
(vi) The financial assets mentioned above had been pledged as collateral for long-term borrowings; please refer to note 8.
-
(d) Financial assets at amortized cost
| Convertible preference shares - Phanes Holding Inc. | December 31, 2020 $ 140,475 |
December 31, 2019 |
|---|---|---|
| 149,975 |
(Continued)
29
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
-
(i) The Company assessed its expected cash flows until maturity, which covers the entirety of interests and principle, and therefore, measured at amortized costs.
-
(ii) Phanes Holding Inc. a project developer, is an overseas unlisted company. In order to build a long-term cooperative strategic relationship with Phanes Holding Inc. the Company subscribed to the entire five-year callable preference shares (C-Shares III) for 24,000 shares, at par value, amounting to USD5,000 thousand.
-
(iii) The above preference shares carried no voting rights and no dividend rights. Instead they carried preferential rights on dividends specified at 7% of the par value. The preference shares can be redeemed prior to, or later than, the maturity date under the agreement between the Company and Phanes Holding Inc. For the years ended December 31, 2020 and 2019, the interest income of convertible preference shares amounted to $8,180 thousand and $9,541 thousand, respectively. As of December 31, 2020 and 2019, the interest receivables, classified as other receivables from related parties, amounted to $29,176 thousand and $20,997 thousand, respectively.
-
(iv) Credit risk
The Company considers the debtor’s current financial situation and the industry’s prospects to derive at the 12-months or lifetime Expected Credit Loss (ECL) of the debt instrument. The Company came to the conclusion that the debtor’s credit risk is low and has sufficient ability to pay off the contracted cash flow, and therefore, there was no ECL rate.
-
(v) As of December 31, 2020 and 2019, financial assets at amortized cost had not been pledged as security.
-
(e) Notes and accounts receivables
| Notes and accounts receivable Accounts receivable from related parties Less: Loss Allowance |
December 31, 2020 $ 2,148,390 155,977 (333,011) $ 1,971,356 |
December 31, 2019 1,800,696 400,004 (347,886) 1,852,814 |
|---|---|---|
The Company applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, accounts receivables have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information, including macroeconomic and relevant industry information. The loss allowance provision were determined as follows:
(Continued)
30
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
| Current 1 to 30 days past due 31 to 60 days past due 61 to 90 days past due 91 to 120 days past due 121 to 150 days past due 151 to 180 days past due More than 181 days past due Signs of Counterparty Default Total Current 1 to 30 days past due 31 to 60 days past due 61 to 90 days past due 91 to 120 days past due 121 to 150 days past due 151 to 180 days past due More than 181 days past due Signs of Counterparty Default Total |
December 31, 2020 | December 31, 2020 | |
|---|---|---|---|
| Gross carrying amount Weighted- average loss rate $ 1,347,002 0%~0.09% 153,965 0%~0.49% 77,850 0%~1.52% 17,393 0%~2.83% 1,931 0%~7.91% 1,844 0%~17.05% 2,467 0%~54.55% 376,489 0%~100% 325,426 100% $ 2,304,367 December 31, 2019 |
Loss allowance provision |
||
| 825 653 1,132 354 - - 1,092 3,529 325,426 |
|||
| 333,011 | |||
| Weighted- average loss rate 0%~0.22% 0%~4.09% 0%~4.10% 0%~11.53% 0%~19.89% 0%~27.55% 0%~26.35% 0%~100% 100% |
Loss allowance provision |
||
| 938 6,451 2,443 3,466 3,789 589 845 3,009 326,356 |
|||
| 347,886 |
The movement in the allowance for notes and trade receivables were as follows:
| Balance at January 1 Impairment loss reversed Amounts written off Balance at December 31 |
For the years ended December 31, 2020 2019 $ 347,886 355,847 (14,875) (5,598) - (2,363) $ 333,011 347,886 |
|---|---|
| 2020 $ 347,886 (14,875) - $ 333,011 |
The aforementioned notes and accounts receivables of the Company had not been pledged as collateral as of December 31, 2020 and 2019.
(Continued)
31
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(f) Inventories
| Finished goods and products Raw materials Construction in progress Work in progress |
December 31, 2020 $ 1,047,163 314,691 72,008 53,179 $ 1,487,041 |
December 31, 2019 |
|---|---|---|
| 1,648,727 463,792 59,477 34,697 |
||
| 2,206,693 |
-
(i) The construction in progress listed above is the construction cost incurred to build the power plant that the Company is intending to sell.
-
(ii) The details of the cost of sales were as follows:
| Cost of goods sold Unallocated production overheads Write-down and retirement of inventories Others Total |
For the years ended December 31, 2020 2019 $ 10,076,775 14,220,774 592,419 1,420,751 94,959 49,979 288,552 (4,064) $ 11,052,705 15,687,440 |
|---|---|
| 2020 $ 10,076,775 592,419 94,959 288,552 $ 11,052,705 |
(iii) The inventories of the Company had not been pledged as collateral.
- (g) Investments accounted for using the equity method
| Subsidiaries Credit balance of investments accounted for using equity method Associates |
December 31, 2020 $ 3,369,034 1,279,873 4,648,907 170,133 $ 4,819,040 |
December 31, 2019 |
|---|---|---|
| 7,912,257 264,541 |
||
| 8,176,798 765,978 |
||
| 8,942,776 |
-
(i) Please refer to note 13(b) for list of investments, percentage of ownership and main activities.
-
(ii) Subsidiaries
Please refer to the 2020 annual consolidated financial statements for other related information.
(Continued)
32
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(iii) Associates
-
1) The Company sold the 40% shares of Neo Cathay. for $705,876 thousand, the gain of disposal was $80,408 thousand, which was classified as other gain and loss.
-
2) The Company’ s financial information on investments in individually insignificant associates accounted for using equity method at the reporting date was as follows. This financial information was included in the parent company only financial statements:
| Carrying amount of individually insignificant associates’ equity Attributable to the Company Net income (loss) Other comprehensive income (loss) Comprehensive income (loss) |
December 31, 2020 December 31, 2019 $ 170,133 765,978 For the years ended December 31, 2020 2019 $ 6,457 (200,559) (9,699) (1,099) $ (3,242) (201,658) |
December 31, 2020 December 31, 2019 $ 170,133 765,978 For the years ended December 31, 2020 2019 $ 6,457 (200,559) (9,699) (1,099) $ (3,242) (201,658) |
December 31, 2020 December 31, 2019 $ 170,133 765,978 For the years ended December 31, 2020 2019 $ 6,457 (200,559) (9,699) (1,099) $ (3,242) (201,658) |
|---|---|---|---|
| 2020 | 2019 (200,559) (1,099) (201,658) |
||
| $ 6,457 (9,699) $ (3,242) |
-
(iv) The investments accounted for using the equity method have been pledged as collateral for bank loans, refer to note 8.
-
(h) Property, plant and equipment
The movements of cost, depreciation and impairment loss of the property, plant and equipment of the Company were as follows:
| Cost: Balance on January 1, 2020 Additions Disposoals Reclassification Reclassification to investment property Reclassification to lease property Balance on December 31, 2020 Balance on January 1, 2019 Additions Disposoals Reclassification Balance on December 31, 2019 |
Land $ 1,436,596 - - - (747,300) - $ 689,296 $ 1,436,596 - - - $ 1,436,596 |
Buildings 7,148,288 - (1,251,583) - (2,510,319) - 3,386,386 7,148,288 - - - 7,148,288 |
Machinery and equipment 17,538,460 - (1,381,636) 90,734 - (106,962) 16,140,596 17,360,914 - (390,455) 568,001 17,538,460 |
Other equipment 525,566 - (47,530) 9,851 - (24,927) 462,960 529,580 278 (23,126) 18,834 525,566 |
Equipment to be inspected and construction in progress 92,104 26,900 - (102,126) - - 16,878 472,240 210,764 - (590,900) 92,104 |
Total 26,741,014 26,900 (2,680,749) (1,541) (3,257,619) (131,889) 20,696,116 26,947,618 211,042 (413,581) (4,065) 26,741,014 |
|---|---|---|---|---|---|---|
(Continued)
33
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
| Accumulated depreciation Balance on January 1, 2020 Additions Impairment loss Disposoals Reclassify to investment property Reclassify to lease property Balance on December 31, 2020 Balance on January 1, 2019 Additions Impairment loss Disposoals Balance on December 31, 2019 Carrying amounts: Balance on December 31, 2020 Balance on January 1, 2019 Balance on December 31, 2019 |
Land $ - - - - - - $ - $ - - - - $ - $ 689,296 $ 1,436,596 $ 1,436,596 |
Buildings 1,888,036 288,252 124,199 (462,203) (586,275) - 1,252,009 1,165,224 324,562 398,250 - 1,888,036 2,134,377 5,983,064 5,260,252 |
Machinery and equipment 14,260,151 975,699 755,340 (1,295,786) - (106,962) 14,588,442 11,854,931 1,801,058 715,877 (111,715) 14,260,151 1,552,154 5,505,983 3,278,309 |
Other equipment 441,673 33,421 12,008 (45,744) - (24,927) 416,431 388,017 67,003 6,431 (19,778) 441,673 46,529 141,563 83,893 |
Equipment to be inspected and construction in progress - - - - - - - - - - - - 16,878 472,240 92,104 |
Total 16,589,860 1,297,372 891,547 (1,803,733) (586,275) (131,889) 16,256,882 13,408,172 2,192,623 1,120,558 (131,493) 16,589,860 4,439,234 13,539,446 10,151,154 |
|---|---|---|---|---|---|---|
-
1) The Company sold the building to non-related parties with the considerations of $1,038,306 thousand, the gain of disposal was $248,926 thousand. Besides, it should repay the bank mortgage in priority when received the payment.
-
2) Impairment loss
Due to the transformation of busine strategy, the Company considered that some of the equipment are insufficient which may not be recovered the future economic benefit. Therefore, the Company recognized as impairment loss in 2020 and 2019 were $891,547 thousand and $1,120,558 thousand respectively, which was classified as other gain and loss.
- 3) Collateral
Property, plant and equipment were pledged as collateral for long term borrowings and short term borrowings. Please refer to note 8.
- 4) Reclassify to investment property
During 2020, some building was transferred to investment property, because it were no longer used by the Company and it was decided that the building would be leased to a third party. The valuation techniques and significant unobservable inputs used in measuring the fair value of the building at the date of transfer were the same as those applied to investment property at the reporting date, refer to note 6(j).
(Continued)
34
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(i) Right-of-use assets
| Cost: Balance at January 1, 2020 Additions Disposals Reclassification to investment property Balance at December 31, 2020 Balance at January 1, 2019 Additions Deductions Balance at December 31, 2019 Accumulated depreciation and impairment losses: Balance at January 1, 2020 Additions Deductions Reclassification to investment property Balance at December 31, 2020 Balance at January 1, 2019 Additions Balance at December 31, 2019 Carrying amount: Balance at December 31, 2020 Balance at December 31, 2019 |
Land $ 393,439 1,134 (122,792) (75,293) $ 196,488 $ 392,965 474 - $ 393,439 $ 12,185 11,972 (6,018) (5,378) $ 12,761 $ - 12,185 $ 12,185 $ 183,727 $ 381,254 |
Building 10,737 - (5,361) - 5,376 24,168 - (13,431) 10,737 6,675 1,485 (5,197) - 2,963 - 6,675 6,675 2,413 4,062 |
Machinery and equipment 587 - - - 587 587 - - 587 261 261 - - 522 - 261 261 65 326 |
Other equipment 11,750 5,239 (7,626) - 9,363 9,209 4,124 (1,583) 11,750 5,548 4,717 (7,024) - 3,241 - 5,548 5,548 6,122 6,202 |
Total 416,513 6,373 (135,779) (75,293) 211,814 426,929 4,598 (15,014) 416,513 24,669 18,435 (18,239) (5,378) 19,487 - 24,669 24,669 192,327 391,844 |
|---|---|---|---|---|---|
(j) Investment property
The investment property includes the property owned by the Company. The irrevocable period of leasing the investment property is 3~10 years, parts of contracts stipulate that the lessee has options to extend the period upon expiration.
(Continued)
35
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
The details of investment property are as follows:
| Cost or deemed cost: Balance at January 1, 2020 Reclassification from property, plant and equipment Reclassification from right-of-use assets Balance at December 31, 2020 Accumulated depreciation and impairment loss: Balance at January 1, 2020 Reclassification from property, plant and equipment Reclassification from right-of-use assets Balance at December 31, 2020 Carrying amount: Balance at December 31, 2020 Fair value: Balance at December 31, 2020 |
Properties Land Buildings $ - - 747,300 2,510,319 - - $ 747,300 2,510,319 $ - - - 586,275 - - $ - 586,275 $ 747,300 1,924,044 |
Right-of-use asset Land Total - - - 3,257,619 75,293 75,293 75,293 3,332,912 - - - 586,275 5,378 5,378 5,378 591,653 69,915 2,741,259 $ 3,223,643 |
Total |
|---|---|---|---|
| Land $ - 747,300 - $ 747,300 $ - - - $ - $ 747,300 |
|||
| - 3,257,619 75,293 |
|||
| 3,332,912 | |||
| - 586,275 5,378 |
|||
| 591,653 | |||
| 2,741,259 |
Since the investment property listed above lacks comparable market information, its fair value is determined by the management authority of the Company with reference to the latest transaction price in the neighboring area where the individual investment property is located, and fair value is measured in accordance with the third-level fair value.
Investment property includes several commercial real estates leased to others. Each lease contract includes the original irrevocable period of three to ten years, and the subsequent lease period is negotiated with the lessee, and no contingent rent is collected. Please refer to note 6(p) for other related information.
At December 31, 2020, the investment property had been pledged as collateral for long-term borrowings; please refer to note 8.
(Continued)
36
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(k) Intangible assets
The cost, amortization and impairment of the intangible assets of the Company for the years ended December 31, 2020 and 2019, were as follows:
| Cost: Balance at December 31, 2020 Balance at January 1, 2019 Disposal Balance at January 1, 2019 Accumulated amortization and impairment losses: Balance at January 1, 2020 Amortization Balance at December 31, 2020 Balance at January 1, 2019 Amortization Disposal Balance at December 31, 2019 Carrying value: Balance at December 31, 2020 Balance at January 1, 2019 Balance at December 31, 2019 |
Computer software cost $ 9,243 $ 9,290 (47) $ 9,243 $ 5,009 2,310 $ 7,319 $ 1,192 3,864 (47) $ 5,009 $ 1,924 $ 8,098 $ 4,234 |
|---|---|
As of December 31, 2020 and 2019, the intangible assets of the Company had not been pledged as collateral for its loans.
(l) Short-term borrowings
| Secured bank loans Unsecured bank loans Total Unused credit lines Range of interest rates |
December 31, 2020 $ 93,837 2,226,165 $ 2,320,002 $ 2,179,456 0.95%~1.86% |
December 31, 2019 |
|---|---|---|
| 244,459 2,444,389 |
||
| 2,688,848 | ||
| 2,700,284 | ||
| 1.73%~3.61% |
For the collateral for borrowings, please refer to note 8.
(Continued)
37
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(m) Long-term liabilities
- (i) Long-term borrowings
| Secured bank loans 10.13 billion syndicated loan from First Bank KGI Bank Loan Machinery and equipment financing from EQUVO Pte. Ltd., Taiwan Branch (Singapore) Other financing loan Unsecured bank loans King’s Town Bank loan 0.5 billion syndicated loan from First Bank Inventories repurchase financing loans Less: Current portion Total Unused credit lines Range of interest rates |
December 31, 2020 $ 4,562,171 250,000 - - 430,587 112,500 69,069 5,424,327 (2,335,756) $ 3,088,571 $ 1,276,100 1.74%~5.34% |
December 31, 2019 9,803,460 250,000 488,134 15,089 904,916 225,000 168,837 11,855,436 (2,412,274) 9,443,162 506,040 1.49%~6.92% |
|---|---|---|
-
1) The long term loan contracts listed above will expire in February 2024.
-
2) The related restrictions are as follows:
The Company entered into $10.13 billion and $500 million syndicated loans with First Bank. According to the terms and conditions on the contract, it requires the Company to maintain certain financial ratios based on its annual and semiannual consolidated financial reports during the credit period. Although the Interest Protection Multiples (IPM) and the net tangible assets did not meet the above requirements, no breach of contract was committed. Instead, the Company will only have to the pay compensation fees to all joint credit banks each month until the next utilization date or the base date of interest rate adjusted to improve the financial ratio.
3) Other loan agreements
The Company entered long term borrowings contracts with non-financial institutions. Notes payable were used by the Company to repay the outstanding principal amount, including interest, in equal installments. As of December 31, 2020 and 2019, the amount of outstanding nots payable are 70,156 thousands and 187,582 thousands respectively.
- (ii) For the collateral for borrowings, please refer to note 8.
(Continued)
38
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(n) Lease liabilities
Carrying amount of the lease liabilities of the Company were as follows:
| Current Non-current |
December 31, 2020 $ 10,610 $ 258,841 |
December 31, 2019 |
|---|---|---|
| 13,077 | ||
| 384,067 |
For the maturity analysis, please refer to note 6(y) financial instruments.
The amounts recognized in profit or loss were as follows:
| For the years ended | For the years ended | ||
|---|---|---|---|
| December 31, | |||
| 2020 | 2019 | ||
| Interest on lease liabilities | $ | 12,506 | 13,522 |
| Variable lease payments not included in the measurement of lease | $ | 3,787 | 3,771 |
| liabilities | |||
| Expenses relating to short-term leases | $ | 13,700 | 11,778 |
| Expenses relating to leases of low-value assets, excluding short- | |||
| term leases of low-value assets | $ | 39 | 327 |
The amounts recognized in the statement of cash flows for the Company was as follows:
| Total cash outflow for leases | For the years ended December 31, |
For the years ended December 31, |
|---|---|---|
| 2020 $ 43,192 |
2019 48,595 |
(o) Provisions
| Balance at January 1, 2020 Provisions made during the year Provisions reversed during the year Balance at December 31, 2020 Balance at January 1, 2019 Provisions made during the year Provisions reversed during the year Balance at December 31, 2019 |
Warranties $ 168,804 16,447 (97,305) $ 87,946 $ 298,867 49,173 (179,236) $ 168,804 |
Onerous contract - 175,916 - 175,916 - - - - |
Total 168,804 192,363 (97,305) |
|---|---|---|---|
| 263,862 | |||
| 298,867 49,173 (179,236) |
|||
| 168,804 |
(Continued)
39
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
-
(i) The Company’s provision is mainly related to product sales, wherein the estimate was based on historical warranty trends and may vary as a result of the entry of new materials, altered manufacturing processes or other events affecting the product quality.
-
(ii) The Company’s provision for onerous contract liabilities was due to the signing of a long term purchase contract with the silicon raw material supplier. According to the contract, the Company purchases material at a fixed price and deducts the advance payment. In response to fluctuations in the spot market price, the Company has recognized the relevant liabilities, accounted as operating cost. The parties agreed that the delivery quantity and price agreed upon in the contract are delivered.
(p) Operating lease
The Company leases out its investment property. The Company has classified these leases as operating leases, because it does not transfer substantially all of the risks and rewards incidental to the ownership of the assets. Please refer to note 6(j) sets out information about the operating leases of investment property.
A maturity analysis of lease payments, showing the undiscounted lease payments to be received after the reporting date are as follows:
| the reporting date are as follows: | |
|---|---|
| Less than one year One to five years More than five years Total undiscounted lease payments |
December 31, 2020 |
| $ 242,060 676,275 14,363 $ 932,698 |
Rental income from investment properties was 48,303 thousand in 2020.
(q) Employee benefits
The Company allocates 6% of each employee’ s monthly wages to the labor pension personal account at the Bureau of Labor Insurance in accordance with the provisions of the Labor Pension Act.
The pension costs incurred from the contributions to the Bureau of the Labor Insurance amounted to $49,709 thousand and $71,587 thousand for the years ended December 31, 2020 and 2019, respectively.
(Continued)
40
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(r) Income Taxes
- (i) The components of income tax in the years 2020 and 2019 were as follows:
| The components of income tax in the years 2020 and 2019 w |
ere as follows: | ere as follows: |
|---|---|---|
| Current tax expense Current period Adjustment for prior periods Income tax expense |
For the years ended December 31, 2020 2019 $ - - - 476 $ - 476 |
|
| 2020 $ - - $ - |
||
| - 476 |
||
| 476 |
-
(ii) For the years ended December 31, 2020 and 2019, there was no income tax recognized in other comprehensive income.
-
(iii) Reconciliation of income tax and profit before tax for 2020 and 2019 was as follows:
| Profit excluding income tax Income tax using the Company’s domestic tax rate Tax effect of permanent differences Change in unrecognized deferred tax asset Others Total |
For the years ended December 31, |
For the years ended December 31, |
|---|---|---|
| 2020 $ (6,139,015) $ 1,227,803 (247,530) (980,273) - $ - |
2019 (5,685,589) 1,137,118 (25,514) (1,111,604) (476) (476) |
-
(iv) Deferred tax assets and liabilities
-
1) Unrecognized deferred tax assets
Deferred tax assets and liabilities have not been recognized in respect of the following items:
| Deferred tax assets Tax losses Tax effect of deductible Temporary Differences Deferred tax liabilities |
December 31, 2020 $ 1,982,895 2,070,789 $ 4,053,684 |
December 31, 2019 |
|---|---|---|
| 2,142,907 1,484,538 |
||
| 3,627,445 | ||
The Company unrecognized any deferred tax liabilities in December 31, 2020 and 2019.
(Continued)
41
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
2) Recognized deferred tax assets
Changes in the amount of deferred tax assets and liabilities for 2020 and 2019 were as follows:
| follows: | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Depreciation of | Allowance for | Loss carry | ||||||||
| property, plant | inventory | forwards and | ||||||||
| and equipment | valuation loss | others | Total | |||||||
| Deferred tax asset | ||||||||||
| Balance on January 1, 2020 | $ | 4,341 | 1,161 | 615,585 | 621,087 | |||||
| Recognized in profit or loss | (4,341) | (1,161) | 7,237 | 1,735 | ||||||
| Balance on December 31, 2020 | $ | - | - | 622,822 | 622,822 | |||||
| Balance on January 1, 2019 | 7,427 | 1,677 | 631,517 | 640,621 | ||||||
| Recognized in profit or loss | (3,086) | (516) | (15,932) | (19,534) | ||||||
| Balance on December 31, 2019 | $ | 4,341 | 1,161 | 615,585 | 621,087 | |||||
| Unrealized gains | ||||||||||
| on financial | ||||||||||
| instruments at | ||||||||||
| Unrealized | fair value | |||||||||
| exchange gain or | through | profit | ||||||||
| loss | or loss | Other | Total | |||||||
| Deferred tax liabilities | ||||||||||
| Balance on January 1, 2020 | $ | - | 35,156 | 7,670 | 42,826 | |||||
| Recognized in profit or loss | - | (871) | 2,606 | 1,735 | ||||||
| Balance on December 31, 2020 | $ | - | 34,285 | 10,276 | 44,561 | |||||
| Balance on January 1, 2019 | 19,800 | 29,605 | 6,206 | 55,611 | ||||||
| Recognized in profit or loss | (19,800) | 5,551 | 1,464 | (12,785) | ||||||
| Balance on December 31, 2019 | $ | - | 35,156 | 7,670 | 42,826 | |||||
| The Company’s tax returns for the years through 2018 | were assessed by the | National Tax | ||||||||
| Bureau. | ||||||||||
| al and other equity | ||||||||||
| Ordinary shares | ||||||||||
| December 31, December 31, |
||||||||||
| 2020 | 2019 | |||||||||
| Authorized share capital | $ 36,000,000 |
32,000,000 | ||||||||
| Issued share capital | $ 26,650,863 |
26,653,375 | ||||||||
| Total shares issued | $ | 2,665,086 | 2,665,338 |
(s) Capital and other equity
(i) Ordinary shares
Of the Company’ s authorized shares, $80,000 thousand shares had been reserved for the issuance of employee share options.
A resolution was passed during the board meeting held on June 14, 2019 for the issuance of 150,000 thousand ordinary shares for cash under public subscription, with par value of $10 per share, issued at a discount of $6.52. The Company has received the approval from the Financial Supervisory Commission for its capital increase on August 13, 2019, with December 10, 2019 as the base date.
(Continued)
42
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
To meet the strategy of the Company, a resolution was passed during the general meeting of shareholders held on June 22, 2020 for a $4,000,000 thousand capital increase for cash. After the capital increase, the Company’s capital amounted to $36,000,000 thousand, with 3,600,000 ordinary shares, at a par value of $10 per share.
- (ii) Information on capital surplus of the Company were as follows:
| Share premium Changes in equity of the invested company accounted for using equity method Changes in ownership interests in subsidiaries Difference between the consideration and carring amount of the subsidiaries that has not been increased in proportion to shareholding Restricted shares for employees |
December 31, 2020 $ - 7,819 473 1,595 (2,010) $ 7,877 |
December 31, 2019 123,629 - - - (4,640) 118,989 |
|---|---|---|
Both resolutions were approved during the general meetings of the shareholders held on June 22, 2020 and June 17, 2019 to offset the deficit against the capital surplus of $123,629 thousand and $369,468 thousand, respectively.
(iii) Retained Earnings
According to the Articles of Incorporation, after tax earnings are initially used to offset cumulative losses, and 10% of the remainder is set aside as a legal reserve, except when the legal reserve of the Company reaches its paid in capital, setting aside or reversing 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 will be resolved in the shareholders’ meeting for the distribution of dividends and bonuses to shareholders.
In accordance with the Company Law, two thirds of authorized board of directors must be present, and more than half of the directors present will reach an agreement to distribute the dividends and bonuses or all or a portion of the legal reserve and capital reserve as stipulated in Item 11 of Article 241 of the Company Law in the form of cash, which is reported to the meeting of shareholders.
The Articles of Incorporation of the Company also stipulate a dividend policy that the issuance of share dividends takes precedence over the payment of cash dividends. In principle, cash dividends should be not less than 10% of total dividends distributed.
On June 22, 2020 and June 17, 2019, the Company has accumulated deficit and the Company’s board of directors resolved not to appropriate the earnings. Related information can be found on the Market Observation Post System website of the Taiwan Stock Exchange.
(Continued)
43
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(iv) Treasury shares
The Company acquired treasury shares as result of merging Gintech Energy on October 1, 2018. Related information were as follows:
| Balance at December 31, 2020 Balance at December 31, 2019 |
Number of shares held (in thousands of shares) $ 1,883 $ 1,883 |
Carrying Amount 18,699 18,699 |
Market Price |
|---|---|---|---|
| 26,839 | |||
| 14,427 |
The shares of the Company held by Utech has been treated as treasury shares. They were same as general shareholders except for the rights of cash injection and the rights of voting.
(t) Share-based payment
As of December 31, 2020, the Company’s share-based payment plan are:
(i) Restricted employee shares
| Restricted share plan for employees | Restricted share plan for employees | Restricted share plan for employees | ||||
|---|---|---|---|---|---|---|
| Issued by the | Issued by the | |||||
| original Gintech | original Solartech | |||||
| Issued in 2017 | Issued in | 2019 | Issued in 2020 | Energy | Energy | |
| Grant date | September 15, 2017 | November 11, 2019 | August 11, 2020 | October 1, 2018 | October 1, 2018 | |
| Number of shares | 1,855 | 2,205 | 795 | 1,225 | 4,896 | |
| granted (in | ||||||
| thousand shares) | ||||||
| Contract term | 2 years | 2 years | 2 years | 0.5 years | 2 years | |
| Recipients | Employees of the | Employees | of the | Employees of the | Employees of | Employees of |
| former Neo Solar | Company | Company | former Gintech | former Solartech | ||
| Power Corporation | Energy | Energy | ||||
| Vested conditions | Still in service two | Still in service two | Still in service two | Still in service two | Still in service three | |
| years after the grant | years after the grant | years after the grant | years after the grant | years after the grant | ||
| date | date | date | date | date | ||
| Other conditions | - | - | - | Taken on by the | Taken on by the | |
| Group after the | Group after the | |||||
| merging, with the | merging, with the | |||||
| outstanding amount | outstanding amount | |||||
| of shares adjusted | of shares adjusted | |||||
| according to the | according to the | |||||
| exchange ratio on the | exchange ratio on the | |||||
| merge date | merge date |
(Continued)
44
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
Relevant information of the new restricted employee shares of the Company is as follows:
Expressed in Thousands of shares
| Outstanding at 1 January (number) Issued during the year (number) Vested during the year (number) Forfeited during the year (number) Outstanding at 31 December (number) |
For the years ended December 31, 2020 2019 3,212 5,252 795 2,205 (1,475) (1,619) (1,046) (2,626) 1,486 3,212 |
|
|---|---|---|
| 2020 3,212 795 (1,475) (1,046) 1,486 |
||
(ii) Information for the cost of share-based payment
| For the years | ended | ||||
|---|---|---|---|---|---|
| December | 31, | ||||
| 2020 | 2019 | ||||
| Wages | expense | $ | 10,826 | (301) |
(iii) Cash capital increase to retain employee stock options
A resolution was passed during the board meeting held on June 14, 2019 for the issuance of 150,000 thousand ordinary shares for cash under public subscription, with par value of $10 per share. The Group has received the approval from the Financial Supervisory Commission for its capital increase on August 13, 2019, with November 29, 2019 as the grant date and December 10, 2019 as the base date.
Cash capital increase for employee stock options using the Black-Scholes model is as follow:
| Share price at grant date Exercise price Expected volatility (%) Expected life Expected dividend Risk-free interest rate (%) |
Cash-settled |
|---|---|
| $ 7.18 $ 6.52 % 34.35 21 days - % 0.45 |
Expected volatility is based on the Company’ s historical stock price information. The remuneration costs recognized by the Company in 2019 were 3,638 thousand.
(Continued)
45
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(u) Loss per share
Calculations on loss per share of the Company were as follow:
| Basic loss per share: Loss attributable to ordinary shareholders of the Company Weighted average number of ordinary shares outstanding (in thousands of shares) Loss per share |
For the years ended December 31, |
For the years ended December 31, |
|---|---|---|
| 2020 $ (6,139,015) 2,660,510 $ (2.31) |
2019 (5,686,065) |
|
| 2,511,855 | ||
| (2.26) |
The ordinary share equivalents of the Company were not included in this calculation due to their anti-dilutive effects.
(v) Revenue from contracts with customers
- (i) Disaggregation of revenue:
| Primary geographical markets Revenue from sale of products Other |
For the years ended December 31, |
For the years ended December 31, |
|---|---|---|
| 2020 $ 10,023,885 693,013 $ 10,716,898 |
2019 | |
| 13,353,906 1,557,860 |
||
| 14,911,766 |
| Timing of revenue recognition Performance obligation at a point in time Performance obligation over time |
For the years ended December 31, |
For the years ended December 31, |
|
|---|---|---|---|
| 2019 | |||
| 14,777,748 134,018 |
|||
| 14,911,766 |
(Continued)
46
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(ii) Contract balance
| Notes and accounts receivable Contract assets Power plant construction contract Less: allowance for impairment Contract liabilities Sales of products Power plant construction contract |
December 31, 2020 $ 1,971,356 $ - - $ - $ 261,976 - $ 261,976 |
December 31, 2019 1,852,814 45,940 - 45,940 252,409 - 252,409 |
January 1, 2019 |
|---|---|---|---|
| 2,555,098 | |||
| 13,381 - |
|||
| 13,381 | |||
| 187,109 5,198 |
|||
| 192,307 |
-
1) For details on trade receivables and allowance for impairment, please refer to note 6(e).
-
2) The beginning balance of contract liabilities recognized as revenue for the years ended December 31, 2020 and 2019 were $186,838 thousand and $137,536 thousand respectively.
(w) Employee compensation and directors’ remuneration
According to the Articles of Association, once the Company has annual profit, it should appropriate no less than 3% of the profit to its employees and 2% or less to its directors and supervisors as remuneration. However, if the Company has accumulated deficits, the profit should be reserved to offset the deficit.
The receipients of above mentioned remuneration may include employees of controlling or affiliated companies who meet certain conditions, and the relevant conditions and methods are authorized by the board of directors or by persons authorized by them.
Due to net loss for the years ended December 31, 2020 and 2019, the Company didn’t estimate its employees’, directors’ and supervisors’ remuneration.
-
(x) Non-operating Income and Expenses
-
(i) Other income
| Lease income Dividend income Service income Other income |
For the years ended December 31, 2020 2019 $ 90,834 24,813 89,028 73,953 57,220 60,280 74,622 49,057 $ 311,704 208,103 |
For the years ended December 31, 2020 2019 $ 90,834 24,813 89,028 73,953 57,220 60,280 74,622 49,057 $ 311,704 208,103 |
|---|---|---|
| 2019 | ||
| 24,813 73,953 60,280 49,057 |
||
| 208,103 |
(Continued)
47
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(ii) Other gains and losses
| Gain (Loss) on foreign currency exchange Gain (Loss) on disposals of investments Contract compensation losses Other |
For the years ended December 31, 2020 2019 $ (12,952) 11,617 80,408 (138,117) (385,438) - 160,390 (16,458) $ (157,592) (142,958) |
|---|---|
| 2020 $ (12,952) 80,408 (385,438) 160,390 $ (157,592) |
The Company failed to fulfill the procurement contract obligations with Supplier K. Therefore, Supplier K filed a lawsuit against the Company in the Hsin Chu District Court, requesting for the compensation of $500,000 thousand. On October 13, 2017, the Hsin Chu District Court ruled in favor of Supplier K, wherein the Company has to pay for the damages caused to Supplier K with interest.The Company disagreed with the decision made by the Hsin Chu District Court; therefore, filed an appeal to the Taiwan High Court. On January 27, 2021, Taiwan High Court ruled against the Company, in which the Company disagreed with this decision. Hence, the Company filed an appeal, wherein the case is still in progress. In order to protect the legal rights and interests of the Company, a lawyer has been appointed to settle the case. In addition, the Company has evaluated and recognized all the possible losses.
(y) Financial Instruments
(i) Credit risk
1) Credit risk exposure
The carrying amount of financial assets and contract assets represents the maximum amount exposed to credit risk.
2) Concentration of credit risk
The Company has a large customer base, and is diversified across different industries and geographical locations, not related to each other, therefore, the concentration of credit risk is not large.
3) Credit risk of receivables and debt securities
The Company’ s financial assets at amortized cost, accounts receivable and other receivables are all with low risk on the reporting date. Therefore, the Company measures the allowance for impairment based on the 12 months expected credit loss. Please refer to note 6(d) and (e) for relevant credit risk information.
(Continued)
48
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(ii) Liquidity risk
The following table shows the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements.
| December 31, 2020 Non-derivative financial liabilities Bank borrowings Lease liabilities Non-interest bearing liabilities Derivative financial liabilities (Note) Inflow Outflow December 31, 2019 Non-derivative financial liabilities Bank borrowings Lease liabilites Non-interest bearing liabilities Derivative financial liabilities Outflow Inflow |
Contractual cash flows $ 7,860,186 415,011 2,562,243 (798,127) 800,849 $10,840,162 $14,998,138 640,904 2,410,399 (761,726) 760,090 $18,047,805 |
Within 1 year 4,756,276 19,211 2,562,243 (798,127) 800,849 7,340,452 5,347,354 25,797 2,410,399 (761,726) 760,090 7,781,914 |
1-2 years 3,103,910 17,616 - - - 3,121,526 3,185,688 23,612 - - - 3,209,300 |
2-3 years - 14,582 - - - 14,582 6,465,096 20,849 - - - 6,485,945 |
Over 3 years |
|---|---|---|---|---|---|
| - 363,602 - - - |
|||||
| 363,602 | |||||
| - 570,646 - - - |
|||||
| 570,646 |
The Company does not expect the cash flows included in the maturity analysis to occur significantly earlier or at significantly different amounts.
(iii) Market risk
1) Currency risk
The Company’s significant exposure to foreign currency risk was as follows:
| Financial assets Monetary items USD EUR CNY |
December 31, 2020 Foreign currency (in thousands) Exchange rate NTD $ 129,154 28.0950 3,628,582 8,850 34.5400 305,679 2,202 4.3220 9,517 |
December 31, 2020 Foreign currency (in thousands) Exchange rate NTD $ 129,154 28.0950 3,628,582 8,850 34.5400 305,679 2,202 4.3220 9,517 |
December 31, 2019 | December 31, 2019 |
|---|---|---|---|---|
| Foreign currency (in thousands) $ 129,154 8,850 2,202 |
Exchange rate 28.0950 34.5400 4.3220 |
Foreign currency (in thousands) 173,634 4,183 9,897 |
Exchange rate NTD 29.9950 5,208,152 33.6200 140,632 4.3000 42,557 |
(Continued)
49
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
| Non-Monetary items USD USD GBP MYR Financial liabilities Monetary items USD EUR JPY |
December 31, 2020 Foreign currency (in thousands) Exchange rate NTD 135,240 28.0950 3,799,578 544 28.0950 15,292 4,126 38.2700 157,915 10,870 6.7015 72,842 132,810 28.0950 3,731,297 1,448 34.5400 50,014 102,113 0.2724 27,816 |
December 31, 2020 Foreign currency (in thousands) Exchange rate NTD 135,240 28.0950 3,799,578 544 28.0950 15,292 4,126 38.2700 157,915 10,870 6.7015 72,842 132,810 28.0950 3,731,297 1,448 34.5400 50,014 102,113 0.2724 27,816 |
December 31, 2019 | December 31, 2019 |
|---|---|---|---|---|
| Foreign currency (in thousands) 135,240 544 4,126 10,870 132,810 1,448 102,113 |
Exchange rate 28.0950 28.0950 38.2700 6.7015 28.0950 34.5400 0.2724 |
Foreign currency (in thousands) 156,655 681 4,644 12,310 149,145 550 617,203 |
Exchange rate NTD 29.9950 4,698,857 29.9950 20,426 39.3900 182,919 7.0380 86,638 29.9950 4,473,604 33.6200 18,491 0.2760 170,348 |
The Company’ s exposure to currency risk arises from the translation of the foreign currency exchange gains and losses on cash and cash equivalents, accounts and other receivables, and accounts and other payables that are denominated in foreign currency. The weakening or strengthening of 1% on the above mentioned foreign currency against the New Taiwan Dollars would have decrease or increase the net profit (loss) before tax for the years ended 2020 and 2019 by $1,347 thousand and $7,289 thousand, respectively. The analysis assumes that all other variables remain constant. The analysis is performed on the same basis for the two periods.
Since the Company has many kinds of functional currency, the information on foreign exchange gain (loss) on monetary items is disclosed by total amount. For the years ended 2020 and 2019, foreign exchange gain (loss) (including realized and unrealized portions), please refer to note 6 (x).
2) Interest rate risk
Please refer to the notes on liquidity risk management and interest rate exposure of the Company’s financial assets and liabilities.
The following sensitivity analysis is based on the exposure to the interest rate risk of derivative and non-derivative financial instruments on the reporting date. Regarding liabilities with variable interest rates, the analysis is based on the assumption that the amount of liabilities outstanding at the reporting date was outstanding throughout the year. The rate of change is expressed as the interest rate increases or decreases by 0.25% when reporting to management internally, which also represents the Company management’s assessment of the reasonably possible interest rate change.
If the interest rate had increased / decreased by 0.25%, the Company’s net income would have decreased / increased by $3,154 thousand and $15,915 thousand for the years ended December 31, 2020 and 2019 with all other variable factors remaining constant. This is mainly due to the exposure of the fair value interest rate risk of the Company’s variable interest rate deposit and loans.
(Continued)
50
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
In addition, the Company’ s financial assets and liabilities with fixed interest rate are measured at amortized cost. The profit and loss of financial instruments are unaffected by fluctuations in interest rate on the reporting date, therefore, no sensitivity analysis has been disclosed.
3) Other market price risk
The Company’ s exposure to price risk on equity investments mainly arises from the investment of financial assets measured at fair value through other comprehensive income. If the price of the securities fluctuates on the reporting date (the sensitivity analyses for the changes in the securities price at the reporting date were performed using the same basis for the profit and loss), the impact on the consolidated income items are as follow:
| Prices of securities at the reporting date Increasing 5% Decreasing 5% |
For the years ended December 31, 2020 2019 $ 16,425 121,907 $ (16,425) (121,907) |
|---|---|
| 2020 $ 16,425 $ (16,425) |
-
4) Fair value of financial instruments
-
a) Fair value hierarchy
The Company’s financial assets and liabilities measured at fair value through profit and loss, financial assets and liabilities for hedging and financial assets measured at fair value through other comprehensive income are measured at fair value on a recurring basis. The carrying amount and fair value of various types of financial assets and liabilities (including the information on fair value hierarchy were as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and lease liabilities, disclosure of fair value information is not required) are listed as follows:
| Financial assets at fair value through profit and loss Derivative financial assets Financial assets at fair value through other comprehensive income Listed domestic stocks Non-quoted equity instruments measured at fair value Subtotal |
December 31, 2020 | December 31, 2020 | December 31, 2020 | ||
|---|---|---|---|---|---|
| Book value $ 2,714 $ 328,498 35,893 $ 364,391 |
Fair Value | ||||
| Level 1 - 169,038 - 169,038 |
Level 2 2,714 159,460 - 159,460 |
Level 3 - - 35,893 35,893 |
Total 2,714 |
||
| 328,498 35,893 |
|||||
| 364,391 |
(Continued)
51
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
| Financial assets measured at amortized cost Cash and cash equivalent Accounts receivable (including related parties) Other receivables (including related parties) Financial assets measured at amortized cost Other financial assets Refundable deposits Financial liabilities at fair value through profit and loss Derivative financial liabilities Financial liabilities measured at amortized cost Long-term and short-term borrowings Accounts payable (including related parties) Lease liabilities Other financial liabilities |
December 31, 2020 | December 31, 2020 | December 31, 2020 | |||
|---|---|---|---|---|---|---|
| Fair Value | ||||||
| Level 1 Level 2 Level 3 - 5,437 - December 31, 2019 |
Total 5,437 |
|||||
| Fair Value | ||||||
| Level 1 - 2,287,336 - 2,287,336 |
Level 2 2,392 80,880 - 80,880 |
Level 3 - - 69,923 69,923 |
Total 2,392 |
|||
| Financial assets at fair value through profit and loss Derivative financial assets Financial assets at fair value through other comprehensive income Listed domestic stocks Non-quoted equity instruments measured at fair value Subtotal Financial assets measured at amortized cost Cash and cash equivalent Accounts receivable (including related parties) Other receivables (including related parties) Financial assets measured at amortized cost Other financial assets Refundable deposits |
||||||
| 2,368,216 69,923 |
||||||
| 2,438,139 | ||||||
(Continued)
52
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
| December 31, 2019 | December 31, 2019 | December 31, 2019 | |||
|---|---|---|---|---|---|
| Book value $ 755 14,544,284 1,518,065 397,144 892,334 $ 17,351,827 |
Fair Value | ||||
| Level 1 - |
Level 2 755 |
Level 3 - |
Total 755 |
||
| Financial liabilities at fair value through profit and loss Derivative financial liabilities Financial liabilties measured at amortized cost Long-term and short-term borrowings Accounts payable (including related parties) Lease liabilities Other financial liabilities |
|||||
- b) Valuation techniques for financial instruments not measured at fair value
The Company’ s valuation techniques and assumptions used for financial instruments not measured at fair value are as follows:
- i) Financial assets measured at amortized cost
If the quoted prices in active markets are available, the market price is established as the fair value. However, if quoted prices in active markets are not available, the estimated valuation or prices used by competitors are adopted.
- ii) Financial liabilities measured at amortized cost
If there is quoted price generated by transactions, the recent transaction price and quoted price data is used as the basis for fair value measurement. However, if no quoted prices are available, the discounted cash flows are used to estimate fair values.
-
c) Valuation techniques for financial instruments measured at fair value
-
i) Non-derivative financial instruments
If the financial instruments have a quoted price in an active market, the fair value should be determined on that price. The price quoted in major exchanges and over-the-counter trading are all considered basis for fair value determination for listed equity instruments.
A financial instrument is regarded as being quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency and those prices represent actual and regularly occurring market transactions on an arm’ s- length basis. Quoted market prices may not be indicative of the fair value of an instrument if the activity in the market is infrequent, the market is not well-established, only small volumes are traded, or bid-ask spreads are very wide.
(Continued)
53
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
The financial instruments held by the Company are distinguished according to the evaluation sources used to determine its fair value as follows:
-
Financial instruments with an active market: including listed company stocks and fund beneficiary certificates, etc. The fair value of these instruments are determined by reference to theirs respective market quotes.
-
Financial instruments without active market: Fair value is based on valuation techniques or reference counterparty quotes. The fair value obtained through evaluation techniques can refer to the current fair value of other financial instruments with similar conditions and characteristics, discounted cash flow method or other evaluation techniques, including calculations based on market information available on the date of the consolidated balance sheet.
ii) Derivative financial instruments
Measurement of the fair value of derivative instruments is based on the valuation techniques generally accepted by market participants such as the discounted cash flow or option pricing models; forward foreign exchange contracts are usually evaluated based on the current forward exchange rate, and the fair value of other types of derivative financial instruments are determined based on appropriate option pricing models (such as the BlackScholes model) or other evaluation methods.
d) Reconciliation of Level 3 fair values
The changes in Level 3 fair values for the six months ended in June 30, 2020 and 2019 are as follow:
| 2019 are as follow: | ||
|---|---|---|
| Opening balance Total gains and losses recognized in other comprehensive income Redemption Reclassified Ending balance |
Non quoted equity instrument - fair value through other comprehensive incmoe 2020 2019 $ 69,923 108,038 1,711 (38,115) (6,845) - (28,896) - $ 35,893 69,923 |
|
| 2019 | ||
| 108,038 (38,115) - - 69,923 |
(Continued)
54
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
As of December 31, 2020 and 2019, the total gains and losses were included in “ unrealized gains and losses of financial assets at fair value through other comprehensive income”. The relevant assets were as follow:
| 2020 Total gains and losses recognized: In other comprehensive income, and presented in “unrealized gains and losses from financial assets at fair value through other comprehensive income” $ 1,711 |
2019 (38,115) |
|---|---|
- e) Quantified information on significant unobservable inputs (Level 3) used in fair value measurement
The Company’s financial instruments that use Level 3 inputs to measure fair value include “financial assets measured at fair value through profit or loss – derivative instruments” and “ fair value through other comprehensive income – equity investments”.
Most of the fair value classified as Level 3 are singular significant unobservable input value, except for equity investments without an active market, which has multiple significant unobservable input data. The significant unobservable input values of equity instruments without an active market are independent of each other, thus there are no correlation between them.
Quantified information of significant unobservable inputs was as follows:
| Item Financial assets measured at fair value through other comprehensive income - equity instruments without an active market |
Valuation technique Black-Scholes options pricing model |
Significant unobservable inputs Inter-relationship between significant unobservable inputs and fair value measurements ‧Value multiplier (1.63 for December 31, 2019) ‧Stock price volatility (38.22% for December 31, 2019) ‧The higher the value multiplier, the higher the fair value ‧The higher the volatility, the lower the fair value |
|---|---|---|
(Continued)
55
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
- f) Fair value measurements in Level 3 – sensitivity analysis of reasonably possible alternative assumptions
| alternative assumptions | ||
|---|---|---|
| Input value December 31, 2019 Financial assets measured at fair 1.63 value through other 1.63 comprehensive income equity 38.22% instruments without an active market 38.22% |
Increase(+) or decrease(-) |
The effect of fair value fluctuations in other comprehensive income Favorable Unfavourable 1,471 - - (1,354) - (294) 294 - |
| +5% -5% +1% -1% |
The favorable and unfavorable effects represent the changes in fair value, which is based on a variety of unobservable inputs calculated using a valuation technique. The analysis above only reflects the effects of changes in a single input, and it does not include the interrelationships with another input.
-
(z) Financial risk management
-
(i) Overview
The Company is exposed to the following risks arising from financial instruments:
-
1) Credit risk
-
2) Liquidity risk
-
3) Market risk
Note 6(z) presents detailed information on exposure to each of the above risks and on the objectives, policies, and processes for measuring and managing risk.
- (ii) The Company’ s risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect the changes in market conditions and the Company’ s activities. The Company, through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations.
The Company Audit Committee ensures that the supervision of the management is in compliance with the Company’ s risk management policies and procedures and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The Company Audit Committee is assisted in its oversight role by an Internal Audit. The Internal Audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.
(Continued)
56
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(aa) Capital management
The Company’s objectives for managing capital to safeguard its capacity to continue to operate, to continue to provide a return for shareholders, to maintain the interest of other related parties, and to maintain an optimal capital structure to reduce the cost of capital.
The main management of the Company regularly reviews the Company’s capital structure, including the cost of various capital and related risks. In order to maintain or adjust the capital structure, the Company may adjust the dividend payment to the shareholders, reduce the capital for redistribution to shareholders, issue new shares, or sell assets to settle any liabilities. There were no such significant changes in the debt ratio at December 31, 2020 and 2019.
- (ab) Investing and financing activities not affecting current cash flow
The Company’s investing and financing activities which did not affect the current cash flow in the years ended December 31, 2020 and 2019, were as follows:
-
(i) Acquisition of Right-of-use assets by lease, please refer to note 6(i).
-
(ii) Reconciliation of liabilities arising from financing activities were as follows:
| Long-term borrowings Short-term borrowings Lease liabilities Total liabilities from financing activities Long-term borrowings Short-term borrowings Shor-term notes paybale Lease liabilities Total liabilities from financing activities |
January 1, 2020 $ 11,855,436 2,688,848 397,144 $ 14,941,428 January 1, 2019 $ 9,783,678 6,143,020 79,963 426,929 $ 16,433,590 |
Cash flows (6,397,999) (282,273) (25,666) (6,705,938) Cash flows 2,121,588 (3,416,844) (79,963) (19,196) (1,394,415) |
Foreign exchange movements and others (33,110) (86,573) (102,027) (221,710) Foreign exchange movements and others (49,830) (37,328) - (10,589) (97,747) |
December 31, 2020 |
|---|---|---|---|---|
| 5,424,327 2,320,002 269,451 |
||||
| 8,013,780 | ||||
| December 31, 2019 |
||||
| 11,855,436 2,688,848 - 397,144 |
||||
| 14,941,428 |
(Continued)
57
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(7) Related-party transactions:
- (a) Name and relationship with related parties
Name of related party Relationship with the Company Zhongyang Corporation Subsidiary Ever Lite Power Inc. Subsidiary (Note 7) Apex Solar Corporation Subsidiary Solartech Materials Corporation Subsidiary Hsin Jin Optoelectronics Subsidiary Utech Solar Corporation (“Utech”) Subsidiary Best Power Service Corp. Subsidiary Prime Energy Corp. Subsidiary (Note 7) Huiyang Corporation Subsidiary (Note 7) NSP System Development Corp. (“NSP System”) Subsidiary Neo Solar Power (Nanchang) Ltd. (“NSP Nanchang”) Subsidiary (Note 5) Hsin Jin Solar Energy Co., Ltd. Subsidiary Shinkai Energy Power Ltd. Co. Subsidiary New Ray Investment Corp. Subsidiary Si Two Corp. Subsidiary Yong Zhou Ltd. Subsidiary GES Japan Corporation (“GES Japan”) Subsidiary Young Liang Ltd. Subsidiary Yong Yao Ltd. Subsidiary (Note 6) Yong Shun Ltd. Subsidiary (Note 7) Shanyang Green Power Ltd. Co. Subsidiary Tienyang Green Power Ltd. Co. Subsidiary Deyang Green Power Ltd. Co. Subsidiary Feng Yang Green Power Ltd. Co. Subsidiary Jeyang Green Power Ltd. Co. Subsidiary DelSolar (Wu Jiang) Ltd. Subsidiary United Agriculture Ecology Ltd. Co. Subsidiary United Renewable Energy Engineering Co., Ltd. Subsidiary Lianxi Energy Power Ltd. Co. Subsidiary Lianzhang Energy Power Ltd. Co. Subsidiary Liancheng Energy Power Ltd. Co. Subsidiary Dashiangying Energy Power Ltd. Co. Subsidiary Shanshang Energy Power Ltd. Co. Subsidiary Yanshan Energy Power Ltd. Co. Subsidiary Jiangung Energy Power Ltd. Subsidiary
(Continued)
58
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
Name of related party Relationship with the Company Beryl Construction LLC Subsidiary Clean Focus Renewables Inc. Subsidiary DelSolar US Holdings (Delaware) Corporation (“DelSolar Subsidiary US”) ELECTRONIC J.R.C. S.R.L. Subsidiary GES Energy Middle East FZE (“GES ME” ) Subsidiary General Energy Solutions UK Limited Subsidiary General Energy Solutions USA. Inc. (“GES USA”) Subsidiary Gintech (Thailand) Limited (“Gintech (Thailand)”) Subsidiary Neo Solar Power Vietnam Co., Ltd Subsidiary NSP Germany GmbH Subsidiary NSP Indygen UK Ltd. Subsidiary NSP SYSTEM NEVADA HOLDING CORP. Subsidiary (“NSP NEVADA”) NSP UK Holding Limited Subsidiary NSP Systems (BVI) Ltd. (“NSP BVI”) Subsidiary URE NSP CORPORATION Subsidiary ThinTech Materials Technology Co., Ltd. Other related party Taiwan Speciality Chemicals Corporation Other related party (Note 3) Sino-American Silicon Products Inc. (“SAS”) Other related party (Note 3) Top Green Energy Technologies Inc. Other related party Phanes Holding Inc. Other related party Clean Focus Yield Limited (“CFY”) Other related party (Note 1) Clean Focus Corporation (“CFC”) Other related party (Note 1) Si One Corp. Associate (Note 4) Da Li Energy Co., Ltd. Associate (Note 4) Yong Han Ltd. (“Yong Han”) Associate (Note 4) Yun Yeh Energy Inc. Associate (Note 4) Neo Cathay Electric Power Corp. Associate (Note 4) Neo Cathay Power Corp. (“Neo Cathay”) Associate (Note 4) Sunshine PV Corporation (“Sunshine PV”) Associate (Note 2) DS Energy Technology Co., Ltd. Associate V5 Technologies Co., Ltd. Associate Gintung Energy Corporation Associate Solarbright energy Co., Ltd. Associate
Note 1: Former associates of the Company, wherein the subsidiary of the Company disposed all of CFY’s shares in January 2020. In addition, due to the fact that the directors of CFY are the same as those of the Company, therefore, the Company has significant control over CFY; hence CFY and its subsidiaries were listed as other related parties of the Company.
(Continued)
59
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
-
Note 2: The Company resigned from the board of directors of Sunshine PV in May 2019, and no longer has significant control over it. Therefore, only show the transactions as of May 2019.
-
Note 3: The Company didn’t serve as director of SAS in June 2020, and no longer has significant control over it. Therefore, only show the transactions as of June 2020.
-
Note 4: The Company disposed Neo Cathay’ s shares in September 2020, and no longer has significant control over it and its subsidiaries. Therefore, only show the transactions as of September 2020.
-
Note 5: The subsidiary of the Company disposed NSP Nanchang’s shares in third quarter of 2020, and no longer has significant control over it. Therefore, only show the transactions as of July 2020.
-
Note 6: The Company disposed Yong Yao Ltd.’ s shares in December 2019, and no longer has significant control over it. Therefore, only show the transactions as of December 2019.
-
Note 7: Liquidated and dissolved in 2020.
-
(b) Significant transactions with related parties
-
(i) Sales, accounts receivable and contract assets
Details of sales (discount) by the Company to related parties were as follows:
| Subsidiaries Associates Other related parties |
For the years ended December 31, |
For the years ended December 31, |
|---|---|---|
| 2020 $ 246,615 44,325 (2,585) $ 288,355 |
2019 | |
| 1,320,686 249,312 11,210 |
||
| 1,581,208 |
The terms of sale between the Company and related parties are negotiated by both parties based on the market conditions of the relevant products. The details of the accounts receivable and contract assets from the above transactions were as follows:
| Subsidiaries Gintech (Thailand) NSP System Others Associates CFC Yong Han Others Other related parties CFC Less: Impairment allowance |
December | 31, 2020 Contract Assets - - - - - - - - - |
December 31, 2019 | December 31, 2019 |
|---|---|---|---|---|
| Accounts Receivable $ 149,964 3 5,543 - - - 467 (7) $ 155,970 |
Accounts Receivable 158,620 94,616 28,025 105,197 - 13,546 - (8,464) 391,540 |
Contract Assets |
||
| - - - - 45,940 - - - |
||||
| 45,940 |
(Continued)
60
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
- (ii) Purchases, accounts payable, contract liabilities and prepayments
Details of purchases by the Company to related parties were as follows:
| Subsidiaries Associates Other related parties |
For the years ended December 31, |
For the years ended December 31, |
|
|---|---|---|---|
| 2019 | |||
| 655,821 - 11,620 |
|||
| 667,441 |
The terms of the purchase between the Company and related parties are based on conditions agreed upon by both parties. The details of the accounts payable and contract liabilities from the above transactions were as follows:
| Subsidiaries Gintech (Thailand) Utech Others Other related parties |
December | 31, 2020 Contract Liabilities 420 - - - 420 |
December 31, 2019 | December 31, 2019 |
|---|---|---|---|---|
| Accounts Payable $ 28,845 137,335 - - $ 166,180 |
Accounts Payable 275,811 49,218 23,926 6,652 355,607 |
Contract Liabilities |
||
| - - - 11 |
||||
| 11 |
In addition, the details of prepayments made by the Company related to purchase were as follows:
| Other related parties SAS Subsidiaries |
December 31, 2020 $ - - $ - |
December 31, 2019 |
|---|---|---|
| 1,117,975 54,835 |
||
| 1,172,810 |
(Continued)
61
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(iii) The following are mainly generated from mutual advance payments for building power facilities between the Company and related parties, which were including in other receivables and other current liabilities:
| Subsidiaries DelSolar US GES ME NSP NEVADA GES USA Others Associates Other related parties Subsidiaries GES Japan NSP BVI Others Sale of property, plant and equipment Subsidiaries $ Purchase of property, plant and equipment For the years ended December 31, 2020 2019 Subsidiaries $ 6,102 - |
Other receivables | Other receivables |
|---|---|---|
| December 31, 2020 December 31, 2019 $ 753,690 969,633 592,455 629,372 495,011 562,020 247,419 189,162 284,759 381,406 840 241 29,176 20,997 $ 2,403,350 2,752,831 Other current liabilities December 31, 2020 December 31, 2019 $ - 169,202 205,092 - 37,609 7,508 $ 242,701 176,710 For the years ended December 31, 2020 2019 4,997 265,815 Payables on equipment (classified as other current liabilities) December 31, 2020 December 31, 2019 6,005 - |
December 31, 2019 |
|
| 969,633 629,372 562,020 189,162 381,406 241 20,997 |
||
| 2,752,831 | ||
| December 31, 2019 |
||
| - |
(iv) Sale of property, plant and equipment
(v) Purchase of property, plant and equipment
(Continued)
62
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(vi) Loaning of funds and interest income
Details of loaning of funds between the Company and related parties from January 1 to December 31, 2019 were as follows. There were no such loans from January 1 to December 31, 2020.
| Associates CFY Sunshine PV Subsidiaries |
Maximum balance of the current period Ending balance Interest rate $ 107,590 - % 5 200,000 - % 1.608 24,000 - % 3 $ - |
|---|---|
Details on interest income received by the Company due to the above mentioned loaning of funds and investments in convertible preference shares issued by other related parties were as follows:
| Other related parties Phanes Holding Inc. Associates Subsidiaries Other income Subsidiaries NSP System Others Associates Other related parties |
For the years ended December 31, |
For the years ended December 31, |
|---|---|---|
| 2020 2019 $ 8,180 9,541 - 4,145 - 288 $ 8,180 13,974 For the years ended December 31, |
2019 | |
| 9,541 4,145 288 |
||
| 13,974 | ||
| 2019 | ||
| 42,373 19,460 13,853 5,446 |
||
| 81,132 |
(vii) Other income
(Continued)
63
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(viii) Dividend income
| Other related parties SAS Others |
For the years ended December 31, |
For the years ended December 31, |
|---|---|---|
| 2020 $ - 7,000 $ 7,000 |
2019 | |
| 65,581 1,600 |
||
| 67,181 |
(ix) Other expense
| Subsidiaries Associates |
For the years ended December 31, |
For the years ended December 31, |
|---|---|---|
| 2020 $ 4,697 15 $ 4,712 |
2019 | |
| 33,365 48 |
||
| 33,413 |
(c) Key management personnel compensation
| Short-term employee benefits Post-employment benefits Share-based payments Total |
For the years ended December 31, |
For the years ended December 31, |
|---|---|---|
| 2020 $ 70,185 1,604 3,645 $ 75,434 |
2019 | |
| 86,630 2,076 1,686 |
||
| 90,392 |
Please refer to note 6(t) for further explanations related to share-based payments.
(Continued)
64
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(8) Pledged assets:
The carrying amounts of pledged assets were as follows:
| Pledged assets | December 31, 2020 $ 3,318,929 2,671,322 - 1,020,807 - 706,987 $ 7,718,045 |
December 31, 2019 |
|---|---|---|
| Property, plant and equipment Investment property Financial assets at fair value through other comprehensive income Restricted bank deposit (accounted for as current assets and non current assets) Investments accounted for using the equity method Refundable deposit |
8,728,542 - 2,172,922 539,461 608,967 847,319 |
|
| 12,897,211 |
(9) Significant contingent liabilities and unrecognized commitments:
-
(a) Unrecognized contract commitments
-
(i) Unrecognized contract commitments
| Unused letter of credit (in USD thousand) Bank guarantee (Note 13(a)) |
December 31, 2020 $ 4,211 $ 3,046,655 |
December 31, 2019 |
|---|---|---|
| 3,411 | ||
| 3,334,640 |
- (ii) The Company entered into separate long-term purchase agreements with several different silicon wafer suppliers. The Company has to make advance payments as guarantee and the suppliers shall meet the supply of materials in accordance with the contract terms. The advance payment may not be used for any other purposes than to deduct the payables arising from the purchase which is decided by both parties according to market price. In addition, the Company will recognize the impairments on the prepaid amounts according to the suppliers’ operations as follows:
| Advance payment Accumulated impairment loss |
December 31, 2020 $ 2,160,495 $ 164,853 |
December 31, 2019 |
|---|---|---|
| 2,213,188 | ||
| 51,732 |
(10) Losses due to major disasters: None
(Continued)
65
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
(11) Subsequent Events:
-
(a) A resolution was decided during the board meeting held on March 25, 2021 for the Group to reduce its capital to cover for its deficit 11,571,176 thousand. The above resolution is subject for approval during the shareholders’ meeting, and agreed by the relevant securities authority. Please see the Market Observation Post System for more details.
-
(b) Judgment of damages litigation between the Group and the supplier, please refer to note 6 (x).
-
(c) To expand the scale of operations and increase the use asset efficiently, the Group expects to issue ordinary shares or/and global depositary receipts or/and private shares in cash, with the maximum limit of 250,000 thousand ordinary shares. The above transaction will be submitted for discussion in the shareholders’ meeting to be held in May 2021
(12) Others:
Employee benefits, depreciation and amortization expense are summarized based on functions as follows:
| Functions Nature |
For the years ended December 31, 2020 |
For the years ended December 31, 2020 |
For the years ended December 31, 2020 |
For the years ended December 31, 2019 |
For the years ended December 31, 2019 |
For the years ended December 31, 2019 |
|---|---|---|---|---|---|---|
| Operating cost |
Operating expenses |
Total | Operating cost |
Operating expenses |
Total | |
| Employee benefit expense Salaries Labor and health insurance Pension Remuneration of directors Others Depreciation expense Amortization expense |
713,059 75,476 31,302 - 72,124 1,056,042 - |
365,996 31,563 18,407 8,280 27,939 259,765 2,310 |
1,079,055 107,039 49,709 8,280 100,063 1,315,807 2,310 |
1,165,132 118,077 50,506 - 100,084 1,991,830 124 |
416,177 36,517 21,081 8,280 33,264 225,462 3,740 |
1,581,309 154,594 71,587 8,280 133,348 2,217,292 3,864 |
The additional information of headcount and employee benefit are follows:
| Headcount The number of non-employee director Average cost of employee benefits Average cost of salaries Average of salaries expense variation Remuneration of supervisors |
2020 1,689 7 $ 794 $ 642 % (6.28) $ - |
2019 |
|---|---|---|
| 2,317 | ||
| 7 | ||
| 840 | ||
| 685 | ||
| % (2.14) |
||
| - |
Employee remuneration includes basic salary for fixed items, bonuses for allowances and variable items, dividends, and other rewards in the form of stocks. The actual salary received will be determined based on factors such as seniority, rank, work performance, overall contribution, and special achievements.
(Continued)
66
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
The manager is responsible for the Company’s business performance. The remuneration is issued based on the employee’ s remuneration policy, target achievement status, future risks, current year’ s employee bonus payment policy, and reference to the past payment situation, as well as peer salary level verification, which will be implemented after a review and an evaluation have been made by the remuneration committee, to be submitted to the board of directors for approval.
The Company’s remuneration to directors includes the directors’ remuneration and monthly transportation allowance. It is set out in accordance with Article 33 of the Company’s articles of association. However, independent directors of the Company receive a fixed monthly remuneration, and is excluded in the distribution of earnings.
(13) Other disclosures:
- (a) Information on significant transactions:
The followings were the information on significant transactions required by the “ Regulations Governing the Preparation of Financial Reports by Securities Issuers” for the Company for the years ended December 31, 2020:
-
(i) Lending to other parties: None
-
(ii) Guarantee and Endorsement for other parties: Please see Table 1 attached.
-
(iii) Information regarding securities held at the reporting date (subsidiaries, associates and joint ventures not included): Please see Table 2 attached.
-
(iv) Information regarding purchase or sale of securities for the period exceeding 300 million or 20% of the Group’s paid-in capital: Please see Table 3 attached.
-
(v) Information on acquisition of real estate with purchase amount exceeding 300 million or 20% of the Company’s paid-in capital: None.
-
(vi) Information regarding receivables from disposal of real estate exceeding 300 million or 20% of the Company’s paid-in capital: Please see Table 4 attached.
-
(vii) Information regarding related-parties purchases and/or sales exceeding 100 million or 20% of the Compnay’s paid-in capital: Please see Table 5 attached.
-
(viii) Information regarding receivables from related-parties exceeding 100 million or 20% of the Company’s paid-in capital: Please see Table 6 attached.
-
(ix) Information regarding trading in derivative financial instruments: Please refer to Note 6(b) for related information.
-
(b) Information on investees:
The followings are the information on investees for the years ended December 31, 2020: Please see Table 7 attached.
- (c) Information on investment in Mainland China : Please see Table 8 attached.
(Continued)
67
UNITED RENEWABLE ENERGY CO., LTD. Notes to the Financial Statements
- (d) Major shareholders:
| Major shareholders: | ||
|---|---|---|
| Shareholder’s Name | Shareholding | |
| Shares | Percentage | |
| National Development Fund, Executive Yuan | 175,119,300 | % 6.57 |
| Management Committee of Yaohua Glass Corporation Ltd. | 167,145,851 | % 6.27 |
-
Note 1: This Table provides the information of number of ordinary shares and special shares which were delivered through non-physical registration (including treasury shares) owned by major shareholders with ownership of 5% or greater and was calculated by Taiwan Depository & Clearing Corporation using the last business day at the end of the quarter. There might be a difference between the share capital listed on the Company’s financial statements and the actual number of shares delivered through non-physical registration due to different basis of calculation.
-
Note 2: If the shareholder delivered the shares to the trust, the above information would be revealed by the individual trust account under fiduciary account opened by the trustee. As for the shareholders handled the insider ownership declarations with shareholdings over 10% in accordance with the Securities and Exchange Act, their shareholdings include the shares owned by themselves plus the shares delivered to the trust which they have the right on allocating the trust properties, please refer to the Market Observation Post System website for information about insider ownership declaration.
(14) Segment information:
Please see the Consolidated Financial Statements for the year ended December 31, 2020.
UNITED RENEWABLE ENERGY CO., LTD. ENDORSEMENTS/GUARANTEES PROVIDED FOR THE YEAR ENDED December 31, 2020
TABLE 1
(In Thousands of New Taiwan Dollars)
| No. | Endorser/Guarantor | Counter-party of guarantee and endorsement |
Counter-party of guarantee and endorsement |
Limit on Endorsement/ Guarantee Given on Behalf of Each Party |
Maximum Amount Endorsed/ Guaranteed During the Period |
Outstanding Endorsement/ Guarantee at the End of the Period |
Actual Borrowing Amount |
Amount Endorsed/ Guaranteed by Collateral |
Ratio of Accumulated Endorsement/ Guarantee to Net Equity in Latest Financial Statements(%) |
Maximum amount for guarantees and endorsements |
Endorsement/ Guarantee Given by Parent on Behalf of Subsidiaries |
Endorsement/ Guarantee Given by Subsidiaries on Behalf of Parent |
Endorsement/ Guarantee Given on Behalf of Companies in Mainland China |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Relationship with the Company |
||||||||||||
| 0 0 0 0 0 0 0 0 0 |
The Company The Company The Company The Company The Company The Company The Company The Company The Company |
NSP Nevada NSP Indygen Apex Gintech (Thailand) GES USA NSP System GES UK Yong Liang The Company(Note3) |
(2) (2) (2) (2) (2) (2) (2) (2) (2) |
2,851,386 2,851,386 2,851,386 2,851,386 2,851,386 2,851,386 2,851,386 2,851,386 2,851,386 |
46,110 356,220 263,000 897,510 559,176 500,000 604,600 1,017,250 51,120 |
- - 263,000 283,080 421,425 500,000 561,900 1,017,250 - |
- - 261,000 - 421,425 136,400 85,971 76,887 - |
- - - - - - - - - |
- - 1.84 1.99 2.96 3.51 3.94 7.14 - |
7,128,466 7,128,466 7,128,466 7,128,466 7,128,466 7,128,466 7,128,466 7,128,466 7,128,466 |
Y Y Y Y Y Y Y Y N |
N N N N N N N N N |
N N N N N N N N N |
Note 1: The relation between guarantor and guarantee �
-
(1)Ordinary business relationship.
-
(2)Subsidiary which owned more than 50 percent by the guarantor.
-
(3)An investee owned more than 50 percent in total by both the guarantor and its subsidiary.
-
(4)An investee owned more than 90 percent by the guarantor or its subsidiary.
-
(5)Fulfillment of contractual obligations by providing mutual endorsements and guarantees for peer or joint builders in order to undertake a construction project.
-
(6) An entity that is guaranteed and endorsed by all capital contributing shareholders in proportion to their shareholding percentages.
-
�����������������������������������������������������������������������������������������������������������������������������������������������������������������������������������������������������������������������������
Note 2: In accordance with the “Rules of Guarantees by the Company,” the ceiling for the total guaranteed amount was 50% of the Company’s net asset value, and the limit on the guaranteed amount for a single party was 20% of the Company’s net asset value. But for business purposes, the limit of the guaranteed amount was the total of the purchases from or sales to the Company within the most recent year.
Note 3: In accordance with the “Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies” Article 4.1.1. (3), although, the guaranteed party is the Company, the Company issued a separate promissory note to a non-financial enterprise to meet the financing needs, which is still in accordance with the term "endorsements/guarantees" under Article 4 of the regulations.
(Continued)
~ 68 ~
UNITED RENEWABLE ENERGY CO., LTD. MARKETABLE SECURITIES HELD
FOR THE YEAR ENDED December 31, 2020
TABLE 2
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| TABLE 2 | (In Thousands of New Taiwan Dollars, Unless Stated Ot | (In Thousands of New Taiwan Dollars, Unless Stated Ot | (In Thousands of New Taiwan Dollars, Unless Stated Ot | (In Thousands of New Taiwan Dollars, Unless Stated Ot | herwise) | |||
|---|---|---|---|---|---|---|---|---|
| Holding Company Name |
Type and Name of Marketable Securities | Relationship with the Holding Company |
Financial Statement Account | 2020.12.31 | Note | |||
| Number of Shares | Carrying Amount |
Percentage of Ownership |
Fair Value | |||||
| The Company | Shares CTCI Corporation ThinTech Materials Technology Co., Ltd. GIGA SOLAR MATERIALS CORPORATION Taiwan Speciality Chemicals Corporation NTNU Innovation Investment Holding Company ASIA GLOBAL VENTURE CAPITAL II CO., LTD SUN APPENNINO CORPORATION FICUS CAPITAL CORPORATION Convertible preference shares-Phanes Holding Inc. |
- Other related party - - - - - - Other related party |
Financial assets at fair value through other comprehensive income- current Financial assets at fair value through other comprehensive income- non-current Financial assets at fair value through other comprehensive income- non-current Financial assets at fair value through other comprehensive income- non-current Financial assets at fair value through other comprehensive income- non-current Financial assets at fair value through other comprehensive income- non-current Financial assets at fair value through other comprehensive income- non-current Financial assets at fair value through other comprehensive income- non-current Financial assets at amortized cost- non-current |
3,003 7,000 266 1,691 200 770 - - 24 |
114,715 159,460 54,323 18,601 2,000 15,292 - - 140,475 |
0.39% 9.52% 0.44% 0.58% 2.00% 10.00% 26.09% 28.07% 100.00% |
114,715 159,460 54,323 18,601 2,000 15,292 - - 140,475 |
1 |
Note 1 � Private placement ordinary shares, subjected to transfer restrictions in accordance with Article 43-8 of the Securities and Exchange Act.
(Continued)
~ 69 ~
UNITED RENEWABLE ENERGY CO., LTD.
MARKETABLE SECURITIES ACQUIRED AND DISPOSED AT COSTS OR PRICES OF AT LEAST $300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED December 31, 2020
TABLE 3
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| TABLE 3 | (In Thousands of New Taiwan Dollars, U | (In Thousands of New Taiwan Dollars, U | (In Thousands of New Taiwan Dollars, U | (In Thousands of New Taiwan Dollars, U | nless Stated Otherwise) | nless Stated Otherwise) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Company Name | Type and Name of Marketable Securities |
Financial Statement Account | Counterparty | Relationship | Beginning Balance | Acquisition | Disposal | Ending Balance | ||||||
| Shares | Amount | Shares | Amount | Shares | Amount | Carrying Amount |
Gain (Loss) on Disposal |
Shares (thousands) |
Amount | |||||
| The Company The Company The Company The Company The Company |
Shares NSP BVI JRC Neo Cathay Shares-Utech Shares-SAS |
Investment accounted for using the equity method Investment accounted for using the equity method Investment accounted for using the equity method Investment accounted for using the equity method Financial assets at fair value through other comprehensive income- non-current |
(Note1) (Note2) San Ching Engineering (Note2) (Note4) |
Subsidiary Subsidiary Non-related party Subsidiary (Note5) |
50,050 1 60,000 39,324 21,860 |
1,411,425 466 608,967 (264,541) 2,172,922 |
- 144 - 37,996 - |
- 427,680 (Note2) - 379,152 (Note2) - |
31,700 - 60,000 (26,962) 21,860 |
955,755 - 705,876 - 2,241,455 |
955,755 - 625,468 - 1,707,296 |
193,123 (Note3) (215,725) (Note3) 80,408 (Note6) (1,392,703) (Note3) 534,159 |
18,350 145 - 50,358 - |
648,793 212,421 - (1,278,092) - |
Note 1 � Cash capital reduction.
Note 2 � Issuance of common stock for cash and difference between consideration and carrying amount of subsidiaries's net assets due to the amount of the Group’s proportionate interest.
Note 3 � Included share of loss (gains) of associates accounted for using equity method and cumulative translation adjustment.
Note 4�Securities sold on the open market of stock exchange.
Note 5�Originally was other related party of the Group, the Company didn’t serve as a director of SAS since the end of June 2020, and no longer has a significant influence over it. Therefore, SAS is non-related parties since July 2020. Note 6�The Group disposed of all the equity shares of Neo Cathay in the third quarter of 2020. Please refer to Note 6(g)and 7.
(Continued)
~ 70 ~
UNITED RENEWABLE ENERGY CO., LTD.
DISPOSAL PROPERTIES, PLANTS AND ERUIPMENT AT COSTS OR PRICES OF AT LEAST $300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED December 31, 2020
TABLE 4
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| TABLE 4 | (In | Thousands o | f New Taiwan Dollars, Unless State | d Otherwise) | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Company Name | Property name | Date of Transaction |
Original acquisition date |
Book value | Transaction amount |
Price collection situation |
Disposal gain |
Trading partner |
Relationship with the Holding Company |
Purpose of disposal |
Reference for price determination | Other agreement terms |
| The Company | Jhunan Science Park Jhunan plant A |
109/7/9 | 97/3/1~100/8/25 | 789,380 | 1,038,306 | As shown in the contract |
248,926 | Taiwan Mask Corporation |
Non-related party | Increase asset use efficiency |
Refer to the actual transaction prices, market conditions of neighboring real estate, and the appraisal report. |
N |
(Continued)
~ 71 ~
UNITED RENEWABLE ENERGY CO., LTD.
TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO AT LEAST $100 MILLION OR 20% OF THE PAID-IN CAPITAL
FOR THE YEAR ENDED December 31, 2020
TABLE 5
(In Thousands of New Taiwan Dollars)
| TABLE 5 | (In Th | (In Th | ousands of New Taiwan D | ousands of New Taiwan D | ollars) | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Buyer/Seller | Related Party | Relationship | Transaction Details | Abnormal Transaction | Notes/Accounts Receivable (Payable) |
Note | |||||
| Purchase/ Sale |
Amount | % to Total | Payment Terms | Unit Price | Payment Terms |
Ending Balance |
% to Total | ||||
| The Company The Company The Company |
Utech Gintech(Tailand) Gintech(Tailand) |
Subsidiary Subsidiary Subsidiary |
Purchase Purchase Sale |
565,527 573,180 (148,988) |
7% 7% 1% |
OA 14 days after receipt 60 days from the invoice date 60 days from the invoice date |
- - - |
- - - |
(137,335) (28,845) 149,964 |
(10.32%) (2.17%) 6.51% |
Note �The aforementioned inter-company transactions have been eliminated in the consolidated financial statements.
(Continued)
~72 ~
UNITED RENEWABLE ENERGY CO., LTD.
RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL
FOR THE YEAR ENDED December 31, 2020
TABLE 6
(In Thousands of New Taiwan Dollars)
| TABLE 6 | (In Th | (In Th | ousands of New T | aiwan Dollars) | ||||
|---|---|---|---|---|---|---|---|---|
| Company Name | Related Party | Relationship | Ending Balance | Turnover Rate (Note1) |
Overdue | Amount Received in Subsequent Period |
Allowance for Impairment Loss |
|
| Amount | Actions Taken | |||||||
| The Company The Company The Company The Company The Company |
DelSolar US GES ME NSP NEVADA GES USA Gintech (Thailand) |
Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary |
753,690 592,455 495,011 247,419 149,964 |
- - - - 0.9 |
753,690 592,455 495,011 120,991 57,361 |
Receivable according to the financial situation Receivable according to the financial situation Receivable according to the financial situation Receivable according to the financial situation Receivable accordingto the financial situation |
- 1,066 - - - |
- - - - - |
(Continued)
~ 73 ~
UNITED RENEWABLE ENERGY CO., LTD.
INVESTEES(EXCLUDING INFORMATION ON INVESTEES IN MAINLAND CHINA) FOR THE YEAR ENDED December 31, 2020
TABLE 7
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| TABLE 7 | (In Tho | (In Tho | (In Tho | usands of Ne | w Taiwan Dollars, Unless Stated | w Taiwan Dollars, Unless Stated | Otherwise) | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Investor Company |
Investee Company | Location | Main Businesses and Products | Investment Amount | Balance as of December 31, 2020 | Highest % of Ownership during 2020 |
Investee recognized | Note | ||||
| December 31, 2020 | December 31, 2019 | Shares (Thousands) |
% of Ownership |
Carrying Value | Net Income (Loss) of the Investee |
Investment Gain (Loss) |
||||||
| The Company | UES DelSolar Cayman NSP BVI GES ME Apex NSP UK NSP System Prime Energy New Ray Investment Zhongyang Huiyang UREE DelSolar Singapore BPS SMC Utech Yong Liang Yong Zhou Ever Lite Yong Shun JRC GES UK Neo Cathay TSST V5 Technology Gintung DSET Solar PV Dashiangying Shinkai Shanshang Jiangung Dungshr Yanshan Hemvan |
Independent State of Samoa Cayman Islands British Virgin Islands The United Arab Emirates Taiwan UK Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Singapore Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Dominican UK Taiwan Malaysia Taiwan Taiwan Taiwan Cayman Islands Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan |
Investment company Investment company Investment company Solar related business Solar related business Investment company Solar related business Electronic component manufacturing and selling Investment company Solar related business Solar related business Solar related business Investment company Solar related business Solar related business Electronic component manufacturing Solar related business Solar related business Electronic component selling Solar related business Solar related business Investment company Investment company Solar related business Electronic component manufacturing and selling Electronic component manufacturing Solar related business Investment company Agriculture related business Agriculture related business Solar related business Agriculture related business Electronic component Agriculture related business Solar related business |
NTD 1,918,131 NTD 4,906,789 NTD 470,424 NTD 418,805 NTD 165,994 NTD 71,881 NTD 144,200 NTD - NTD 115,000 NTD 24,121 NTD - NTD 25,300 NTD 29,743 NTD 6,000 NTD 9,720 NTD 717,070 NTD 249,000 NTD 46,500 NTD - NTD - NTD 431,397 NTD 2,943,653 NTD - NTD 417,692 NTD 114,084 NTD 34,341 NTD 10,500 NTD - NTD 100 NTD 100 NTD 20,100 NTD 100 NTD 2,100 NTD 100 NTD 30,000 |
NTD 1,910,636 NTD 4,906,789 NTD 1,426,179 NTD 418,805 NTD 165,994 NTD 138,967 NTD 144,200 NTD 90,000 NTD 115,000 NTD 24,121 NTD 30,427 NTD 20,000 NTD 29,743 NTD 6,000 NTD 9,720 NTD 337,114 NTD 249,000 NTD 46,500 NTD - NTD 2,000 NTD 3,717 NTD 3,170,893 NTD 600,000 NTD 417,692 NTD 114,084 NTD 34,341 NTD 10,500 NTD - NTD 100 NTD 100 NTD 100 NTD 100 NTD 100 NTD 100 NTD - |
62,188 155,126 18,350 4 36,379 1,780 14,420 - 11,500 3,500 - 2,530 1,250 600 1,000 50,356 24,900 - - - 145 95,890 - 97,701 7,789 13,460 1,050 - 10 10 2,010 10 210 10 3,000 |
100% 100% 100% 100% 100% 100% 100% -% 100% 100% -% 100% 100% 60.00% 100% 99.87% 100% 100% -% -% 59.69% 100% - 42.12% 32.73% 36.38% 29.17% -% 100% 100% 100% 100% 100% 100% 30% |
739,862 604,644 648,793 182,811 197,084 157,915 92,183 - 59,478 26,824 - 1,372 16,634 15,277 9,850 (1,278,092) 268,875 (1,781) - - 212,421 1,394,413 - 72,842 65,420 - 2,043 - 67 67 20,059 67 144 67 29,828 |
100% 100% 100% 100% 100% 100% 100% 100% 100% 100% -% 100% 100% 60.00% 100% 99.87% 100% 100% -% -% 59.69% 100% 40% 42.12% 41.43% 36.38% 35% -% 100% 100% 100% 100% 100% 100% 30% |
(1,098,294) (292,433) 214,343 (152,564) 6,194 49,184 (53,235) (17) (6) (8,386) - (18,417) (1,630) 9,873 6 (1,393,646) 18,993 (7,610) - (1) (28,329) (773,159) 57,626 (9,726) (12,878) 12,637 (9,295) - (4) (4) (12) (4) (1,927) (4) (572) |
(1,134,337) (292,080) 214,343 (152,564) 6,194 49,184 (3,907) (17) (6) (8,386) - (18,417) (1,630) 5,924 6 (1,392,703) 18,993 (7,610) - (1) (7,956) (797,232) 23,050 (4,097) (9,168) - (3,156) - (4) (4) (12) (4) (1,927) (4) (172) |
Note 1 Note 1 Note 2 Note 1 Note 1 Note 2 Note 3 Note 4 Note 1 |
Note 1�As of December 31 2020, the company had liquidated and dissolved. Note 2�As of December 31 2020, the company had issuanced of new shares. Note 3�As of December 31 2020, the company had redemped. Note 4 � As of December 31 2020, the company disposed of all the equity shares.
(Continued)
~ 74 ~
UNITED RENEWABLE ENERGY CO., LTD. INFORMATION ON INVESTMENTS IN MAINLAND CHINA
FOR THE YEAR ENDED December 31, 2020
TABLE 8
(In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| TABLE 8 | (In Thousands of | New Taiwan | Dollars, Unless S | tated Otherwise) | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Investee Company | Main Businesses and Products |
Paid-in Capital | Method of Investment |
Accumulated Outward Remittance for Investment from Taiwan as of January 1, 2020 |
Investment flows | Accumulated Outward Remittance for Investment from Taiwan as of December 31, 2020 |
Net Income (Loss) of the Investee (Note 2) |
% Ownership of Direct or Indirect Investment |
Highest % of Ownership during 2020 |
Investment Gain (Loss) |
Carrying Amount as of December 31, 2020 |
Accumulated Repatriation of Investment Income as of December 31, 2020 |
|
| Outflow | Inflow | ||||||||||||
| DelSolar Wu Jiang | Solar related business |
USD 120,000 $3,371,400 |
Note 1 | USD 120,000 $3,371,400 |
- | - | USD 120,000 $3,371,400 |
(91,463) | 100% | 100% | (91,463) | 198,129 | - |
| NSP Nanchang | Solar related business |
USD 0 $- |
Note 2 | USD 5,000 $140,475 |
- | - | USD 5,000 $140,475 |
�� | - | 100% | (1,395) | - | - |
| Accumulated Outward Remittance for Investments in Mainland China as of September 30, 2020 (US$ in Thousands) |
Investment Amount Authorized by the Investment Commission, MOEA (US$ in Thousands) |
Upper Limit on the Amount of Investment Stipulated by the Investment Commission, MOEA |
|---|---|---|
| USD 143,450 4,030,228 |
USD 149,618 4,203,518 |
8,554,159 |
Note 1�Investments Mainland China through a third region.
Note 2�The Group disposed of all the shares of NSP Nanchang in the third quarter of 2020. Note 3 � The exchange rate used is the rate on December 31, 2020.
~ 75 ~
76
United Renewable Energy Co., Ltd.
Statement of cash and cash equivalents
December 31, 2020
(Expressed in thousands of New Taiwan Dollars)
| Item | Description | Amount | |
|---|---|---|---|
| Cash on hand and petty cash | Petty cash and cash on hand | $ | 381 |
| Bank deposits | Check deposits | 4,104 | |
| Demand deposits | 2,907,266 | ||
| Time deposits | 6,169 | ||
| Foreign currency deposit (USD:17,883 | 687,757 | ||
| thousand; JPY:1,690 thousand; | |||
| CNY:2,211 thousand; EUR:2,859 | |||
| thousand; GBP:2,001 thousand) | |||
| $ | 3,605,677 | ||
| Note: The foreign currency exchange rates on the balance sheet date are as follows: | |||
| USD dollar currency:28.095 | |||
| JPY dollar currency:0.2724 | |||
| CNY dollar currenry:4.322 | |||
| EUR dollar currenry:34.54 | |||
| GBP dollar currenry:38.27 |
77
United Renewable Energy Co., Ltd.
Statement of trade receivables
December 31, 2020
(Expressed in thousands of New Taiwan Dollars)
| Customer Name Non-related parties Client EZ Client DQ Client FA Others (less than 10% for each customer) Subtotal Less: Loss allowance Total |
Description Amount Operating $ 407,997 〃 282,696 〃 249,530 〃 1,208,167 2,148,390 333,004 $ 1,815,386 |
|---|---|
Note1:Accounts receivable – related party is not included in the accounts receivable referred to above. Please refer to Note 7 to the financial statements for details.
78
United Renewable Energy Co., Ltd.
Statement of inventories
December 31, 2020
(Expressed in thousands of New Taiwan Dollars)
| Item Finished goods Work in process Raw materials Construction in progress Subtotal Less: Allowance for reduction of inventory to market Total |
Amount | Amount |
|---|---|---|
| Cost $ 1,109,598 69,631 556,475 72,008 1,807,712 (320,671) $ 1,487,041 |
Net realizable value |
|
| 815,330 110,494 564,239 72,008 |
||
| 1,562,071 | ||
Statement of other current assets
| Item Temporary payments Tax Overpaid Retained for Offsetting the Future Tax Payable Others (individual amount does not exceed 10%) |
Description Amount $ 160,259 34,110 3,464 $ 197,833 |
|---|---|
| Investee Company Name |
Beginning balance | Beginning balance | Addit | ions | United Renewable Energy Co., Ltd. Statement of changes in investments accounted for using the equity For the year ended December 31, 2020 (Expressed in thousands of New Taiwan Dollars) Reclassified Decrease Share of Shares(in thousands) Amount Shares(in thousands) Amount Cumulative translation adjustment income (loss) for using equity method Other - - (8,000) (227,240) (133,548) (797,232) (84,363) - - - - (120,710) (1,134,337) - - - (31,700) (955,755) (36,827) 214,343 - - - - - (27,352) (292,080) 473 - - - - (22,475) (152,564) - - - - - - 18,993 - - - (14,121) - - 6,194 - - - (1,800) (67,086) (6,632) 49,184 (470) - - - - - (3,907) - - - (9,000) (79,975) - (17) - - - - - - (6) - - - - - - (8,386) - - - (3,100) (29,977) - - - - - - - - 5,924 - - - - - (301) (1,630) - - - - - - (18,417) - - - - - - 6 - - - - - - (7,610) - - - (200) (798) - (1) - - - - - (16,024) (7,956) - - - - - - (4) - - - - - - (4) - - - - - - (12) - - - - - - (4) - - - - - - (1,927) - - - - - - (4) - - - - (1) - - - - - - - - - - - - (26,962) - - (1,392,703) (803) - (1,360,832) (363,869) (3,524,157) (85,163) - - (60,000) (625,468) - 23,050 - - - - - (9,699) (4,097) - - - - - - (9,168) - - - - - - (3,156) 1,595 - - - - - - - - - - - - (172) - - - (30,500) - - - - - (625,468) (9,699) 6,457 1,595 - (1,986,300) (373,568) (3,517,700) (83,568) company has not been recognized for the equity method. |
United Renewable Energy Co., Ltd. Statement of changes in investments accounted for using the equity For the year ended December 31, 2020 (Expressed in thousands of New Taiwan Dollars) Reclassified Decrease Share of Shares(in thousands) Amount Shares(in thousands) Amount Cumulative translation adjustment income (loss) for using equity method Other - - (8,000) (227,240) (133,548) (797,232) (84,363) - - - - (120,710) (1,134,337) - - - (31,700) (955,755) (36,827) 214,343 - - - - - (27,352) (292,080) 473 - - - - (22,475) (152,564) - - - - - - 18,993 - - - (14,121) - - 6,194 - - - (1,800) (67,086) (6,632) 49,184 (470) - - - - - (3,907) - - - (9,000) (79,975) - (17) - - - - - - (6) - - - - - - (8,386) - - - (3,100) (29,977) - - - - - - - - 5,924 - - - - - (301) (1,630) - - - - - - (18,417) - - - - - - 6 - - - - - - (7,610) - - - (200) (798) - (1) - - - - - (16,024) (7,956) - - - - - - (4) - - - - - - (4) - - - - - - (12) - - - - - - (4) - - - - - - (1,927) - - - - - - (4) - - - - (1) - - - - - - - - - - - - (26,962) - - (1,392,703) (803) - (1,360,832) (363,869) (3,524,157) (85,163) - - (60,000) (625,468) - 23,050 - - - - - (9,699) (4,097) - - - - - - (9,168) - - - - - - (3,156) 1,595 - - - - - - - - - - - - (172) - - - (30,500) - - - - - (625,468) (9,699) 6,457 1,595 - (1,986,300) (373,568) (3,517,700) (83,568) company has not been recognized for the equity method. |
United Renewable Energy Co., Ltd. Statement of changes in investments accounted for using the equity For the year ended December 31, 2020 (Expressed in thousands of New Taiwan Dollars) Reclassified Decrease Share of Shares(in thousands) Amount Shares(in thousands) Amount Cumulative translation adjustment income (loss) for using equity method Other - - (8,000) (227,240) (133,548) (797,232) (84,363) - - - - (120,710) (1,134,337) - - - (31,700) (955,755) (36,827) 214,343 - - - - - (27,352) (292,080) 473 - - - - (22,475) (152,564) - - - - - - 18,993 - - - (14,121) - - 6,194 - - - (1,800) (67,086) (6,632) 49,184 (470) - - - - - (3,907) - - - (9,000) (79,975) - (17) - - - - - - (6) - - - - - - (8,386) - - - (3,100) (29,977) - - - - - - - - 5,924 - - - - - (301) (1,630) - - - - - - (18,417) - - - - - - 6 - - - - - - (7,610) - - - (200) (798) - (1) - - - - - (16,024) (7,956) - - - - - - (4) - - - - - - (4) - - - - - - (12) - - - - - - (4) - - - - - - (1,927) - - - - - - (4) - - - - (1) - - - - - - - - - - - - (26,962) - - (1,392,703) (803) - (1,360,832) (363,869) (3,524,157) (85,163) - - (60,000) (625,468) - 23,050 - - - - - (9,699) (4,097) - - - - - - (9,168) - - - - - - (3,156) 1,595 - - - - - - - - - - - - (172) - - - (30,500) - - - - - (625,468) (9,699) 6,457 1,595 - (1,986,300) (373,568) (3,517,700) (83,568) company has not been recognized for the equity method. |
United Renewable Energy Co., Ltd. Statement of changes in investments accounted for using the equity For the year ended December 31, 2020 (Expressed in thousands of New Taiwan Dollars) Reclassified Decrease Share of Shares(in thousands) Amount Shares(in thousands) Amount Cumulative translation adjustment income (loss) for using equity method Other - - (8,000) (227,240) (133,548) (797,232) (84,363) - - - - (120,710) (1,134,337) - - - (31,700) (955,755) (36,827) 214,343 - - - - - (27,352) (292,080) 473 - - - - (22,475) (152,564) - - - - - - 18,993 - - - (14,121) - - 6,194 - - - (1,800) (67,086) (6,632) 49,184 (470) - - - - - (3,907) - - - (9,000) (79,975) - (17) - - - - - - (6) - - - - - - (8,386) - - - (3,100) (29,977) - - - - - - - - 5,924 - - - - - (301) (1,630) - - - - - - (18,417) - - - - - - 6 - - - - - - (7,610) - - - (200) (798) - (1) - - - - - (16,024) (7,956) - - - - - - (4) - - - - - - (4) - - - - - - (12) - - - - - - (4) - - - - - - (1,927) - - - - - - (4) - - - - (1) - - - - - - - - - - - - (26,962) - - (1,392,703) (803) - (1,360,832) (363,869) (3,524,157) (85,163) - - (60,000) (625,468) - 23,050 - - - - - (9,699) (4,097) - - - - - - (9,168) - - - - - - (3,156) 1,595 - - - - - - - - - - - - (172) - - - (30,500) - - - - - (625,468) (9,699) 6,457 1,595 - (1,986,300) (373,568) (3,517,700) (83,568) company has not been recognized for the equity method. |
United Renewable Energy Co., Ltd. Statement of changes in investments accounted for using the equity For the year ended December 31, 2020 (Expressed in thousands of New Taiwan Dollars) Reclassified Decrease Share of Shares(in thousands) Amount Shares(in thousands) Amount Cumulative translation adjustment income (loss) for using equity method Other - - (8,000) (227,240) (133,548) (797,232) (84,363) - - - - (120,710) (1,134,337) - - - (31,700) (955,755) (36,827) 214,343 - - - - - (27,352) (292,080) 473 - - - - (22,475) (152,564) - - - - - - 18,993 - - - (14,121) - - 6,194 - - - (1,800) (67,086) (6,632) 49,184 (470) - - - - - (3,907) - - - (9,000) (79,975) - (17) - - - - - - (6) - - - - - - (8,386) - - - (3,100) (29,977) - - - - - - - - 5,924 - - - - - (301) (1,630) - - - - - - (18,417) - - - - - - 6 - - - - - - (7,610) - - - (200) (798) - (1) - - - - - (16,024) (7,956) - - - - - - (4) - - - - - - (4) - - - - - - (12) - - - - - - (4) - - - - - - (1,927) - - - - - - (4) - - - - (1) - - - - - - - - - - - - (26,962) - - (1,392,703) (803) - (1,360,832) (363,869) (3,524,157) (85,163) - - (60,000) (625,468) - 23,050 - - - - - (9,699) (4,097) - - - - - - (9,168) - - - - - - (3,156) 1,595 - - - - - - - - - - - - (172) - - - (30,500) - - - - - (625,468) (9,699) 6,457 1,595 - (1,986,300) (373,568) (3,517,700) (83,568) company has not been recognized for the equity method. |
United Renewable Energy Co., Ltd. Statement of changes in investments accounted for using the equity For the year ended December 31, 2020 (Expressed in thousands of New Taiwan Dollars) Reclassified Decrease Share of Shares(in thousands) Amount Shares(in thousands) Amount Cumulative translation adjustment income (loss) for using equity method Other - - (8,000) (227,240) (133,548) (797,232) (84,363) - - - - (120,710) (1,134,337) - - - (31,700) (955,755) (36,827) 214,343 - - - - - (27,352) (292,080) 473 - - - - (22,475) (152,564) - - - - - - 18,993 - - - (14,121) - - 6,194 - - - (1,800) (67,086) (6,632) 49,184 (470) - - - - - (3,907) - - - (9,000) (79,975) - (17) - - - - - - (6) - - - - - - (8,386) - - - (3,100) (29,977) - - - - - - - - 5,924 - - - - - (301) (1,630) - - - - - - (18,417) - - - - - - 6 - - - - - - (7,610) - - - (200) (798) - (1) - - - - - (16,024) (7,956) - - - - - - (4) - - - - - - (4) - - - - - - (12) - - - - - - (4) - - - - - - (1,927) - - - - - - (4) - - - - (1) - - - - - - - - - - - - (26,962) - - (1,392,703) (803) - (1,360,832) (363,869) (3,524,157) (85,163) - - (60,000) (625,468) - 23,050 - - - - - (9,699) (4,097) - - - - - - (9,168) - - - - - - (3,156) 1,595 - - - - - - - - - - - - (172) - - - (30,500) - - - - - (625,468) (9,699) 6,457 1,595 - (1,986,300) (373,568) (3,517,700) (83,568) company has not been recognized for the equity method. |
United Renewable Energy Co., Ltd. Statement of changes in investments accounted for using the equity For the year ended December 31, 2020 (Expressed in thousands of New Taiwan Dollars) Reclassified Decrease Share of Shares(in thousands) Amount Shares(in thousands) Amount Cumulative translation adjustment income (loss) for using equity method Other - - (8,000) (227,240) (133,548) (797,232) (84,363) - - - - (120,710) (1,134,337) - - - (31,700) (955,755) (36,827) 214,343 - - - - - (27,352) (292,080) 473 - - - - (22,475) (152,564) - - - - - - 18,993 - - - (14,121) - - 6,194 - - - (1,800) (67,086) (6,632) 49,184 (470) - - - - - (3,907) - - - (9,000) (79,975) - (17) - - - - - - (6) - - - - - - (8,386) - - - (3,100) (29,977) - - - - - - - - 5,924 - - - - - (301) (1,630) - - - - - - (18,417) - - - - - - 6 - - - - - - (7,610) - - - (200) (798) - (1) - - - - - (16,024) (7,956) - - - - - - (4) - - - - - - (4) - - - - - - (12) - - - - - - (4) - - - - - - (1,927) - - - - - - (4) - - - - (1) - - - - - - - - - - - - (26,962) - - (1,392,703) (803) - (1,360,832) (363,869) (3,524,157) (85,163) - - (60,000) (625,468) - 23,050 - - - - - (9,699) (4,097) - - - - - - (9,168) - - - - - - (3,156) 1,595 - - - - - - - - - - - - (172) - - - (30,500) - - - - - (625,468) (9,699) 6,457 1,595 - (1,986,300) (373,568) (3,517,700) (83,568) company has not been recognized for the equity method. |
method Change in capital surplus from investments in assosicates and joint ventures accounted for using equity method |
Dividends income from subsidiary |
Adjustment s from unrealized gain (loss) |
Unrealized gain (loss) on financial assets at fair value through other comprehensive income |
Ending balan | Ending balan | ce | 79 Net asset value Note 1,413,887 739,862 648,793 Note1 617,114 331,411 265,875 197,084 157,915 103,348 - 59,478 26,824 - 25,462 16,634 1,372 9,850 (1,781) - 214,999 67 67 20,059 67 144 67 - - (119,492) - 189,320 50,127 2,043 (45,401) 29,828 Note 2 - |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares(in thousands) |
Amount | Shares(in thousands) |
Amount | Shares(in thousands) |
Amount | Shares(in thousands) |
Amount | Shares(in thousands ) |
Share holding ratio(%) |
Amount | |||||||||
| Investment in subsidiaries General Energy Solutions UK Limited Ultimate Energy Solution Limited NSP Systems (BVI) Ltd. DelSolar Holding (Cayman) Ltd. GES Energy Middle East FZE Yong Liang Ltd. Apex Solar Corporation NSP UK Holding Limited NSP System Development Corp. Prime Energy Corp. New Ray Investment Corp. Zhongyang Corporation Huiyang Corporation Best Power Service Corp. Delsolar Holding Singapore Pte. Ltd. United Renewable Energy Engineering Co., Ltd. Solartech Materials Corporation Yong Zhou Ltd. Yong Shun Energy Power Ltd. Co. ELECTRONIC J.R.C. S.R.L Dashiangying Energy Power Ltd. Co. Shinkai Energy Power Ltd. Co. Shanshang Energy Power Ltd. Co. Jiangung Energy Power Ltd. United intelligence Co., Ltd. Yanshan Energy Power Ltd. Co. Ever Lite Power Inc. Solartech Japan Corporation Utech Solar Corporation Sutotal Investments in associates Neo Cathay Power Corp. TS Solartech SDN BHD V5 Technologies Co., Ltd. DS Energy Technology Co., Ltd. Gintung Energy Corporation Solarbright energy Co., Ltd. Solar PV Corp. Sutotal Total Credit balance of investments accounted for using the equity method Total Note 1: This year decrease due to NSP BVI reduced i Note 2: This year’s equity investment in associates h |
$ 2,443,709 1,987,414 1,411,425 923,603 357,850 246,742 190,890 182,919 140,877 79,992 72,524 37,104 29,977 21,353 18,565 14,489 9,844 5,829 799 466 71 71 71 71 71 71 1 - (264,541) |
- 7,495 - - - - - - - - - - - - - 5,300 - - - 427,680 - - 20,000 - 2,000 - - - 379,955 |
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - company has n |
- - - - - - - - - - - - - - - - - - - - - - - - - - - - - |
(227,240) - (955,755) - - - - (67,086) - (79,975) - - (29,977) - - - - - (798) - - - - - - - (1) - - |
(133,548) (120,710) (36,827) (27,352) (22,475) - - (6,632) - - - - - - (301) - - - - (16,024) - - - - - - - - - |
(797,232) (1,134,337) 214,343 (292,080) (152,564) 18,993 6,194 49,184 (3,907) (17) (6) (8,386) - 5,924 (1,630) (18,417) 6 (7,610) (1) (7,956) (4) (4) (12) (4) (1,927) (4) - - (1,392,703) |
(84,363) - - 473 - - - (470) - - - - - - - - - - - - - - - - - - - - (803) |
173,085 - - - - - - - - - - - - - - - - - - (173,085) - - - - - - - - - |
- - - - - (2,910) - - (45,683) - (1,073) (1,894) - (12,000) - - - - - (253) - - - - - - - - - |
20,002 - 15,607 - - 6,050 - - 896 - - - - - - - - - - (18,407) - - - - - - - - - |
- - - - - - - - - - (11,967) - - - - - - - - - - - - - - - - - - |
95,890 62,188 18,350 155,126 4 24,900 36,379 1,780 14,420 - 11,500 3,500 - 600 1,250 2,530 1,000 - - 145 10 10 2,010 10 210 10 - - 50,358 - 97,701 7,790 1,050 13,460 3,000 - |
% 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % - % 100.00 % 100.00 % - % 60.00 % 100.00 % 100.00 % 100.00 % 100.00 % - % 59.69 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % 100.00 % - % 100.00 % 99.87 % - % 42.12 % 32.73 % 29.17 % 36.38 % 30.00 % - |
1,394,413 739,862 648,793 604,644 182,811 268,875 197,084 157,915 92,183 - 59,478 26,824 - 15,277 16,634 1,372 9,850 (1,781) - 212,421 67 67 20,059 67 144 67 - - (1,278,092) |
||||
| 7,912,257 | 842,430 | - | (1,360,832) | (363,869) | (3,524,157) | (85,163) | - | (63,813) | 24,148 | (11,967) | 3,369,034 | ||||||||
| 608,967 86,638 66,769 3,604 - - - |
- - - - - 30,000 - |
- - - - - - - |
(625,468) - - - - - - |
- (9,699) - - - - - |
23,050 (4,097) (9,168) (3,156) - (172) - |
- - - 1,595 - - - |
- - 7,819 - - - - |
(6,549) - - - - - - |
- - - - - - - |
- - - - - - - |
- 72,842 65,420 2,043 - 29,828 - |
||||||||
| 765,978 | 30,000 | - | (625,468) | (9,699) | 6,457 | 1,595 | 7,819 | (6,549) | - | - | 170,133 | ||||||||
| 8,678,235 264,541 $ 8,942,776 |
872,430 | - | (1,986,300) | (373,568) | (3,517,700) | (83,568) | 7,819 | (70,362) | 24,148 | (11,967) | 3,539,167 1,279,873 |
||||||||
| f the invested | d. | ||||||||||||||||||
| 4,819,040 | |||||||||||||||||||
80
United Renewable Energy Co., Ltd.
Statement of financial assets at fair value through other comprehensive income - non-current
December 31, 2020
(Expressed in thousands of New Taiwan Dollars)
| Investee Company Name Domestic listed ordinary shares Sino-American Silicon Products lnc. ThinTech Materials Technology Co., Ltd. GIGA SOLAR MATERIALS CORPORATION. Domestic unlisted ordinary shares Exojet Technology Corporation Taiwan Speciality Chemicals Corporation NTNU Innovation Investment Holding Company Sutotal Overseas unlisted ordinary shares ASIA GLOBAL VENTURE CAPITAL II CO., LTD. SUN APPENNINO CORPORATION FICUS CAPITAL CORPORATION Sutotal Total |
Beginning balance Shares(in thousands) Amount 21,860 $ 2,172,922 4,000 80,880 - - 5,885 28,896 1,691 18,601 200 2,000 2,303,299 1,000 20,426 - - - - 20,426 $ 2,323,725 |
Add | itions Amount - 48,840 25,482 - - - 74,322 - - - - 74,322 |
Dec | rease Amount 1,707,296 - - 25,482 - - 1,732,778 6,845 - - 6,845 1,739,623 |
Gain (loss) on financial assets at fair value through other comprehensive income (465,626) 29,740 28,841 (3,414) - - (410,459) 1,711 - - 1,711 (408,748) |
Ending balance Shares(in thousands) Amount - - 7,000 159,460 266 54,323 - - 1,691 18,601 200 2,000 234,384 770 15,292 - - - - 15,292 249,676 |
Accumulated impairment loss |
Guarantee or collateral provided Note None None Note 1 None Note 2 None Note 2 None None None None None |
|---|---|---|---|---|---|---|---|---|---|
| Shares(in thousands) |
Shares(in thousands) - 3,000 266 - - - - - - |
Shares(in thousands) 21,860 - - 5,885 - - 230 - - |
Shares(in thousands) - 7,000 266 - 1,691 200 770 - - |
||||||
| 21,860 4,000 - 5,885 1,691 200 1,000 - - |
N/A N/A N/A N/A N/A N/A N/A N/A N/A |
Note 1: ThinTech Materials Technology Co., Ltd. is private stock shares, according to Article 43-8 of the Securities and Exchange Act, the fair value of financial products that are subjected to transfer restrictions and cannot be sold due to an active market but subject to closed restrictions
is determined on the basis of relevant market prices.
Note 2: GIGA SOLAR MATERIALS CORPORATION merged with Exojet Technology Corporation in December, 2020, GIGA SOLAR MATERIALS CORPORATION was the surviving company, conversion ratio of 22.1 registered ordinary shares of Exojet Technology Corporation for every 1 share of GIGA SOLAR MATERIALS CORPORATION's registered ordinary shares.
81
United Renewable Energy Co., Ltd.
Statement of changes in property, plant and equipment
For the year ended December 31, 2020
(Expressed in thousands of New Taiwan Dollars)
Please refer to Note 6 (h) for relevant information of property, plant and equipment.
Statement of changes in right-of-use assets
Please refer to Note 6 (i) for relevant information of right for use assets.
Statement of changes in investment property
Please refer to Note 6 (j) for relevant information of investiment property.
Statement of changes in intangible assets
Please refer to Note 6 (k) for relevant information of intangible assets.
82
United Renewable Energy Co., Ltd.
Statement of short-term borrowings
December 31, 2020
(Expressed in thousands of New Taiwan Dollars)
| Bank CTBC bank Taiwan Cooperative Bank Taiwan Business Bank Taichung Bank Bank of Shanghai Chang Hwa Bank KGI Bank |
Description Operating turnover 〃 〃 〃 〃 〃 〃 |
Balance end of year $ 571,205 727,401 126,428 205,894 274,836 320,401 93,837 $ 2,320,002 |
Contract Period Mortgage or guarantee 2020.11.30-2021.11.30 None 2020.06.05-2021.06.05 〃 2020.11.05-2021.11.05 〃 2020.12.14-2021.12.14 〃 2020.02.27-2021.02.27 〃 2020.10.20-2021.09.30 〃 2020.02.25-2021.02.25 Please refer to note 8 for relevant information |
|---|---|---|---|
Note 1: The range of interest rates for bank borrowings at December 31, 2020 is 0.95%~1.86%.
Note 2: The unused amount of short-term bank loan facilities was $2,179,456 thousand, as of December 31, 2020.
Statement of account payables
| Supplier Name Non-related parties: Company DY Company DZ Others (individual amount does not exceed 10%) Total |
Description Amount Operation $ 200,362 〃 130,170 〃 834,021 $ 1,164,553 |
|---|---|
Note1: Accounts payable resulting from business activities.
Note2: Accounts payable – related parties were not included in the above accounts. Please refer to Note 7 to the financial statements for details.
83
United Renewable Energy Co., Ltd.
Statement of other current liabilities
December 31, 2020
(Expressed in thousands of New Taiwan Dollars)
| Item | Description | Amount | |
|---|---|---|---|
| Contract loss allowance | $ | 811,565 | |
| Salaries and bonuses payable | 220,775 | ||
| Others (individual amount does not | Payables for equipment, labor and health insurance, | ||
| exceed 10%) | and water and electricity payables | 559,633 | |
| $ | 1,591,973 |
Statement of lease liabilities
| Item Land Buildings Equipment Other assets Less: Lease liabilities |
Description Plant land and parking spaces Office Business machine Official car due within one year |
Rental Period 2007.08~2037.12 2018.07~2022.12 2017.03~2021.03 2019.05~2023.10 |
Discount rate Amount 2.83%~3.37% $ 260,651 % 3.37 2,532 % 2.83 67 % 2.83 6,201 269,451 10,610 $ 258,841 |
|---|---|---|---|
84
United Renewable Energy Co., Ltd.
Statement of long-term borrowings
December 31, 2020
(Expressed in thousands of New Taiwan Dollars)
| Lender Type Bank loans 10.13 billion syndicated loan from First Bank Secured loan KGI Bank loan Secured loan 0.5 billion syndicated loan from First Bank Unsecured loan King’s Town Bank Unsecured loan Sinopac leasing corporation Inventory repurchase financing Hotai Finance Corporation Inventory repurchase financing Less: Long-term bank loans due within one year Total |
Balance end of year $ 4,562,171 250,000 112,500 430,587 11,484 57,585 5,424,327 2,335,756 $ 3,088,571 |
Period Collateral 2019.02.25-2024.02.25 Please refer to Note 8 to the financial statements for details. 2018.12.27-2021.12.27 〃 2016.09.09-2021.09.09 2017.06.02-2021.05.10 2019.08.28-2021.02.28 2020.06.15-2021.09.15 |
|---|---|---|
Note1: The unused amount of long-term bank loan facilities was $1,276,100 thousand, as of December 31, 2020.
Note2:The range of interest rates for bank borrowings and other borrowings at December 31, 2020 were 1.74%~2.71% and 5.00%~5.34%, respectively.
85
United Renewable Energy Co., Ltd. Statement of operating revenue For the year ended December 31, 2020 (Expressed in thousands of New Taiwan Dollars)
| Item Solar cells and modules Others(note) Sales returns and allowance |
Description Amount 106,007 thousands pieces $ 10,121,860 702,246 (107,208) $ 10,716,898 |
|---|---|
Note1: Other sales are from construction, sale of power facilities and service revenue.
86
United Renewable Energy Co., Ltd.
Statement of operating costs
For the year ended December 31, 2020
(Expressed in thousands of New Taiwan Dollars)
| Item | Amount | |
|---|---|---|
| Raw materials | ||
| Raw materials, beginning of year | $ | 463,792 |
| Add: Purchases | 4,275,689 | |
| Less: Raw materials, end of year | (314,691) | |
| Transfer to expense, disposal, and others | (341,963) | |
| Rsw materials used for the year | 4,082,827 | |
| Direct labor | 547,418 | |
| Manufacturing expenses | 1,779,575 | |
| Manufacturing cost | 6,409,820 | |
| Add: Beginning WIP goods (including construction in progress) | 94,174 | |
| Transfer to expense, disposal, and others(including construction in progress) | 153,775 | |
| Less:Ending WIP goods | (125,187) | |
| Costs of finished goods | 6,532,582 | |
| Add: Beginning finished goods | 1,648,727 | |
| Purchases | 3,131,111 | |
| Less: Finished goods at end of period | (1,047,163) | |
| Transfer to expense, disposal, and others | 166,613 | |
| Cost of goods sold | 10,431,870 | |
| Add: Unamortized fixed manufacturing expense | 592,419 | |
| Power plant maintenance cost | 19,149 | |
| Cost of electricity sold | 9,267 | |
| Operating cost | $ | 11,052,705 |
87
United Renewable Energy Co., Ltd.
Statement of operating expense
For the year ended December 31, 2020
(Expressed in thousands of New Taiwan Dollars)
| Item Salaries expense Depreciation expense Transport fee Certification fee Others (individual amount does not exceed 10%) |
Selling expenses $ 70,766 1,519 145,086 4,480 99,412 $ 321,263 |
Administrative expenses 252,495 237,965 5,340 2,467 277,342 775,609 |
Research and development expenses |
|---|---|---|---|
| 51,015 20,281 1,362 40,323 41,181 |
|||
| 154,162 |