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VE WONG — Audit Report / Information 2021
Nov 15, 2021
51743_rns_2021-11-15_c3aa38b7-ff3e-4616-8f07-94d01a7cfcee.pdf
Audit Report / Information
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VE WONG CORPORATION and Subsidiaries Consolidated Financial Statements for the Years Ended December 31, 2021 and 2020 and Independent Auditors’ Report
For the convenience of readers, in independent auditors’ report and the accompanying consolidated statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or and difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.
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Declaration of Consolidated Financial Statements of Affiliated Enterprises
The entities that are required to be included in the combined financial statements of VE WONG CORPORATION as of and for the year ended December 31, 2021, under the Criteria Governing the Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises are the same as those included in the consolidated financial statements prepared in conformity with the International Financial Reporting Standard 10, “ Consolidated Financial Statements.” In addition, the information required to be disclosed in the combined financial statements is included in the consolidated financial statements. Consequently, VE WONG CORPORATION and Subsidiaries do not prepare a separate set of combined financial statements.
Very truly yours,
VE WONG CORPORATION
By
Ching-Fu, Chen Chairman
March 30, 2022
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INDEPENDENT AUDITORS’ REPORT
To the Board of Directors and Shareholders of VE WONG CORPORATION
Opinion
We have audited the accompanying consolidated financial statements of VE WONG CORPORATION and its subsidiaries, which comprise the consolidated balance sheets as of December 31, 2021 and 2020, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, based on our audits and the reports of other independent accountants, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of VE WONG CORPORATION and its subsidiaries as of December 31, 2021 and 2020, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the consolidated financial statements section of our report. We are independent of VE WONG CORPORATION and its subsidiaries in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. Based on our audits and the reports of other independent accountants, we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2021. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Key audit matters for VE WONG CORPORATION and its subsidiaries’s consolidated financial statements for the year ended December 31, 2021 are stated as follows :
Recognize of Sales revenue
The main operating income of VE WONG CORPORATION and its subsidiaries is sales revenue. We consider that whether the recognition time of sales revenue was present fairly, is an area of high concern in the audit.
Refer to Note IV (XVIII) for accounting policies on revenue recognition. Refer to Note V (I) for critical accounting judgments and key sources of estimation uncertainty on revenue recognition. We performed the following audit procedures:
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1.Understand and test the design and implementation effectiveness of the main internal control system for group operating income.
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2.Understand and evaluate the rationality of the assumptions and methods for management to recognize sales revenue.
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3.The selected transaction conditions are not FOB shipping point export transactions. Obtain the transaction conditions set by each customer for the export transaction, and select the period before and after the end of the reporting period to verify the export transaction vouchers to determine the appropriate deadline.
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4.For domestic sales (delivery agent) transactions, send confirmation letter or obtain agent’s transaction reconciliation data to determine whether the deadline is appropriate and the amount.
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5.Select the period prior to and after the end of the reporting period, to check the various vouchers to ensure that the sales, sales returns, and sales discounts have been properly closed.
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6.Reconcile the amount of income in the account with the amount issued by the invoice, and perform tests on major differences between the reconciled items.
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7.Perform analytical procedures to find out if there are any abnormalities in the recognition of sales revenue.
Evaluation Impairment of Investments accounted for using the equity method and Goodwill
VE WONG CORPORATION and its subsidiaries regularly assess whether there are indication of impairment of goodwill. When estimating the future recoverable amount, the estimation involves a number of assumptions, including determining the discount rate and future financial forecasts. The high degree of uncertainty has a significant impact on the measurement result of the recoverable amount, which in turn affects the estimation of the amount of goodwill impairment. Therefore, we believe that VE WONG CORPORATION and its subsidiaries’s assessment of the equity method of investment and goodwill impairment are the most important matters this year.
For the accounting policy on impairment, please refer to Note IV (XIII) Impairment of asset; to the major sources of uncertainty in the significant accounting judgments, estimates and assumptions in the assessment of impairment of goodwill, please refer to Note V (III).
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We performed the following audit procedures
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1.Understand and test the design and implementation effectiveness of the main
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internal control system for impairment assessment.
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2.Verify whether there are indication that investments accounted for using the equity method and goodwill impairment may occur, impairment testing and whether the accounting treatment is appropriate.
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3.Assess the reasonableness of assumptions, future cash flow forecasts and discount rates used in impairment models.
Other – Using the reports of other independent accountants
Among the associates included in the consolidated financial statements of VE WONG CORPORATION and its subsidiaries, Hughes Biotech. Co., Ltd. (Hughes Biotech) which used the equity method to invest in 2021 and 2020, had its financial statements not audit by us, but was audited by other accountants. In addition, Koh Kong Sugar Industry Co., Ltd. (KSI) and Koh Kong Plantation Co., Ltd. (KPT) invested in Cambodia which used the equity method, its financial statements are in accordance with Thai Financial Reporting Standard for Non-publicly Accountable entities have not been audited by us but by other accountants. We have performed the necessary review procedures for the conversion of the financial statements of KSI and KPT into preparations in accordance with generally accepted accounting principles in the Republic of China. Therefore, our opinion on the financial statements of Hughes Biotech and the financial statements of KSI and KPT that the amount and various financial disclosure information listed in the financial statements of the investee companies before the adjustment are based on the audit reports of other accountants. As of December 31, 2021 and 2020, the abovementioned three companies used the equity method to invest in 74,025 thousand NTD and 92,555 thousand NTD, respectively, accounting for 0.77% and 0.99% of the total consolidated assets. From January 1 to December 31, 2021 and 2020, the comprehensive profit and loss (including the share of the subsidiaries, associates and joint ventures recognized by the equity method and impairment loss) recognized by these
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investee companies was (18,413) thousand NTD and (32,170) thousand NTD, accounting for 0.32% and 0.53% of net consolidated operating income, respectively.
VE WONG CORPORATION has prepared the parent company only financial statements for the 2021 and 2020, and the audit report with unqualified opinions issued by the accountant is on file for reference.
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing VE WONG CORPORATION and its subsidiaries’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 VE WONG CORPORATION and its subsidiaries or to cease operations, or has no realistic alternative but to do so.
Those charged with governance (including members of the Audit Committee) are overseeing VE WONG CORPORATION and its subsidiaries’s financial reporting process.
Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also :
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Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of VE WONG CORPORATION and its subsidiaries’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 VE WONG CORPORATION and its subsidiaries’ ability to continue as a going concern. If we
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conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause VE WONG CORPORATION and its subsidiaries to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient, appropriate audit evidence regarding the financial information of the entities or business activities within VE WONG CORPORATION and its subsidiaries to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2021 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonable be expected to outweigh the public interest benefits of such communication.
The engagement partners on the audit resulting in this independent auditors’ report are Kuan Chao Lin and Ming Yu Wen.
PKF Taiwan Republic of China March 30, 2022
The accompanying consolidated financial statements are intended only to present the financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally applied in the Republic of China.
For the convenience of readers, in independent auditors’ report and the accompanying consolidated statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or and difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.
As the consolidated financial statements are the responsibility of the management, PKF Taiwan cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive form the translation.
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VE WONG CORPORATION and Subsidiaries
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2021 AND 2020
(In Thousands of New Taiwan Dollars)
| ASSETS CURRENT ASSETS Cash and cash equivalents Financial assets measured at amortized cost -current assets Notes receivable, net Accounts receivable, net Current tax assets Inventories Other financial assets Prepayments and other current assets Total current assets NONCURRENT ASSETS Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Financial assets measured at amortized cost -noncurrent assets Investments accounted for using equity method Property, plant and equipment Right-of-use assets Investments properties Deferred income tax assets Prepayments for equipment Refundable deposit Other noncurrent assets Total noncurrent assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term loans Notes payable Accounts payable Other payables Current tax liabilities Lease liabilities-current Other current liabilities Total current liabilities NONCURRENT LIABILITIES Net defined benefit liability Deferred income tax liabilities-land value increment tax Deferred income tax liabilities -income tax Lease liabilities-noncurrent Long-term deferred income Other Total noncurrent liabilities Total liabilities EQUITY Capital stock Common shares Capital surplus From treasury stock transactions From share of changes in equities of associates Retained earnings Appropriated as legal capital reserve Appropriated as special capital reserve Unappropriated earnings Other equity Treasury stock Total equity attributable to the owners of the parent company Non-controlling interests Total equity SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS TOTAL |
Note IV VI(I) VI(III) VI(IV) VI(IV) VI(XIX ) VI(V) VI(VII) VI(XIII) IV VI(II) VI(VI) VI(III) VI(VIII) VI(IX) 、VIIIVI(X) VI(XI) 、VIIIVI(XIX) VI(XII) VI(XIII) 、VIIIV VI(XIV) VI(XIX) VI(XV) IV VI(XVI) VI(XIX) VI(XV) VI(XVII) IV 、VI(XX)VI(VIII) 、VI(XXI)IV 、VI(XX)-IX 、XII |
%$ 1,570,497 16 351,190 4 134,682 1 329,026 4 2,815 - 1,449,604 15 599,964 6 56,235 1 4,494,013 47 - -315,282 3 49,046 1 90,172 1 2,878,613 30 103,524 1 1,429,414 15 37,181 - 74,558 1 34,870 - 76,066 1 5,088,726 53 $ 9,582,739 100 $ 853,000 9 78,573 1 458,947 5 304,695 3 68,579 1 12,193 - 101,192 1 1,877,179 20 284,805 3 879,845 9 178,301 2 93,110 1 4,000 - 14,079 - 1,454,140 15 3,331,319 35 2,400,000 25 40,970 - 167,367 2 419,563 4 1,005,964 11 1,238,921 13 35,352 - (38,464) - 5,269,673 55 981,747 10 6,251,420 65 $ 9,582,739 100 Decebmer 31, 2021 Amount |
%$ 1,569,035 17 402,692 4 112,593 1 323,266 4 12,427 - 1,428,081 16 314,781 4 84,035 1 4,246,910 47 44,895 -234,184 3 36,133 - 111,152 1 2,931,866 31 86,370 1 1,441,223 16 41,109 - 54,922 - 28,745 - 74,093 1 5,084,692 53 $ 9,331,602 100 $ 713,000 8 49,379 - 281,330 3 263,158 3 126,669 2 9,251 - 115,155 1 1,557,942 17 300,998 3 879,845 9 184,423 2 77,090 1 4,500 - 14,422 - 1,461,278 15 3,019,220 32 2,400,000 26 38,447 - 167,367 2 376,906 4 1,005,964 11 1,121,449 12 83,752 1 (38,464) - 5,155,421 56 1,156,961 12 6,312,382 68 $ 9,331,602 100 Amount Decebmer 31, 2020 |
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The accompanying notes are an integral part of the consolidated financial statements. (With PKF Taiwan auditors' report dated March 30, 2022)
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VE WONG CORPORATION and Subsidiaries
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020
(In Thousands of New Taiwan Dollars, Except Earnings Per Share)
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2021 2020
Item Note Amount % Amount %
NET REVENUE IV 、 VI(XXIV) 、 VII $ 5,824,838 100 $ 6,043,700 100
OPERATING COSTS IV 、 VI(IV) 3,928,723 67 3,999,778 66
GROSS PROFIT 1,896,115 33 2,043,922 34
OPERATING EXPENSES
Marketing 694,919 12 731,548 12
General and administrative 327,060 6 323,988 6
Research and development 9,769 - 8,492 -
Expected credit loss on trade receivables (1,238) - 4,983 -
Total operating expenses 1,030,510 18 1,069,011 18
INCOME FROM OPERATIONS 865,605 15 974,911 16
NON-OPERATING INCOME AND EXPENSES IV
Interest income 13,472 - 19,665 -
Other income VI(XXV) 11,092 - 10,337 -
Other gains and losses VI(XXVI) 、 VII 59,071 1 (19,160) -
Finance costs VI(XXVII) (14,334) - (14,317) -
Share of profit or loss of subsidiaries and associates
accounted for using the equity method VI(VIII) (8,902) - (27,153) (1)
Impairment loss VI(VIII) 、 VI(IX) 、 VI(XI) (8,808) - (2,993) -
Total non-operating income 51,591 1 (33,621) (1)
PROFIT BEFORE INCOME TAX 917,196 16 941,290 15
INCOME TAX EXPENSE IV 、 VI(XIX) (220,166) (4) (247,369) (4)
NET PROFIT FOR THE YEAR 697,030 12 693,921 11
OTHER COMPREHENSIVE INCOME (LOSS) IV
Items that will not be reclassified subsequently to profit or loss:
Remeasurement of defined benefit plans (32,532) - (2,528) -
Unrealized gain (loss) on investments in equity instruments at fair value
through other comprehensive income 81,098 1 (6,720) -
Income tax relating to items that will not be reclassified subsequently - - - -
to profit or loss
48,566 1 (9,248) -
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translating the financial statements of foreign
operations (256,023) (5) (192,609) (3)
Share of the other comprehensive income (loss) of associates accounted
for using the equity method (980) - (4,829) -
Income tax relating to items that may be reclassified subsequently to
profit or loss - - - -
(257,003) (5) (197,438) (3)
Other comprehensive income (loss) for the year, net of income tax (208,437) (4) (206,686) (3)
TOTAL COMPREHENSIVE INCOME FOR THE YEAR $ 488,593 8 $ 487,235 8
Net profit attributable to:
Parent company shareholders $ 447,878 $ 429,096
Non-controlling interests 249,152 264,825
Net income $ 697,030 $ 693,921
Total comprehensive income attributable to:
Parent company shareholders $ 375,729 $ 305,045
Non-controlling interests 112,864 182,190
Total comprehensive income $ 488,593 $ 487,235
EARNINGS PER SHARE IV 、 IV(XXII)
Basic $ 1.88 $ 1.81
Diluted $ 1.88 $ 1.81
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The accompanying notes are an integral part of the consolidated financial statements.
(With PKF Taiwan auditors' report dated March 30, 2022)
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VE WONG CORPORATION and Subsidiaries
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020
(In Thousands of New Taiwan Dollars)
ItemBALANCE, JANUARY 1, 2020 Appropriation of the 2019 earnings Legal reserve Cash dividends(10%) Net profit for year ended December 31, 2020 Other comprehensive loss for year ended December 31, 2020, net of income tax Total comprehensive income (loss) for the year ended December 31, 2020 Changes in equity from investments in associates accounted for using the equity method Dividends distributed to subsidiaries to adjust capital surplus Decrease in non-controlling equity BALANCE, DECEMBER 31, 2020 Appropriation of the 2020 earnings Legal reserve Cash dividends(11%) Net profit for year ended December 31, 2021 Other comprehensive income (loss) for year ended December 31, 2020, net of income tax Total comprehensive income (loss) for the year ended December 31, 2021 Dividends distributed to subsidiaries to adjust capital surplus Decrease in non-controlling equity BALANCE, DECEMBER 31, 2021 |
$ 2,400,000 - - - - - - - - 2,400,000 - - - - - - - $ 2,400,000 Ordinary Shares |
$ 36,153 - - - - - - 2,294 - 38,447 - - - - - 2,523 - $ 40,970 Capital From treasury stock transactions |
$ 76,812 - - - - - 90,555 - - 167,367 - - - - - - - $ 167,367 Surplus From share of changes in equities of associates |
$ 331,218 45,688 - - - - - - - 376,906 42,657 - - - - - - $ 419,563 Equity a Legal Reserve |
$ 1,005,964 - - - - - - - - 1,005,964 - - - - - - - $ 1,005,964 ttributable to th Retained Earni Special Reserve |
$ 980,569 (45,688) (240,000) 429,096 (2,528) 426,568 - - - 1,121,449 (42,657) (264,000) 447,878 (23,749) 424,129 - - $ 1,238,921 e owners of the par ngs Unappropriated Earnings |
$ 74,695 - - - (114,804) (114,804) - - - (40,109) - - - (129,494) (129,494) - - $ (169,603) ent company Exchange Differences on Translating the Financial Statements of Foreign Operations Othe |
$ 130,580 - - - (6,719) (6,719) - - - 123,861 - - - 81,094 81,094 - - $ 204,955 Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Comprehensive Income r Equity |
$ (38,464) - - - - - - - - (38,464) - - - - - - - $ (38,464) Treasury stock |
$ 4,997,527 - (240,000) 429,096 (124,051) 305,045 90,555 2,294 - 5,155,421 - (264,000) 447,878 (72,149) 375,729 2,523 - $ 5,269,673 Total equity attributed to parent company shareholders |
$ 1,218,047 - - 264,825 (82,635) 182,190 - - (243,276) 1,156,961 - - 249,152 (136,288) 112,864 - (288,078) $ 981,747 Non- controlling interests |
$ 6,215,574 - (240,000) 693,921 (206,686) 487,235 90,555 2,294 (243,276) 6,312,382 - (264,000) 697,030 (208,437) 488,593 2,523 (288,078) $ 6,251,420 Total Equity |
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The accompanying notes are an integral part of the consolidated financial statements. (With PKF Taiwan auditors' report dated March 30, 2022)
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VE WONG CORPORATION and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020
(In Thousands of New Taiwan Dollars)
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2021 2020
CASH FLOWS FROM OPERATING ACTIVITIES :
Profit before income tax $ 917,196 $ 941,290
Adjustments for :
Depreciation expense 131,056 147,668
Amortization expense 8,159 14,682
(Reversal of allowance) Expected credit loss on trade receivables (1,238) 4,983
Net defined benefit liabilities (48,725) (32,350)
Reversal of allowance for inventory market price decline (1,875) (6,684)
Loss on Inventory scrap 5,066 13,296
Loss on disposal of property, plant and equipment 124 2,978
Impairment loss 8,808 2,993
Profit on fair value change of financial assets at fair value through profit or loss (6,573) (7,219)
Share of profit of associates accounted for using the equity method 8,902 27,153
Finance costs 14,334 14,317
Interest income (13,472) (19,665)
Dividend income (11,092) (10,337)
Changes in operating assets and liabilities
Decrease (increase) in notes receivable (22,089) 60,040
Decrease (increase) in trade receivables (3,863) 11,476
Decrease in prepayments and other current assets 30,587 29,883
Decrease (increase) in inventories (24,714) 220,304
Increase (decrease) in notes payable and trade payable 206,811 (113,847)
Increase (decrease) in other payables 41,445 (24,810)
Decrease in deferred income (500) (500)
Decrease in other current liabilities (13,963) (4,308)
Cash generated from operations 1,224,384 1,271,343
Interest received 10,685 23,761
Dividends and other dividends received 11,092 11,280
Income tax received 19,513 10
Interest paid (14,242) (14,454)
Income tax paid (286,362) (207,466)
Net cash generated from operating activities 965,070 1,084,474
CASH FLOWS FROM INVESTING ACTIVITIES :
Proceeds from disposal financial assets at fair value through profit or loss 51,468 -
Decrease in financial assets measured at amortized cost 38,589 113,245
Increase in other financial assets (285,183) (314,022)
Acquisition of property, plant and equipment (66,555) (32,824)
Disposal of property, plant, and equipment 158 224
Increase in prepaid equipment purchase (45,235) (50,682)
Increase in refundable deposit (6,125) (2,064)
Increase in other noncurrent assets (10,639) (12,266)
Net cash used in investing activities (323,522) (298,389)
CASH FLOWS FROM FINANCING ACTIVITIES :
Increase (decrease) in short-term borrowings 140,000 (80,000)
Payment of the principal portion of lease liabilities (17,034) (14,514)
Increase (decrease) in other noncurren liabilities (343) 496
Dividends paid (261,477) (237,706)
Subsidiary paid cash dividends to non-controlling interests (288,078) (243,276)
Net cash used in financing activities (426,932) (575,000)
Effect of foreign exchange rate change (213,154) (159,694)
NET INCREASE IN CASH AND CASH EQUIVALENTS 1,462 51,391
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR 1,569,035 1,517,644
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR $ 1,570,497 $ 1,569,035
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The accompanying notes are an integral part of the consolidated financial statements. (With PKF Taiwan auditors' report dated March 30, 2022) 10
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VE WONG CORPORATION and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2021 AND 2020
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)
I. GENERAL
VE WONG CORPORATION (the “Company”), was formerly known as "China Yeast Industry Co., Ltd.", was incorporated in April, 1959 in accordance with the Company Law and other relevant laws and regulations. It was renamed "VE WONG CORPORATION'' in May 1979. The main business of the company is the production and sales of monosodium glutamate, soy sauce, instant noodles, canned food and beverages, as well as residential and building development, leasing and sales, industrial plant development, leasing and sales, investment and construction of public construction, and import of foreign tobacco, alcohol and beverages. The Company’s shares have been listed and traded on the Taiwan Stock Exchange since 1963.
For the main operating activities and operating segments information of the Company and its subsidiaries (the consolidated company), please refer to Notes IV and XIV.
II. THE AUTHORIZATION OF FINANCIAL STATEMENTS
The accompanying consolidated financial statements were approved and authorized for issue by the Board of Directors on March 30, 2022.
III. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS
- (I)Initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC) of the Republic of China.
New standards, interpretations and amendments endorsed by FSC effective since 2021 are as follows :
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Effective Date Issued
New, Revised or Amended Standards and Interpretations
by IASB
Amendments to IFRS 4 “' Temporary exemption for delayed January 1, 2021
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| application of IFRS 9” | |
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| Amendments to, IFRS 4, IFRS 7, IFRS 9, IFRS 16 and IAS 39 | January 1, 2021 |
| “Interest Rate Benchmark Reform - Phase 2 | |
| Amendments to, IFRS 16-Related Discussions with COVID-19 | April 1, 2021 |
| after June 30, 2021 |
The above-mentioned amendments to IFRS 16 " Related Discussions with COVID-19 after June 30, 2021" can be applied in advance of January 1, 2021. The initial application of the amendments to the IFRSs endorsed and issued into effect by the FSC did not have a significant effect on the Company’s accounting policies.
- (II)Amendments to the IFRSs issued by International Accounting Standards Board (IASB) and endorsed by the FSC with effective date starting 2022
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Effective Date Issued
New, Revised or Amended Standards and Interpretations
by IASB
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| Amendments to IFRS 3 “Reference to the Conceptual Framework” | January 1, 2022 |
|---|---|
| Amendments to IAS 16 “Property, Plant and Equipment - | January 1, 2021 |
| Proceeds before Intended Use” | |
| Amendments to IAS 37 “Onerous Contracts–Cost of Fulfilling a | April 1, 2022 |
| Contract” | |
| Annual Improvements to IFRS Standards 2018 - 2020 Cycle | January 1, 2022 |
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(III)The IFRSs issued by IASB but not yet endorsed and issued into effect by the FSC
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Effective Date Issued
New, Revised or Amended Standards and Interpretations
by IASB
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| New, Revised or Amended Standards and Interpretations | ecv by IASB |
ae ssue |
|
|---|---|---|---|
| Amendments to IFRS 10 and IAS 28 “Sale or Contribution of | To be |
determined | by |
| Assets between an Investor and its Associate or Joint Venture” | IASB | ||
| IFRS 17 “Insurance Contracts” | January | 1, 2023 | |
| Amendments to IAS 1 “Classification of Liabilities as Current or | January | 1, 2023 | |
| Noncurrent” | |||
| Amendments to IAS 1 “Disclosure of Accounting Policies” | January | 1, 2023 | |
| Amendments to IAS 8 “Definition of Accounting Estimates” | January | 1, 2023 | |
| Amendments to IAS 12 “Deferred Tax related to Assets and | January | 1, 2023 | |
| Liabilities arising from a Single Transaction” |
As of the date the accompanying consolidated financial statements were authorized for issue, the consolidated company continues in evaluating the impact on its financial position and financial performance as a result of the initial adoption of the aforementioned standards or interpretations. The related impact will be disclosed when the consolidated company completes the evaluation.
IV. Summary of Significant Accounting Policies
The summary of the significant accounting policies adopted by the consolidated financial statements is described as follows :
(I)Statement of compliance
The consolidated financial statements have been prepared in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
(II)Basis of preparation
The consolidated financial statements have been prepared on the historical cost basis, except for financial instruments which are measured at fair values and net defined benefit liabilities that are determined by deducting the fair value of plan assets from the present value of the defined benefit obligation.
(III) Basis of consolidation
- Principle for the preparation of consolidated financial statements
Control is achieved when the company is exposed to variable remuneration from the participation of the invests or has rights to such variable remuneration, and has the ability to influence such remuneration through its power over the investee. In particular, the company only controls the investor when the company has the following 3 control elements:
-
(1) The power over the investee (that is, the existing right that gives him the current ability to lead relevant activities)
-
(2) Risks or rights, from variable remuneration for the participation of the investee, and
(3) The ability to use its power over the invested to affect the amount of investee compensation When the company directly or indirectly holds less than a majority of the voting rights or similar rights of the investor, the company considers all relevant facts and circumstances to assess whether it has power over the investee, including:
-
(1) Contract agreement with other voting rights holders of the investee
-
(2) Rights arising from other contractual agreements
-
(3) Voting rights and potential voting rights
When the facts and circumstances show that one or more of the 3 control elements has changed, the company will reassess whether it still controls the investee.
The consolidated financial statement includes the financial statements of the company and the entities (subsidiaries) controlled by the company. The financial statements of the subsidiaries shall
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be included in the consolidated statements from the date when they obtain control, and until the date when they no longer have control.
The financial statements of the subsidiaries have been appropriately adjusted in material respects to make their accounting policies consistent with the accounting policies used by the company.
The major transactions, balances, income, and expenses and losses between the various entities of the consolidated company have been completely eliminated at the time of consolidated. If the consolidated company loses control of a subsidiary, then
-
(1) Derecognise assets (including goodwill) and liabilities of subsidiaries
-
(2) Derecognise the book amount of any non-controlling interests
-
(3) Recognise the fair value of the consideration received, if any
-
(4) Recognise any investment retained in the former subsidiary at its fair value
-
(5) Recognise any profit or loss as current profit and loss
-
(6) Reclassification of the parent company previously recognized in other comprehensive profit and loss items as current profit and loss
-
2.The subsidiaries included in the consolidated financial statements
The preparation subject of consolidated financial statemnets of 2021 and 2020, including these entities as follows, The company, The World Champion Co., Ltd., Sammi Industrial Co., Ltd., Saigon Ve Wong Co., Ltd., Thai Fermentation Industry Co., Ltd. (including Champion Fermentation Co., Ltd.), Samoan Ve Wong International Ltd., Tai Ve Corporation, Samoa Best Founder Corporation, and Green TFL Co., Ltd.
The detail information of subsidiaries at the end of reporting period was as follows :
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Whether to be included in the
Shareholding ratio consolidated establishment
Name of subsidiary Nature of business 12.31.2021 12.31.2020 2021 2020
----- End of picture text -----
| Name of subsidiary |
Nature of business |
12.31.2021 |
12.31.2020 |
2021 |
2020 |
|---|---|---|---|---|---|
| The World Champion | Sales of canned food | 99.99% | 99.99% | Yea | Yea |
| Co., Ltd. | and beverages, etc. | ||||
| Sammi Industrial Co., | Printing, | 100.00% | 100.00% | Yea | Yea |
| Ltd. | manufacturing and | ||||
| trading of packaging | |||||
| materials and | |||||
| containers | |||||
| Saigon Ve Wong Co., | Manufacturing and | 100.00% | 100.00% | Yea | Yea |
| Ltd. | sales of MSG and | ||||
| instant noodles | |||||
| Thai Fermentation | Manufacturing and | 48.66% | 48.66% | Yea (note1) | Yea (note1) |
| Industry Co., Ltd. | sales of MSG | ||||
| Champion Fermentation | Manufacturing and | 48.66% | 48.66% | Yea (note2) | Yea (note2) |
| Co., Ltd. | sales of MSG | ||||
| Samoan Ve Wong | General investment | 100.00% | 100.00% | Yea | Yea |
| International Ltd | |||||
| Tai Ve Corporation | Residential and | 100.00% | 100.00% | Yea | Yea |
| building development, | |||||
| lease and sale | |||||
| Samoa Best Founder | General investment | 100.00% | 100.00% | Yea | Yea |
| Corporation | |||||
| Green TFL Co., Ltd. | Bean processed food | 70.00% | 70.00% | Yea | Yea |
| manufacturing |
Note 1: Thai Fermentation Industry Co., Ltd., whose direct and indirect shareholding percentage does not exceed 50%, are appointed by the Company as its general manager, so it is included in the consolidated entity.
Note 2: Champion Fermentation Co., Ltd., after the reorganization in 2016 and the acquisition of the remaining 51% non-controlling interests by Thai Fermentation Industry Co., Ltd., Champion Fermentation Co.,Ltd. became the sub-subsidiary of the Company.
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3.The subsidiaries that are not included in the consolidated financial statements: Shareholding ratio
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----- Start of picture text -----
Name of
investment Name of Nature of
company subsidiary business 12.31.2021 12.31.2020 Remarks
Thai K.S.L.IT Technology 50.00% 50.00% The total assets are not yet
----- End of picture text -----
| Name of investment company Thai |
Name of subsidiary K.S.L.IT |
Nature of business Technology |
Sharehol 12.31.2021 50.00% |
ding ratio 12.31.2020 50.00% |
Remarks The total assets are not yet |
|---|---|---|---|---|---|
| Fermentation | Center Co., | Information | significant and there is no | ||
| Industry Co., | Ltd. | Management | significant operating income | ||
| Ltd. | |||||
| Thai | TFI Green |
Classification of | 50.00% | 50.00% | The total assets are not yet |
| Fermentation | Biotech | organic | significant and there is no | ||
| Industry Co., | Company | fertilizers | significant operating income | ||
| Ltd. | Limited |
4.Subsidiaries with significant non-controlling interests in the consolidated company
The total amount of non-controlling interests of the consolidated company as of December 31, 2021 and 2020 were $981,747 and $1,156,961, respectively. The information of significant noncontrolling interests and subsidiaries are as follows :
controlling interests and subsidiaries are as follows : |
es are as follows : |
es are as follows : |
|---|---|---|
| non-controlling interests 12.31.2021 12.31.2020 Name of subsidiary Main place of business Amount Shareholding ratio Amount Shareholding ratio Thai Fermentation Industry Co., Ltd. Thailand $ 970,174 51.34% $ 1,145,234 51.34% Aggregate financial information of subsidiaries: Balance sheet Thai Fermentation Industry Co., Ltd. 12.31.2021 12.31.2020 Current assets $ 2,030,958 $ 2,177,519 Noncurrent assets 395,166 430,152 Current liabilities (437,912 ) (289,219 ) Noncurrent liabilities (88,584) (79,720 ) Total net assets $ 1,899,628 $ 2,238,732 Statements of comprehensive income Thai Fermentation Industry Co., Ltd. 2021 2020 Revenue $ 2,507,635 $ 2,703,235 Profit before income tax 605,248 668,495 Income tax expense (117,694 ) (132,991 ) Net income 487,554 535,504 Net profit attributable to non- controlling interests (251,032 ) (282,433 ) Net profit for the year 236,522 253,071 Other comprehensive income (loss) for the year, net of income tax (265,493) (160,968) Total comprehensive income for the year $ 222,061 $ 374,536 Total comprehensive profit and loss attributable to non- controlling interests $ 114,739 $ 199,798 Paid cash dividends to non- controlling interests $ 288,078 $ 243,276 Cash flows Thai Fermentation Industry Co., Ltd. 2021 2020 Net cash generated from operating activities $ 708,684 $ 681,745 Net cash generated from investing activities 59,143 10,436 (Next) |
non-controlling interests | |
| 12.31.2021 Amount Shareholding ratio $ 970,174 51.34% |
12.31.2020 | |
| Amount $ 970,174 |
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| (continued) Net cash used in financing activities Effect of foreign exchange rate change Net increase in cash and cash equivalents Cash and cash equivalents at the beginning of the year Cash and cash equivalents at the end of the year |
(567,465 ) (188,329) 12,033 1,042,921 $ 1,054,954 |
(494,253 ) (121,554) 76,374 966,547 $ 1,042,921 |
|---|---|---|
- 5.In the third quarter of 2016, the subsidiary Thai Fermentation Industry Co., Ltd., which is included in the consolidated statement, acquired 200,000 ordinary shares of Champion Fermentation Co., Ltd. at 1,300 Baht per share (due to local laws and regulations in Thailand, out of which 5 shares are the equity is registered under the name of a natural person, and the registered equity of Thai Fermentation Industry Co., Ltd. is 199,995 shares). After the reorganization, Champion Fermentation Co.,Ltd. became the sub-subsidary of the Company, and the Company still has control.
(IV)Classification of assets and liabilities as current and non-current
Current assets are assets held for trading purposes and assets expected to be converted to cash, sold or consumed within 12 months from the end of the reporting period. Current liabilities are obligations incurred for trading purposes and obligations expected to be settled within 12 months from the end of the reporting period. Assets and liabilities that are not classified as current are noncurrent assets and liabilities, respectively.
(V)Foreign currency
Items include in the financial statements are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The functional currency of the company, The World Champion Co., Ltd., Summit Industrial Co., Ltd., Tai Ve Corporation and Green TFL Co., Ltd. is NTD, and the functional currency of Saigon Ve Wong Co., Ltd. is VND, The functional currency of Thai Fermentation Industry Co., Ltd. and Champion Fermentation Co., Ltd. is Baht, and the functional currency of Samoa Ve Wong International Ltd. and Samoa Best Founder Corporation is USD. When preparing consolidated financial statements, the operating results and financial status of each consolidated entity are converted into New Taiwan dollars.
In preparing the cosolidated financial statements, transactions in currencies other than the entity’s functional currency (foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Such exchange differences are recognized in profit or loss in the year in which they arise. Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Exchange differences arising on the retranslation of non-monetary items are included in profit or loss for the year except for exchange differences arising on the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which case, the exchange differences are also recognized directly in other comprehensive income. Non-monetary items that are measured in terms of historical cost in foreign currencies are not retranslated.
For the purposes of presenting cosolidated financial statements, the assets and liabilities of the Company’s foreign operations are translated into NT$ using the exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period. Exchange differences arising, if any, are recognized in other comprehensive income and accumulated in equity.
(VI)Cash and cash equivalent
Cash and cash equivalent include cash reserves, and current deposit balance, and the Bank deposits of which the principal maturity is under 3 months, and highly liquid investments that are readily convertible to known amounts of cash with insignificant risk of changes in value.
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(VII)Inventory
Inventories are recorded at cost and calculated using the weighted average method. When calculating product costs, variable manufacturing expenses are amortized based on actual output, and fixed manufacturing expenses are amortized based on the normal production capacity of production equipment. However, when the actual output is not much different from the normal output, it can also be amortized. According to the actual output; if the actual output is abnormally higher than the normal capacity, it will be allocated according to the actual output.
Inventories are measured at the lower of cost or net realizable value. Net realizable value refers to the estimated selling price, minus the estimated cost to be completed and the estimated cost required to complete the sale. When the comparative cost and the net realizable value are lower, the comparison is made item by item. If the net realizable value of the finished product is expected to be equal to or higher than the cost, the raw materials used for the production of the finished product will not be offset below the cost. When the price of the raw materials drops and the cost of the finished product exceeds the net realizable value, The raw material is reduced to the net realizable value. The amount of inventory reduced from cost to net realizable value is recognized as cost of goods sold, and the net realizable value of inventory is re-measured in each subsequent period. If the previous factors that caused the net realizable value of inventory to be lower than the cost have disappeared, there may be evidence When the net realizable value increases due to changes in economic conditions, the increase in the net realizable value of inventories is reversed within the scope of the original write-off amount and recognized as the decrease in the cost of goods sold for the current year.
(VIII)Investments accounted for using equity method
The consolidated company uses the equity method to account for its investments in associates. Financial statements of associates are prepared for the same reporting period as the Company. Where necessary, adjustments are made to bring the accounting policies in line with those of the Company. In any case, the difference between the end of the reporting period of the financial statements of associates and the Company shall not exceed 3 months. The main business of some associates is the sugar industry or its related industries. Due to industry characteristics (climate and harvest period and other factors), according to local business habits and accounting practices, their financial reporting period is based on the November system (that is, the accounting period is from November 1 of the current year to October 31 of the following year), but the difference from the end of the reporting period of the company’s financial statements does not exceed 3 months.
Under the equity method, an investment in an associate is initially recognized at cost and adjusted thereafter to recognize the consolidated company’s share of the profit or loss and other comprehensive income of the associate. An associate is an entity over which the Company has significant influence and that is neither a subsidiary nor an interest in a joint venture. The consolidated company also recognizes the changes in the consolidated company’s share of the equity of associates attributable in the consolidated company. When the consolidated company’s share of losses of an associate equals or exceeds its interest in that associate, the consolidated company discontinues recognizing its share of further losses. Additional losses and liabilities are recognized only to the extent that the consolidated company has incurred legal obligations, or constructive obligations, or made payments on behalf of that associate.
Any excess of the cost of acquisition over the consolidated company’s share of the net fair value of the identifiable assets and liabilities of an associate at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any excess of the consolidated company’s share of the net fair value of the identifiable assets and liabilities over the cost of acquisition, after reassessment, is recognized immediately in profit or loss.
When the consolidated company subscribes for additional new shares of the associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Company’s proportionate interest in the associate. The consolidated company records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus. If the consolidated company’s ownership interest is reduced due to the additional subscription of the new shares of associate, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate is reclassified to profit or loss on the same basis as would be required if the investee had directly disposed of the related assets or liabilities.
When the consolidated company transacts with its associate, profits and losses resulting from the transactions with the associate are recognized in the consolidated financial statements only to the extent of interest in the associate that are not related to the consolidated company.
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(IX)Property, plant and equipment
Property, plant and equipment in the course of construction for production, supply or administrative purposes are carried at cost, less accumulated deprecidition and any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Such properties are depreciated and classified in the appropriate categories of property, plant and equipment when completed and ready for intended use.
For the original cost of some property on January 1, 2012 (the date of conversion to IFRS), the cost was determined based on the application of IFRS No. 1 exemption requirements.
Depreciation is recognized so as to write off the cost of the assets less their residual values over their useful lives, and it is computed using the straight-line method mainly over the following estimated useful lives: buildings - 15 to 55 years; machinery and equipment - 5 to 15 years; and Transportation Equipment 5 to10 years; Miscellaneous equipment 3 to 8 years; Other equipment 3 to 12 years; Idled Assets 8 to 27 years. When the main components of property, plant and equipment have different service life, they are treated as separate items. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimates accounted for on a prospective basis.
Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in profit or loss.
(X)Leases
If a contract transfers control over the use of an identified asset for a period of time in exchange for consideration, the contract is a lease or includes a lease Lessor
The lessor classifies each lease as an operating lease or a finance lease. A lease that transfers almost all the risks and rewards attached to the ownership of the underlying asset is a financial lease; if a lease does not transfer almost all the risks and rewards attached to the ownership of the underlying asset, it is an operating lease.
If it is an operating lease, the lessor recognizes the lease payments as income on a straightline basis, but if other systematic basis is more representative of the form of reduced use efficiency of the underlying asset, this basis applies. If it is a financial lease, the lessor shall recognize the financial lease receivables and the unearned financial income of the financial lease on the lease start date, and adopt a systematic and reasonable basis to allocate the financial income to the lease period, so that each period of the lease period has a fixed rate of return.
Lessee
The Company recognizes right-of-use assets and lease liabilities for all leases at the commencement date of the lease. The right-of-use asset is measured at cost, and the lease liability is based on the present value of the lease payment not yet paid on that date.
The right-of-use asset shall be depreciated, and its depreciation period shall be the earlier of the period from the beginning of the lease to the end of the useful life of the right-of-use asset or the expiration of the lease term ; However, if the lessee will acquire the ownership of the leased asset at the end of the lease term, or if the cost of the right-of-use asset reflects the exercise of the purchase option, the depreciation period is from the lease start date to the end of the useful life of the underlying asset.
Lease liabilities use the effective interest rate method to calculate interest expenses, so that the interest rate of each period calculated based on the lease liability balance is fixed. Lease payments are used to pay interest and reduce lease liabilities. The interest on lease liabilities is recognized in profit or loss
(XI)Investment properties
If the consolidated company’s property is not for sale at the end of the reporting period, nor is it used for the production or provision of goods or services, or for management purposes, it is classified as investment properties.
An investment property is stated initially at its cost and measured subsequently using the cost model. For the original cost of investment properties on January 1, 2012 (the date of conversion to IFRS), the exemption provisions of IFRS No. 1 were selected and the cost was determined. Buildings on investment property are computed using the straight-line method mainly over the
17
following estimated useful lives of 5 to 27 years. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimates accounted for on a prospective basis.
(XII)Intangible Assets
1.Goodwill
The consolidated company chose to apply the exemption provisions of IFRS 1 for business combinations that occurred before January 1, 2012 (the date of transition to IFRS). Therefore, for the amount of goodwill generated by business combinations before that date, it is presented based on the amount recognized by the generally accepted accounting principles before adopted the IFRS. At the time of initial recognition, it is recognized as an asset at the original cost, and it will not be amortized in the subsequent period. It is measured by cost less accumulated impairment.
2.Other intangible assets
Other separately acquired intangible assets with a limited useful life are presented at cost minus accumulated amortization and accumulated impairment. The amortization amount is calculated on the basis of the 3 year service life based on the straight-line method. The estimated service life and amortization method are reviewed at the end of the reporting period. If there is any change in the estimate, the impact will be postponed and adjusted.
(XIII)Impairment of asset
At the end of each reporting period, the consolidated company reviews the carrying amounts of its assets, to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Corporation estimates the recoverable amount of the cash-generating unit to which the asset belongs. Corporate assets are allocated to the individual cash-generating units on a reasonable and consistent basis of allocation.
The recoverable amount is the higher of fair value less costs to sell and value in use. Value in use is evaluated based on the present value of estimated future cash flows, discounted at the current market-determined rate, and certain risk assumptions which impact future cash flows.
If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.
When an impairment loss is subsequently reversed, the carrying amount of the corresponding asset, cash-generating unit or assets related to contract costs is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized for the asset, cash-generating unit or assets related to contract costs in prior years. A reversal of an impairment loss is recognized in profit or loss.
Goodwill shall be tested for impairment regularly every year, and the impairment loss shall be recognized in the profit and loss of the current year and shall not be reversed in subsequent periods.
(XIV)Financial instruments
Financial assets and financial liabilities are recognized only when the company becomes a party to the contractual terms of financial instruments. At the time of initial recognition, it should be measured at fair value. If it is not a financial asset or financial liability that is measured at fair value through profit or loss, the transaction costs directly attributable to the acquisition or the issuance of the financial asset or financial liability should be added or subtracted. However, accounts receivable that do not contain a significant financial component should be measured as the transaction price when initially recognized.
Financial assets are only delisted when one of the following conditions is met : (1) Invalidation of contractual rights from cash flow of financial assets ; (2) Almost all risks and rewards of transferring ownership of financial assets, or almost all risks and rewards of ownership of the financial assets are neither transferred nor retained, and control of the financial assets is not retained.
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For financial products with an active market, the fair value is based on the publicly quoted prices in the active market; for financial products without an active market, the fair value is estimated by the evaluation method.
The recognition and delisting of conventional transaction financial assets are based on the transaction day accounting treatment.
- Financial assets
Financial assets are based on the business model of managing financial assets and the contractual cash flow characteristics of financial assets. Financial assets held by the Company are classified into measured at amortized cost, at fair value through profit or loss and at fair value through other comprehensive income.
Measured at amortized cost
If a financial asset meets the following two conditions at the same time, it will be measured at the amortized cost :
-
a. Financial assets are held under a certain business model. The purpose of this model is to hold financial assets to collect contractual cash flows.
-
b. The contractual terms of the financial asset generate cash flows on a specific date, and these cash flows are all interest on the payment of the principal and the amount of principal in circulation.
-
For financial assets measured at amortized cost, their benefits or losses are recognized in profit and loss, but if they are part of a hedging relationship, they are treated as hedging accounting.
Interest income is calculated using the effective interest method.
At fair value through other comprehensive income
If a financial asset meets the following two conditions at the same time, it will be measured at fair value through other comprehensive income :
-
a. Financial assets are held under a certain business model whose purpose is achieved by collecting contractual cash flows and selling financial assets
;and -
b. The contractual terms of the financial asset generate cash flows on a specific date, and these cash flows are all interest on the payment of the principal and the amount of principal in circulation.
Benefits or losses are recognized in other comprehensive profit and loss, except for derogation benefits or losses and foreign currency exchange gains and losses. When assets are delisted, the accumulated benefits or losses listed in other comprehensive profit and loss are reclassified from equity to profit and loss.
If the investment in a specific equity instrument that should be measured at fair value through profit and loss is not held for trading, nor is it a contingent consideration recognized in a business combination, an irrevocable choice can be made at the time of initial recognition and its subsequent fairness Changes in value are reported in other comprehensive income. In this case, the profit or loss is recognized in other comprehensive profits and losses, but dividends that are not investment cost recovery are included in the profits and losses. When assets are delisted, the accumulated benefits or losses listed in the other comprehensive profit and loss shall not be reclassified to profit and loss.
Measured at fair value through profit and loss
Financial assets are all measured at fair value through profit and loss, except when measured at amortized cost or at fair value through other comprehensive profits and losses.
At the time of initial recognition, financial assets can be irrevocably designated as measured at fair value through profit and loss to eliminate or significantly reduce. If not designated, it will be measured by using different basis to measure assets or liabilities or recognizing its benefits and losses. Or the recognition is inconsistent.
The benefit or loss is recognized in the profit and loss, but if it is part of the hedging relationship, it shall be treated as hedging accounting.
2. Financial liabilities
Financial liabilities shall be classified as measured at amortized cost, except for derivatives that do not comply with hedging accounting, designated as measured at fair value through profit and loss, and contingent consideration in a business combination that shall be classified as
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measured at fair value through profit or loss. Measured, except for financial liabilities that are not in compliance with delisted transfers or continuous participation in transferring assets, financial guarantee contracts, and commitments to provide loans at lower than market interest rates.
3. Impairment
Financial assets measured at amortized cost, financial assets measured at fair value through other comprehensive gains and losses, contract assets and loan commitments under applicable impairment regulations, and financial guarantee contracts to measure impairment based on the expected credit loss model. If the credit risk of a financial instrument has increased significantly since its initial recognition, the allowable loss is measured in the amount of expected credit loss during the duration of each reporting day ; If the credit risk of a financial instrument has not increased significantly since the initial recognition, the 12-month expected credit loss amount will be used to measure the allowable loss on the reporting date. However, the company’s impact on transactions within the scope of IFRS 15 For accounts receivable or contract assets that do not contain significant financial components, the simplified method is adopted to measure the allowable loss based on the expected credit loss amount during the duration.
(XV)Reserve for liabilities
The reserve for liabilities shall be recognized when the consolidated company has a present obligation as a result of a past event, and it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.
(XVI) Employee benefits
Payments to the defined contribution retirement benefit plans are recognized as an expense when employees have rendered service entitling them to the contributions.
Defined benefit costs (including service cost, net interest and remeasurement) under the defined benefit retirement benefit plans are determined using the Projected Unit Credit Method. Service cost (including current service cost), and net interest on the net defined benefit liability (asset) are recognized as an employee benefits expense in the period they occur. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which they occur. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will 。 not be reclassified to profit or loss.
(XVII) Government Grants
Government grants are recognized only when it is reasonably certain that the consolidated company will comply with the conditions attached to the government subsidies and will receive such subsidies.
Government grants are recognized in the profit and loss on a systematic basis during the period when the related costs that they intend to compensate are recognized as expenses by the consolidated company. Government grants that are conditional on the acquisition, construction or other means of acquisition of non-current assets of the consolidated company are recognized as deferred income and transferred to profit and loss during the useful life of the relevant assets at a reasonable and systematic basis.
If the government grants are used to compensate for expenses or losses that have occurred, or is for the purpose of providing immediate financial support to the consolidated company and there is no future related costs, it is recognized in the profit and loss during the period when it can be received.
(XVIII)Revenue Recognition
Revenue is measured by the expected consideration in which the consolidated company has the right to acquire from the product transfer or labor service.
The consolidated company recognizes revenue from contracts with customers by applying the following steps:
-
(1) Identify the contract with a customer;
-
(2) Identify the performance obligations in the contract;
-
(3) Determine the transaction price;
-
(4) Allocate the transaction price to the performance obligations in the contract; and
-
(5) Recognize revenue when (or as) the entity satisfies its performance obligations.
20
The consolidated company provides goods in accordance with the contract, recognizes revenue when meeting performance obligations, and usually meets performance obligations when transferring goods. The revenue generated by the provision of labor services in accordance with the contract is recognized, according to the degree of completion of the contract (output method or input method).
Rental income from operating leases is recognized on a straight-line basis over the term of the relevant lease.
Before the customer pays the consideration or before the payment can be received from the customer, the contract has been performed by transferring goods or services to the customer, and the performance amount is recognized as a contract asset. However, if there is an unconditional right to the consideration of the contract and it can be collected from the customer only after time has passed, the performance amount shall be recognized as a receivable.
The consideration received from customers prior to the Company having satisfied its performance obligations are accounted for as contract liabilities.
(XIX)Non-operating income
Dividends
Revenue is recognized when the Company’s right to receive the dividends is established, which is generally when stockholders approve the dividend.
Interest income
Interest income is recorded using the effective interest method and recognized in profit or loss.
(XX)Income tax
The income tax consists of current income tax and deferred income tax. The current income tax and deferred income tax shall be recognized in profit or loss, other than the income tax related to combined entities, and items stated into other comprehensive income or stated into equity directly.
The current income tax includes the projected income tax payable or tax refund receivable based on the current taxable income (loss), and the adjustment of income tax payable or tax refund receivable in the previous years. The amount refers to the best estimates of the expected payables or receivables measured on the basis of the statutory tax rate or tax rate substantially enacted on the reporting date. Adjustments of prior years’ tax liabilities are added to or deducted from the current year’s tax provision.
According to the Income Tax Law, an additional tax on unappropriated earnings is provided for as income tax in the year the shareholders approve to retain the earnings.
Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current income tax assets against current income tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.
Deferred tax assets are recognized only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized. At each balance sheet date, unrecognized and recognized deferred tax assets are reassessed.
(XXI)Earnings per share
Basic earnings per share is computed by dividing net income by the weighted-average number of ordinary shares outstanding during the current reporting period. The diluted EPS is calculated upon the adjustment of the effect of all potential diluted common stocks based on the income vested in the common stockholders and the number of shares of the weighted average outstanding common stock.
(XXII)Employees’ compensation and directors’ and supervisors’ remuneration
Employees’ compensation and directors’ and supervisors’ remuneration are recognized as an expense and liability, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates.
(XXIII)Operating segments information
An operating segment is a component of an entity, 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 same entity). Whose operating results are regularly
21
reviewed by the entity's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available.
V.CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
In the application of the consolidated company’s accounting policies, management is required to make judgments, estimates and assumptions based on historical experience and other factors that are considered to be relevant about the related information that are not readily apparent from other sources. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.
The key assumptions concerning the future and other key sources of estimating the uncertainty at the reporting date that would have a significant risk for a material adjustment to the carrying amounts of assets or liabilities within the next fiscal year are discussed below.
(I) Revenue recognition
In principle, sales revenue is recognized when the profit-making process is completed. The withdrawal of related returns and discounts is based on historical experience and consideration of different contract conditions to estimate possible sales returns and discounts when the product is sold. The current period is recognized as deductions and refund liabilities of sales revenue (other payables and other current liabilities are accounted for), and the consolidated company regularly reviews the reasonableness of the estimates.
(II) Asset impairment assessment (except goodwill)
In the process of asset impairment assessment, the consolidated company needs to rely on subjective judgments, including identifying cash-generating units and determining the recoverable amount of cash-generating units based on asset usage patterns and industrial characteristics. Any estimates brought about by changes in economic conditions or company strategies Changes may cause significant impairment in the future.
(III) Goodwill impairment assessment
The assessment process of goodwill impairment relies on the subjective judgment of the consolidated company, including identifying the cash-generating unit, allocating assets and liabilities to the relevant cash-generating unit, allocating goodwill to the relevant cash-generating unit, and determining the recoverable amount of the relevant cash-generating unit.
(IV) Investment using the equity method impairment assessment
When there is an indication of impairment that the investment using equity method may have been impaired and the book value may not be recoverable, the consolidated company immediately conducts an impairment assessment on the investment. The management of the consolidated company assesses the impairment based on the operating conditions and future cash flow forecasts of the investee company, including the sales growth rate and capacity utilization rate estimated by the internal management of the investee company. The amalgamating company will also consider relevant market and industry profiles to determine the reasonableness of its underlying assumptions.
(V) Income tax
The uncertainty of income tax lies in the interpretation of complex tax regulations, the amount of taxable income generated in the future, the difference between the actual results and the assumptions made, or the changes in these assumptions in the future, which may lead to the recorded income Income tax benefits and expenses will be adjusted in the future.
Deferred tax assets are recognized to the extent that it is probable that future taxable profits will be available against which those deferred tax assets can be utilized. Assessment of the realization of the deferred tax assets requires subjective judgment and estimate, including the future revenue growth and profitability, tax holidays, the amount of tax credits can be utilized and feasible
22
tax planning strategies. Any changes in the global economic environment, the industry trends and relevant laws and regulations could result in significant adjustments to the deferred tax assets. As of December 31, 2021 and 2020, the carrying amount of deferred income tax assets was $37,181 and $41,109, respectively.
(VI) Net defined benefit liability
When calculating and determining the present value of employee benefit obligations, the consolidated company must use judgments and estimates to determine the relevant actuarial assumptions at the end of the financial reporting period, including the discount rate and the expected rate of return of the planned assets. Any change in actuarial assumptions may significantly affect the amount of the consolidated company’s determined benefit obligations.
As of December 31, 2021 and 2020, the carrying amount of Net defined benefit liability was $284,805 and $300,998, respectively.
(VII) Estimated impairment of financial assets
The consolidated company adopts IFRS 9 to recognize the allowable loss of accounts receivable (including notes receivable and accounts receivable) based on the expected credit loss during the duration. The expected credit loss during the duration is based on historical experience and individual considerations. The financial status of customers and their industries and forwardlooking information will be estimated and adjusted. If the expected cash received in the future is different from the original estimate, the difference will affect the book value of the receivables and allowance for losses in the year when the estimate is changed.
The consolidated company holds financial assets measured at fair value through profit and loss and financial assets measured at fair value through other comprehensive gains and losses. Among them, the fair value measurement of the stocks of unlisted companies without an active market involves multiple assumptions. Including the used evaluation methods, decisions of comparable companies, price-to-earnings ratios and liquidity discounts, etc., subject to subjective judgment and high uncertainty, and the results of their measurement have an impact on financial statements.
As of December 31 2021 and 2020, the book value of notes and accounts receivable was $463,708 (after deducting allowance for impairment loss of $6,753) and $435,859 (after deducting allowance for impairment loss of $8,650).
In 2021 and 2020, the consolidated company recognized the financial asset evaluation benefits of stocks of unlisted companies with no active market was $3,786 and $3,140, respectively.
VI.Description of significant accounting items
(I) Cash and cash equivalent
| ption of significant accounting items ash and cash equivalent |
||||
|---|---|---|---|---|
| As at December 31, | ||||
| 2021 | 2020 | |||
| Cash | $ | 1,292 | $ | 1,529 |
| Checking deposits | 48,940 | 42,455 | ||
| Demand deposits | 135,047 | 158,271 | ||
| Foreign currency deposits | 1,344,342 | 1,089,969 | ||
| Fixed deposit no more than 3 | ||||
| months | 40,876 | 276,811 | ||
| Total | $ | 1,570,497 | $ | 1,569,035 |
| 1.The consolidated company did not pledge any cash and cash | equivalents as collateral. | |||
| 2.The market rate intervals of fixed deposit at the end of the reporting | period were as follows: |
|||
| As at December 31, | ||||
| 2021 | 2020 | |||
| Fixed deposit no more than 3 months | 0.125%-0.50% | 0.40%-1.50% |
23
(II)Financial assets at fair value through profit or loss-noncurrent
| Mutual funds Unlisted stocks Subtotal Valuation adjustment Total |
As at December 31, | As at December 31, |
|---|---|---|
| 2021 $ - - - - $ - |
2020 | |
| $ 37,676 - |
||
| 37,676 7,219 $ 44,895 |
The consolidated company disposed of the above-listed funds in 2021, resulting in realized appraisal benefits of $6,573. Please refer to Note VI (XXVI).
(III) Financial assets measured at amortized cost -current assets
| Current assets Fixed deposit -more than 3 months within 1 year Mutual funds- more than 3 months within 1 year Subtotal of current assets Noncurrent assets Government Bonds- more than 1 year Mutual funds-- more than 1 year Subtotal of noncurrent assets Total Market rate Fixed deposit -more than 3 months within 1 year Mutual funds- more than 3 months within 1 year Government Bonds- more than 1 year Mutual funds-- more than 1 year |
As at December 31, 2021 2020 $ 312,227 $ 375,928 38,963 26,764 351,190 402,692 8,341 9,553 40,705 26,580 49,046 36,133 $ 400,236 $ 438,825 As at December 31, 2021 2020 0.27%-3.9% 0.39%-6.2% 3.9%-6.1% 0.60%-4.0% 4.5% 4.5% 5.15%-6.75% 6.1% |
|
|---|---|---|
| 2021 0.27%-3.9% 3.9%-6.1% 4.5% 5.15%-6.75% |
(IV) Notes and accounts receivable, net
| otes and accounts receivable, net | ||
|---|---|---|
| Notes receivable Accounts receivable Less: allowance for impairment loss Net accounts receivable |
As at December 31, | |
| 2021 $ 134,682 $ 335,779 (6,753) $ 329,026 |
2020 $ 112,593 $ 331,916 (8,650) $ 323,266 |
The consolidated company's average credit period for account receivables arising from the sale of goods is 90 days, and notes and accounts receivable are non-interest-bearing.
The consolidated company applies the simplified approach to providing for expected credit losses prescribed by IFRS 9, which permits the use of lifetime expected loss provision for all trade receivables. The expected credit losses on trade receivables are estimated by reference to past default experiences of the debtor and an analysis of the debtor’s current financial position, adjusted for general economic conditions of the industry in which the debtors operate and an assessment of the current direction of economic conditions at the reporting date. As of December 31, 2021 and 2020, the analysis of the consolidated company’s expected credit losses on the notes and accounts receivable is as follows:
24
The ageing analysis of unimpaired receivables is as follows : As at December 31, 2021
| As at December 31,2021 | As at December 31,2021 | 21 | |
|---|---|---|---|
| Undue Overdue within 90 days Overdue for 91~180 days Overdue over 181 days Total Undue Overdue within 90 days Overdue for 91~180 days Overdue over 181 days Total |
Book value Rate of expected credit losses throughout the duration Allowance for expected credit losses throughout the duration $ 206,413-$ ----3-----$ 206,416$ -As at December 31,2020 |
Allowance for expected credit losses throughout the duration |
|
$ ----$ - |
|||
| Book value $ 221,958837547$ 222,856 |
Rate of expected credit losses throughout the duration ---- |
Allowance for expected credit losses throughout the duration |
|
$ ----$ - |
The analysis of the consolidated company’s expected credit losses on the notes and accounts receivable is as follows:
| receivable is as follows: | |||
|---|---|---|---|
| Undue Overdue within 90 days Overdue for 91~180 days Overdue over 181 days Total Undue Overdue within 90 days Overdue for 91~180 days Overdue over 181 days Total |
As at December 31,2021 | ||
| Book value Rate of expected credit losses throughout the duration Allowance for expected credit losses throughout the duration $ 259,2671.00% $ 2,59368110.00% 681050.00% 54,087100.00% 4,087$ 264,045$ 6,753As at December 31,2020 |
Allowance for expected credit losses throughout the duration |
||
$ 2,5936854,087$ 6,753 |
|||
| Book value $ 214,89428536,471$ 221,653 |
Rate of expected credit losses throughout the duration 1.00% 10.00% 50.00% 100.00% |
Allowance for expected credit losses throughout the duration |
|
$ 2,1492916,471$ 8,650 |
25
The statement of changes in the impairment loss allowance for the notes and accounts receivable of the consolidated company is as follows:
| Beginning balance Recognized impairment loss (reversal) Effect of foreign exchange rate change Ending balance |
For theyears ended December 31, 2021 2020 $ 8,650 $ 5,312 (1,745 ) 3,623 (152 ) (285 ) $ 6,753 $ 8,650 |
|---|---|
| 2021 $ 8,650 (1,745 ) (152 ) $ 6,753 |
Regardless of other credit enhancements, the notes receivable that best represent the consolidated company’s credit risk exposures as of December 31, 2021 and 2020 was $134,682 and $112,593, respectively; the most representative of the consolidated company the maximum amount of credit risk exposure of accounts receivable as of December 31, 2021 and 2020 were $329,026 and $323,266, respectively.
(V) Inventory
| entory | ||
|---|---|---|
| Raw materials Supplies Work in progress Finished goods Goods in transit Total Less: Allowance to reduce inventory to market Net |
As at December 31, 2021 2020 $ 426,212 $ 343,544 49,405 58,413 313,479 607,466 470,599 382,342 193,371 41,653 1,453,066 1,433,418 (3,462 ) (5,337 ) $ 1,449,604 $ 1,428,081 |
|
| 2021 $ 426,212 49,405 313,479 470,599 193,371 1,453,066 (3,462 ) $ 1,449,604 |
||
| 1,433,418 (5,337 ) $ 1,428,081 |
The cost of inventories recognized as expense for the year :
| Cost of goods sold Loss on discarding of inventory Reversal of allowance for inventory market price decline Income from sale of scraps Subtotal Rental cost Total |
For theyears ended December 31, 2021 2020 $ 3,895,424 $ 3,963,679 5,066 13,296 (1,875 ) (6,684 ) (4,049 ) (3,812 ) (858 2,800 34,157 33,299 $ 3,928,723 $ 3,999,778 |
|---|---|
| 2021 $ 3,895,424 |
|
| 5,066 (1,875 ) (4,049 ) (858 34,157 $ 3,928,723 |
The reversal of net realizable value and the decrease of the cost of goods sold were recognized due to the disposal of certain inventories, which were previously provided with an allowance for the price decline.
(VI) Financial assets at fair value through other comprehensive income-noncurrent
| Listed stocks Unlisted stocks Subtotal Valuation adjustment Total |
As at December 31, | As at December 31, |
|---|---|---|
| 2021 $ 100,543 49,026 149,569 165,713 $ 315,282 |
2020 | |
| $ 100,543 49,026 |
||
| 149,569 84,615 $ 234,184 |
26
(VII) Other financial assets-noncurent
| ther financial assets-noncurent | ||
|---|---|---|
| Bank- special account for repatriation of overseas funds (Note) Bank-restricted Stimulus voucher Total |
As at December 31, | |
| 2021 $ 580,354 12,679 6,931 $ 599,964 |
2020 | |
| $ 300,560 11,367 2,854 $ 314,781 |
Note : It is a special foreign exchange deposit account of the overseas fund repatriation management and taxation regulations applicable to the consolidated company's allocation of overseas dividend income, which is dedicated to investment planning expenditures.
(VIII) Investments accounted for using equity method
==> picture [436 x 341] intentionally omitted <==
----- Start of picture text -----
Number of
thousand Percentage
Name shares Book value held
As at December 31, 2021
Investments in associates
Unlisted companies :
PT Ve Wong Budi Indonesia 64 $ - 49.00
Koh Kong Plantation Co., Ltd. - 7,574 20.00
Koh Kong Sugar Industry Co., Ltd. - 64,108 11.98
K.S.L. IT Center Co., Ltd. 5 3,675 50.00
TFI Green Biotech Company Limited 50 12,472 50.00
Hughes Biotech. Co., Ltd. 1,125 11,151 34.62
98,980
(8,808 )
Total $ 90,172
As at December 31, 2020
Investments in associates
Unlisted companies :
PT Ve Wong Budi Indonesia 64 $ - 49.00
Koh Kong Plantation Co., Ltd. - 9,048 20.00
Koh Kong Sugar Industry Co., Ltd. - 69,319 11.98
K.S.L. IT Center Co., Ltd. 5 4,487 50.00
TFI Green Biotech Company Limited 50 14,110 50.00
Hughes Biotech. Co., Ltd. 1,125 14,188 34.62
Total $ 111,152
----- End of picture text -----
1.Disclosure matters and related instructions of PT Ve Wong Budi Indonesia :
(1)In the second half of 2006, the Company was no longer able to participate in and control or understand the operations of PT Ve Wong Budi Indonesia, and the Company has indeed lost control of PT Ve Wong Budi Indonesia.
(2)The Company invested in PT Ve Wong Budi Indonesia may suffer losses or damages, and whether it is likely to incur contingent liabilities, after consulting with legal experts to issue an opinion that: the company’s obligations are limited to the amount of capital contributed and not exceeding the shareholders’ assets.
(3)The book balance of investment in PT Ve Wong Budi Indonesia, capital loans and advances to PT Ve Wong Budi Indonesia has all been reduced to zero in 2006.
(4)PT Ve Wong Budi Indonesia was approved by the local court to conduct statutory liquidation procedures, and the Indonesian shareholders handled the liquidation matters in August 2015.
27
-
2.In addition to the above items, the consolidated company uses equity method of investment and its share of profits and losses and other comprehensive profits and losses, including Koh Kong Plantation Co., Ltd., Koh Kong Sugar Industry Co., Ltd. and Hughes Biotech. Co., Ltd., Is based on the financial statements of the investee company audited by independent Auditors’ report, to calculate, recognize and disclose various financial information.
-
3.The World Champion Co., Ltd., a subsidiary included in the consolidated financial statements, holds the Company’s stocks, because the Company follows IAS 32 「 Financial Instruments: Presentation 」 and treats them as treasury stocks. On December 31, 2021 and 2020, the above transactions were reclassified and offset, and were classified as treasury stocks under the owner’s equity, and the amount was both $38,464. For the relevant details of treasury stocks, please refer to Note VI (XXI) of treasury stocks in the consolidated financial statements. In addition, in accordance with the relevant accounting treatment instructions of IAS 32 "Financial Instruments: Presentation ", the Company shall pay $2,523 and $2,294, in cash dividends to The World Champion Co., Ltd. in 2021 and 2020, and use the equity method to offset the cash dividends based on the shareholding ratio. The profit and loss share of The World Champion Co., Ltd., and the adjustment of the "capital surplus-treasury stock transaction" amounted to $2,523 and $2,294.
-
4.In 2021, the Company recognized the associated company Hughes Biotech. Co., Ltd. as impairment loss $8,808.
-
5.In order to comply with Cambodian laws and regulations, the company adjusted the investment organization of Cambodia’s investment in the equity method, and established a subsidiary company “Best Founder Corporation” in Samoa with 100% of the company’s shares to replace the company’s original investment in Cambodia. " Koh Kong Plantation Co., Ltd." investment company.
Koh Kong Sugar Industry Co., Ltd. and Koh Kong Plantation Co., Ltd. invested by the consolidated company, intends to increase capital in 2018. The company passed a resolution of the board of directors on April 11, 2018. Approved, not participating in the capital increase.The above-mentioned associate Koh Kong Sugar Industry Co., Ltd. and Koh Kong Plantation Co., Ltd., based on the audit report of the accountant: these investee companies have ceased business on October 31, 2018, and the management of the investee company was closed in February 2019, and publicly announced plans to close business for 3 years.
The above-mentioned associate Koh Kong Sugar Industry Co., Ltd. has increased its capital in June 2020. The Company did not subscribe for new shares, according to the shareholding ratio, which reduced the shareholding ratio to 11.98%. However, the Company’s assessment results still show that Koh Kong Sugar Industry Co., Ltd. still has significant influence (the power to participate in the financial and operational policy decisions of the investee has not changed), so its investment is still treated by the equity method. In 2020, the Company did not subscribe for new shares based on the shareholding ratio, which caused the shareholding ratio to change, and consequently the net value of its investment equity changed. According to the financial statements checked by the accountant, the capital reserve was calculated and adjusted to increase by $90,555.
In addition, the above-mentioned associates company Koh Kong Plantation Co., Ltd., as of June 30, 2020, has processed a capital reduction to make up for its losses. After the capital reduction, the consolidated company still holds 20.00% of its investment and still has significant influence.
The financial information on the consolidated company's significant Associate is summarized as follows :
summarized as follows: |
||
|---|---|---|
| Current assets Noncurrent assets Current liabilities Noncurrent liabilities Net assets The consolidated company's rights |
As at December 31, | |
| 2021 $ 18,397 $ 1,464,770 $ 820,764 $ 82,463 $ 579,940 $ 74,025 |
2020 | |
| $ 29,293 | ||
| $ 1,439,771 | ||
| $ 814,971 | ||
| $ 14,499 | ||
| $ 639,594 | ||
| $ 92,555 |
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| Revenue Net Loss Total comprehensive incomre Total profit and loss attributable to the consolidated company Total other comprehensive profit and loss attributable to the consolidated company Total comprehensive profit and loss attributable to the consolidated company |
For theyears ended December 31, 2021 2020 $ 124 $ 227 $ (50,887 ) $ (151,986 ) $ (59,654 ) $ (196,606 ) $ (8,625 ) $ (27,341 ) $ (980 ) $ (4,829 ) $ (9,605 ) $ (32,170 ) |
|---|---|
| 2021 $ 124 |
|
| $ (50,887 ) $ (59,654 ) $ (8,625 ) $ (980 ) $ (9,605 ) |
(IX) Property, plant and equipment
The movement of property,plant and equipment for the years ended December 31, 2021 and 2020 were as follows :
| were as | follows: |
||||||||
|---|---|---|---|---|---|---|---|---|---|
| Cost Balance at January 1, 2020 Additions Disposals Transferred Effect of foreign exchange rate change Balance at December 31, 2020 Additions Disposals Transferred Effect of foreign exchange rate change Balance at December 31, 2021 Accumlated depreciation Balance at January 1, 2020 Depreciation Disposals Effect of foreign exchange rate change Balance at December 31, 2020 (next) |
Land $ 1,600,946 - - - (10,458) 1,590,488 - - - (16,957) $ 1,573,531 $ - - - - - |
Bulidings $ 1,057,349 - (860) - (29,519) 1,026,970 3,700 (588) 1,139 (37,822) $ 993,399 $ 697,334 36,372 (847 ) (25,187 ) 707,672 |
Machinery and equipment $ 3,280,594 24,551 (110,293) 11,885 (135,503) 3,071,234 48,086 (30,277) 25,997 (197,364) $ 2,917,676 $ 2,884,650 77,538 (107,385) (126,610) 2,728,193 |
Transportation Equipment $ 222,194 2,804 (657) - (6,651) 217,690 1,390 (5,798) - (9,646) $ 203,636 $ 172,316 16,139 (632) (5,712) 182,111 |
Miscellaneous equipment $ 60,919 628 (807) - (1,552) 59,188 2,279 (1,894) - (2,152) $ 57,421 $ 55,771 1,233 (767 ) (1,537) 54,700 |
Other equipment $ 38,404 4,688 (1,944) - (176) 40,972 848 (149) - (296) $ 41,375 $ 21,224 3,632 (1,728) (127) 23,001 |
Idled Assets $ 703,677 - - - - 703,677 - - - - $ 703,677 $ 15,526 - - - 15,526 |
Construction in Progress |
Total |
| $ 389 153 - (523) (19) |
$ 6,964,472 32,824 (114,561) 11,362 (183,878) |
||||||||
| - 10,252 - (1,537) (607) |
6,710,219 66,555 (38,706) 25,599 (264,844) |
||||||||
| $ 8,108 | $ 6,498,823 | ||||||||
| $ - - - - |
$ 3,846,821 134,914 (111,359) (159,173) |
||||||||
| - | 3,711,203 |
29
| (continued) Depreciation Disposals Effect of foreign exchange rate change Balance at December 31, 2021 Accumlated impairment Balance at January 1, 2020 Add (less) Balance at December 31, 2020 Balance at December 31, 2021 Book value December 31, 2020 December 31, 2021 |
- - - $ - $ 53,045 (7,349 ) 45,696 $ 45,696 $ 1,544,792 $ 1,527,835 |
31,370 (583 ) (33,283 ) $ 705,176 $ - 14,190 14,190 $ 14,190 $ 305,108 $ 274,033 |
64,547 (30,118) (188,519) $ 2,574,103 $ 121 (7 ) 114 $ 114 $ 342,927 $ 343,459 |
11,997 (5,761) (8,540) $ 179,807 $ - - - $ - $ 35,579 $ 23,829 |
1,236 (1,816 ) (2,122) $ 51,998 $ 5 7 12 $ 12 $ 4,476 $ 5,411 |
3,833 (146) (238) $ 26,450 $ - - - $ - $ 17,971 $ 14,925 |
- - - $ 15,526 $ 7,138 - 7,138 $ 7,138 $ 681,013 $ 681,013 |
- - - |
112,983 (38,424) (232,702) |
|---|---|---|---|---|---|---|---|---|---|
| $ - | $ 3,553,060 | ||||||||
| $ - - |
$ 60,309 6,841 |
||||||||
| - | 67,150 | ||||||||
| $ - | $ 67,150 | ||||||||
| $ - | $ 2,931,866 $ 2,878,613 |
||||||||
| $ 8,108 |
-
1.The property and plant proved mortgage conditions, please refer to note VIII.
-
2.As of January 1, 2020, some of the consolidated company’s Property, plant and equipment are based on the real estate valuation report issued by an external independent professional appraisal agency and the consolidated company’s evaluation. The recoverable amount (net fair value) is less than the book value $60,309, and the accumulative impairment has been listed as $60,309. Based on the real estate appraisal report issued by an external independent professional appraisal agency (price date: December 31, 2020) and the consolidated company’s evaluation in 2020, the consolidated company resumed part of the Property, plant and equipment at the beginning of the period and listed the impairment loss of $60,309 at the beginning of the period, and incurred impairment losses decreased by $7,349. In 2020, the total loss of impairment of some Property, plant and equipment was $14,190, and the net amount of impairment loss in 2020 increased by $6,841. Therefore, the impairment loss was recognized $6,841 in 2020. As of December 31, 2021 and 2020, the recoverable amount (net fair value) of some of the consolidated company’s Property, plant and equipment was less than the book value of $67,150, and the accumulated impairment after deduction was $67,150.
-
3.According to the real estate appraisal report issued by an external independent professional appraisal agency and the consolidated company’s evaluation, as of December 31, 2020, the total fair value of the above-mentioned Property, plant and equipment was $6,116,343(including the fair value belongs to the second level was $5,680,035 and the fair value belongs the the third level was 436,308), according to the appraisal results of the consolidated company, the fair value of the above property, plant and equipment as at December 31, 2021 has not changed significantly.
-
4.Regarding the evaluation method of the fair value of Property, plant and equipment, the land in 2020 was mainly estimated by the comparison method and the income method or the land development analysis method (using each weight 30%~70%), and the building was estimated by the cost method and the income method or the comparison method (50% of each weight), the important assumption is the income capitalization rate (1.88%-4.77%) and the direct capitalization method of the income method (1.36%-3.74%).
30
(X) Right-of-use assets
The movement of right-of-use assets for the years ended December 31, 2021 and 2020 were as follows :
| Balance at January 1, 2020 Additions Depreciation Effect of foreign exchange rate change December 31, 2020 Additions Less Depreciation Effect of foreign exchange rate change December 31, 2021 |
Land $ 55,751 25,325 - (3,382 ) 77,694 - - - (868 ) $ 76,826 |
Bulidings $ 14,452 3,233 - (75 ) 17,610 19,076 (10,870 - (121 ) $ 25,695 |
Transportation Equipment Total of cost $ 12,161 $ 82,364 3,327 31,885 - - (894 ) (4,351 ) 14,594 109,898 16,920 35,996 (10,748 ) (21,618 ) - - (2,150 ) (3,139 ) $ 18,616 $ 121,137 |
Accumlated depreciation Net $ (12,824 ) $ 69,540 - 31,885 (11,374 ) (11,374 ) 670 (3,681) (23,528 ) 86,370 - 35,996 21,618 - (16,729 ) (16,729 ) 1,026 (2,113 ) $ (17,613 ) $ 103,524 |
Net |
|---|---|---|---|---|---|
The depreciation expenses of the right-of-use assets of the consolidated company in 2021 and 2020 were $16,729 and $11,374, respectively.
(XI) Investments properties
The movement of investments properties for the years ended December 31, 2021 and 2020 were as follows :
| Balance at January 1, 2020 Depreciation Reversal on impairment loss Effect of foreign exchange rate change December 31, 2020 Depreciation Effect of foreign exchange rate change December 31, 2021 |
Land $ 1,470,335 - - (6,343 ) 1,463,992 - (10,285 ) $ 1,453,707 |
Bulidings | Other $ 64 - - 64 - - $ 64 |
Total of cost $ 1,543,058 - - (7,056 ) 1,536,002 - (11,441 ) $ 1,524,561 |
Accumlated depreciation $ 58,982 1,380 - (565 ) 59,797 1,344 (976 ) $ 60,165 |
Accumlated impairment $ 38,830 - (3,848 ) - 34,982 - - $ 34,982 |
Net $ 1,445,246 (1,380 ) 3,848 (6,491) 1,441,223 (1,344 ) (10,465 ) $ 1,429,414 |
|---|---|---|---|---|---|---|---|
| $ 72,659 - - (713 ) 71,946 - (1,156 ) $ 70,790 |
1.The cost model is adopted for the measurement after the recognition of the investments properties.
2.As of January 1, 2020, some of the consolidated company’s investments properties were based on the evaluation of the real estate appraisal report issued by an external independent professional appraisal agency. The recoverable amount (net fair value) was less than the book value of $38,830. The cumulative impairment is $38,830. Based on the real estate appraisal report issued by an external independent professional appraisal agency (price date: December 31,2020) and the consolidated company’s evaluation, the above-mentioned Investments properties incurred impairment losses decreased by $3,848, the consolidated company therefore recognized $3,848 in reversal on impairment loss in 2020. As of December 31, 2021 and 2020, the recoverable amount (net fair value) of some of the consolidated company’s investments properties was less than the book value of $34,982, and the accumulated impairment after deduction was $34,982.
31
-
3.The rental income from investments properties in 2021 and 2020 was $56,554 and $56,128, direct operating expenses incurred was $34,157 and $33,299, respectively.
-
4.According to the real estate appraisal report issued by an external independent professional appraisal agency and the consolidated company’s evaluation, in 2020 was based on the external independent professional appraisal According to the real estate valuation report issued by the institution, the fair value of the above-mentioned investments properties as of December 31, 2020 totaled $3,919,528 (the fair value belongs to the second level), the fair value of the above Investments properties as at December 31, 2021 has not changed significantly.
-
5.Regarding the evaluation method of the fair value of investments properties, the land in the year of 2020 was mainly estimated by the comparison method and the income method or the land development analysis method (using each weight 30%~70%), and the building was estimated by the cost method and the income method or the comparison method (50% of each weight), its important assumptions was as follows
:
ent analysis method (using each method and the income method t assumptions was as follows : |
weight 30%~70%), an or the comparison me |
|---|---|
| Income capitalization rate Comprehensive rate of capital interest in land development analysis method |
As atDecember31, |
| 2020 | |
| 1.235%-3.28% 1.41%-3.74% |
- 6.For the assets of the consolidated company pledged as collateral, please refer to note VIII.
(XII) Prepayments for equipment
| repayments for equipment | |
|---|---|
| Prepayment for equipment and other equipment Prepayments and other assets Prepayments to suppliers Prepaid expenses Other receivables Less: allowance for impairment loss -other receivables Overdue receivables Less: allowance for impairment loss -overdue receivables Goodwill Other intangible assets Miscellaneous Other Total Current items Noncurrent items Total |
For the years ended December 31, 2021 2020 $ 74,558 $ 54,922 As at December 31, 2021 2020 $ 1,504 $ 3,195 8,821 34,607 315,219 334,358 (310,096) (310,096) 7,070 6,563 (7,070) (6,563) 48,196 48,196 7,853 6,104 31,065 32,624 29,739 9,140 $ 132,301 $ 158,128 $ 56,235 $ 84,035 76,066 74,093 $ 132,301 $ 158,128 |
| 2021 $ 1,504 8,821 315,219 (310,096) 7,070 (7,070) 48,196 7,853 31,065 29,739 $ 132,301 $ 56,235 76,066 $ 132,301 |
(XIII) Prepayments and other assets
Other receivables and overdue collections belong to the part of the receivables over one year, and all allowances for losses have been provided.
The statement of changes in the loss allowance is as follows:
| Beginning balance Recognized impairment loss Ending balance |
For theyears ended December 31, | For theyears ended December 31, |
|---|---|---|
| 2021 $ 316,659 507 $ 317,166 |
2020 | |
| $ 315,299 1,360 $ 316,659 |
The goodwill of the consolidated company was generated by the acquisition of 35% equity of Saigon Ve Wong Co., Ltd. in 2007. The consolidated company adopted value in use as the recoverable amount of the goodwill. The discount rates adopted on December 31, 2021 and 2020 were 1.5% and 2.0%, respectively.
32
(XIV) Short-term loans
| term loans | ||
|---|---|---|
| Secured loans Unsecured loans Total Range of interest rates |
As atDecember31, | |
| 2021 $ 530,000 323,000 $ 853,000 |
2020 | |
| $ 430,000 283,000 |
||
| $ 713,000 0.975%-1.350% |
||
| 0.95%-1.35% |
For the assets of the consolidated company pledged as collateral, please refer to note VIII.
(XV) Lease liabilities
The analysis of the consolidated company’s lease liabilities is as follows:
| As at December 31, 2021 Not later than 1 year Later than 1 year and not later than 5 years Later than 6 year Total Lease liabilities-current Lease liabilities-noncurrent As at December 31, 2020 Not later than 1 year Later than 1 year and not later than 5 years Later than 6 year Total Lease liabilities-current Lease liabilities-noncurrent |
Minimum rent payment of future $ 15,695 47,333 74,173 $ 137,201 $ 15,695 $ 121,506 $ 12,412 27,280 80,911 $ 120,603 $ 12,412 $ 108,191 |
Interest expense $ 3,502 10,849 17,547 $ 31,898 $ 3,161 10,939 20,162 $ 34,262 |
Present value of minimum rent payment |
|---|---|---|---|
| $ 12,193 36,484 56,626 |
|||
| $ 105,303 | |||
| $ 12,193 | |||
| $ 93,110 | |||
| $ 9,251 16,341 60,749 |
|||
| $ 86,341 | |||
| $ 9,251 $ 77,090 |
The interest expense of the recognized lease liability in 2021 and 2020 was $3,511 and $2,982, respectively.
The amount of cash outflow for leases recognized in 2021 and 2020 was $17,034 and $14,514, respectively.
(XVI) RETIREMENT BENEFIT PLANS
1.Defined benefit plans
Those who have served the Company for more than 15 years and have reached the age of 55, or those who have served the Company for more than 25 years, or those who have worked for more than 10 years and have reached the age of 60 may apply for retirement. The pension payment is based on their years of service. And the average salary for the 6 months before the approved retirement is calculated. 2 bases will be given for every full year. After 15 years of working experience, 1.3 bases will be given for every full year. The maximum total is limited to 45 bases. Those who have completed half a year are calculated as half a year, and those who have completed half a year are calculated as 1 year. However, if the person is ordered to retire due to the loss of mind or body due to the performance of his duties, he may be ordered to retire based on the above-the mentioned base number, plus 20%. For those who originally enjoyed retirement compensation, an additional 2.6 base compensation will be issued upon retirement (not included in the maximum 45 bases of the retirement pension). For those who choose to apply the Labor Pension Act, the Company will allocate monthly pensions to individual labor accounts, and the old age of the applicable Labor Standards Act will be retained, but when calculating the pension base, the age of the applicable labor pension act will not be calculated.
The Company and Summit Industrial Co., Ltd.’s retirement policy is applicable to full-time employees who are formally hired. Retirement benefits are provided at 15% and 2% of the salary paid each month by adopting the part of the definite payment retirement method. The World Champion Co., Ltd. has no employees who are eligible for the old pension system. Saigon Ve Wong Co., Ltd.’s employees’ seniority that existed before January 1, 2009 is subject to the
33
“Labor Law” of Vietnam, and the company should pay retirement subsidies to employees who leave the company. Thai Fermentation Industry Co., Ltd. adopted an employee benefit plan in 2011, which is a definite payment retirement method. This is a definite payment method for retirement. As a result of actuarial calculations, the company’s pension-related information is disclosed as follows :
(1) Actuarial assumptions for defined benefit plans :
| The Company and Summit | As of December | 31, | ||
|---|---|---|---|---|
| Industrial Co., Ltd. | 2021 | 2020 | ||
| Discount rate | 0.65% | 0.30% | ||
| Expected rate of salary increase | 2.00%-3.00% | 2.00% | ||
| As of December | 31, | |||
| Saigon Ve Wong Co., Ltd. | 2021 | 2020 | ||
| Discount rate | 1.50% | 2.00% | ||
| Expected rate of salary increase | 2.00% | 5.00% | ||
| Thai Fermentation Industry Co., | As of December | 31, | ||
| Ltd. | 2021 | 2020 | ||
| Discount rate | 1.17%~1.36% | 2.47~2.55% | ||
| Expected rate of salary increase | 5.00% | 5.00% | ||
| (2)Determine the expenses recognized | in the defined benefit plans: |
|||
| For theyears ended December 31, | ||||
| 2021 | 2020 | |||
| Current service cost | $ | 6,761 $ |
6,692 | |
| Net interest expense Recognized in profit or loss $ (3)Recognized in other comprehensive |
1,609 8,370 $ income : |
3,302 9,994 |
||
| For theyears ended December 31, | ||||
| 2021 | 2020 | |||
| Remeasurement of net defined benefit liabilities (4)The adjustments to present value |
$ (32,532 ) $ of defined benefit obligation and | (2,528 ) fair value of plan assets are |
||
as follows: |
| )The adjustments to present value as follows : |
of defined benefit obligation and fair value of plan a |
|---|---|
| Item Present value of defined benefit obligation Fair value of plan assets Net defined benefit liabilities |
As of December 31, 2021 2020 $ 699,490 $ 711,356 (414,685) (410,358) $ 284,805 $ 300,998 |
| 2021 $ 699,490 (414,685) $ 284,805 |
(5)The changes in the present value of defined benefit obligation are as follows :
| For theyears ended | For theyears ended | December 31, | ||
|---|---|---|---|---|
| 2021 | 2020 | |||
| Balance at January 1 | $ | 711,356 | $ | 719,305 |
| Current service cost | 6,761 | 6,692 | ||
| Net interest expense | 2,818 | 5,929 | ||
| Benefits paid | (49,785 ) | (28,830 ) | ||
| Actuarial loss - experience | ||||
| adjustments | (2,802 ) | 652 | ||
| Actuarial loss - changes in | ||||
| demographic assumptions | 900 | 153 | ||
| Actuarial loss - changes in | ||||
| financial assumptions | 30,242 | 7,455 | ||
| Balance at December 31 | $ | 699,490 | $ | 711,356 |
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(6) The changes in the fair value of plan assets are as follows ::
| Balance at January 1 Contribution by employer Benefits paid Return on plan assets Balance at December 31 |
For theyears ended December 31, 2021 2020 $ 410,359 $ 388,485 28,859 27,062 (31,790 ) (20,264 ) 7,257 15,075 $ 414,685 $ 410,358 |
|---|---|
(7) Sensitivity analysis
The sensitivity analysis of the consolidated company's defined benefit obligation is based on the discount rate and salary adjustment rate of actuarial assumptions. The discount rate and salary adjustment rate are calculated by adding or subtracting 0.25% before other actuarial assumptions remain unchanged :
a. Sensitivity analysis of discount rate :
a. Sensitivity analysis of discount rate: |
sis of discount rate: |
sis of discount rate: |
sis of discount rate: |
|---|---|---|---|
| Discount rate As of December 31, 2021 2020 Add 0.25% Less 0.25% Add 0.25% Less 0.25% Calculated based on simulation assumptions $ 688,494 $ 710,806 $ 688,697 $ 712,397 Calculate according to the original hypothesis 699,490 699,490 700,371 700,371 Determine the loss of benefit obligation (benefits) (10,995 ) 11,316 (11,674 ) 12,026 Determine the percentage change in benefit obligations (1.57% ) 1.62% (1.67% ) 1.71% |
Discount rate | ||
| As of December 31, | |||
| 2020 | |||
| Add 0.25% $ 688,697 700,371 (11,674 ) (1.67% ) |
Less 0.25% | ||
| $ 712,397 700,371 12,026 1.71% |
b. Sensitivity analysis of salary adjustment rate :
| Salaryadjustment | Salaryadjustment | rate | |||||||
|---|---|---|---|---|---|---|---|---|---|
| As of December | 31, | ||||||||
| 2021 | 2020 | ||||||||
| Add 0.25% | Less 0.25% | Add 0.25% | Less 0.25% | ||||||
| Calculated based on simulation | $ |
710,523 | 688,711 | $ | 712,161 | $ | 688,864 | ||
| assumptions | |||||||||
| Calculate according | to the | 699,490 | 699,490 | 700,371 | 700,371 | ||||
| original hypothesis | |||||||||
| Determine the loss of | benefit | 11,033 | (10,779 ) | 11,790 | (11,507 ) | ||||
| obligation (benefits) | |||||||||
| Determine the percentage |
1.58% | (1.54% ) | 1.68% | (1,64% ) | |||||
| change in |
benefit | ||||||||
| obligations |
(8) Expected future benefit payments are as follow
| Expected to pay benefits in the next 1 year Expected to pay benefits in the next 2~5 years Expected to pay benefits more than 6 years Total |
As of December 31, | As of December 31, |
|---|---|---|
| 2021 $ 47,369 249,403 438,791 $ 735,563 |
2020 | |
| $ 45,490 256,265 467,948 $ 769,703 |
35
- (9) The consolidated company expected contributions to the plan for the next year and the average duration of the defined benefit obligation are as follows
:
| average duration of the defined | benefit obligation are as follows: |
benefit obligation are as follows: |
|---|---|---|
| The expected contributions to the plan for the next year The average duration of the defined benefit obligation |
As of December 31, | |
| 2021 $ 25,096 6-7years |
2020 | |
| $ 27,678 7years |
2.Defined contribution plans
The employees of the Company, The World Champion Co., Ltd.and Summit Industrial Co., Ltd., may choose to continue to apply the relevant pension regulations of the "Labor Standards Act", or apply the pension system of the regulations and retain the working years before the regulations are applied. According to the regulations, the employer’s monthly labor pension contribution rate shall not be lower than 6% of the employee’s monthly salary. In 2021 and 2020, the consolidated company's pension contributions in accordance with the Labor Pension Act were $15,551 and $14,623, respectively.
(XVII)Long-term deferred income
The Company's subsidiary Summi Industrial Co., Ltd. received a government grant related to equipment grant amount to $5,000 at the end of 2019. This grant accounts for long-term deferred income and is transferred gradually within the useful life of the relevant assets. As of December 31, 2021 and 2020, the balance of long-term deferred income was $4,000 and $4,500, respectively.
(XVIII) Operating lease
The consolidated company leased investments properties in 2021 and 2020. Since almost all the risks and rewards attached to the ownership of the underlying assets have not been transferred, these lease contracts are classified as operating leases. Please refer to note VI (XI) Investments properties.
The analysis of the maturity of lease receivable on December 31, 2021 and 2020 is as follows :
| follows: | ||
|---|---|---|
| Under 1 year More than 1 year but not more than 5 years More than 5 years Total |
As of December 31, | |
| 2021 $ 56,666 194,894 18,874 $ 270,434 |
2020 | |
| $ 55,074 194,280 63,995 $ 313,349 |
(XIX) INCOME TAX
1.Income tax expense consisted of the following :
Income tax expense recognized in profit or loss
| Current tax expense recognized in the current year Income tax adjustments on prior years Separate taxation of dividend income Deferred income tax expense (benefit) The origination and reversal of temporary differences Income tax expense recognized in profit or loss |
For theyears ended December 31, | For theyears ended December 31, |
|---|---|---|
| 2021 $ 179,507 (6,956 ) 49,809 (2,194 ) $ 220,166 |
2020 | |
| $ 228,365 (967 ) 28,811 (8,840 ) $ 247,369 |
36
Income tax expense recognized in other comprehensive income
| Forthe years endedDecember31, | Forthe years endedDecember31, | Forthe years endedDecember31, | Forthe years endedDecember31, | ||
|---|---|---|---|---|---|
| 2021 | 2020 | ||||
| Deferred income tax expense | |||||
| Related to remeasurement of defined | |||||
| benefit obligation | $ | - | $ | - | |
| Unrealized gain (loss) on financial | |||||
| assets at fair value through other | |||||
| comprehensive income | - | - | |||
| Share of the other comprehensive | |||||
| income (loss) for using the equity | |||||
| method | - | - | |||
| Exchange differences on translating | |||||
| the financial statements of foreign | |||||
| operations | - | - | |||
| Total income tax recognized in other comprehensive income |
$ | - | $ | - | |
| A reconciliation of income before income tax and income tax expense recognized in profit or loss | |||||
| was as follows: | |||||
| For theyears ended December 31, | |||||
| 2021 | 2020 | ||||
| Income before tax | $ | 917,196 | $ | 941,290 | |
| Income tax expense at the statutory | |||||
| rate | $ | 258,469 | $ | 267,021 | |
| Permanent difference | (85,037 ) | (55,884 ) | |||
| Temporary difference | 1,432 | 10,066 | |||
| Income tax on unappropriated | |||||
| earnings | 4,643 | 7,162 | |||
| Income tax adjustments on prior | |||||
| years | (6,956 ) | (967 ) | |||
| Separate taxation of dividend | |||||
| income | 49,809 | 28,811 | |||
| The origination and reversal of | |||||
| temporary differences | (2,194 ) | (8,840 ) | |||
| Income tax expense recognized in profit or loss |
$ | 220,166 | $ | 247,369 | |
| A reconciliation of current tax assets | and liabilities and income tax expense recognized in profit | ||||
| or loss was as follows: | |||||
| 2021 | 2020 | ||||
| Current tax expense recognized in the | |||||
| current year | $ | 179,507 | $ | 228,365 | |
Add:Current tax liabilities at beginning |
|||||
| of year | 126,669 | 79,918 | |||
| Income tax adjustments on prior | |||||
| years | 138 | - | |||
| Separate taxation of dividend | |||||
| income | 49,809 | 28,811 | |||
| Effect of foreign exchange rate | |||||
| change | (3,989 ) | (3,733 ) | |||
less:Paid |
(283,555 ) | (206,692 ) | |||
| Current tax liabilities at end of year | $ | 68,579 | $ | 126,669 |
37
| 2021 Current tax assets at beginning of year $ 12,427 $ Add :Provisional and withholding tax2,807 Current income tax adjustment in previous years 7,094 Less :Received(19,513) Current tax assets at end of year $ 2,815 $ 2.The movements of deferred tax assets and deferred tax liabilities were as 2021 Balance at January1 Recognized in profit or (loss) Recognized in other comprehensive income Recognized inequity Temporary difference Unrealized inventory loss $ 622 $ 17 $ - $ - Unrealized exchange loss 6,611 1,061 - - Allowance for impairment loss 741 (40) - - Unrealized employee benefit liabilities 20,832 (1,961) - - Impairment loss on nonfinancial assets 894 645 - - Others (173,014) 2,472 - - Deferred tax expense $ 2,194 $ - $ - Deferred tax assets (liabilities), net $ (143,314) Information expressed on the balance sheet Deferred tax assets $ 41,109 Deferred tax liabilities $ 184,423 |
2021 Current tax assets at beginning of year $ 12,427 $ Add :Provisional and withholding tax2,807 Current income tax adjustment in previous years 7,094 Less :Received(19,513) Current tax assets at end of year $ 2,815 $ 2.The movements of deferred tax assets and deferred tax liabilities were as 2021 Balance at January1 Recognized in profit or (loss) Recognized in other comprehensive income Recognized inequity Temporary difference Unrealized inventory loss $ 622 $ 17 $ - $ - Unrealized exchange loss 6,611 1,061 - - Allowance for impairment loss 741 (40) - - Unrealized employee benefit liabilities 20,832 (1,961) - - Impairment loss on nonfinancial assets 894 645 - - Others (173,014) 2,472 - - Deferred tax expense $ 2,194 $ - $ - Deferred tax assets (liabilities), net $ (143,314) Information expressed on the balance sheet Deferred tax assets $ 41,109 Deferred tax liabilities $ 184,423 |
2021 Current tax assets at beginning of year $ 12,427 $ Add :Provisional and withholding tax2,807 Current income tax adjustment in previous years 7,094 Less :Received(19,513) Current tax assets at end of year $ 2,815 $ 2.The movements of deferred tax assets and deferred tax liabilities were as 2021 Balance at January1 Recognized in profit or (loss) Recognized in other comprehensive income Recognized inequity Temporary difference Unrealized inventory loss $ 622 $ 17 $ - $ - Unrealized exchange loss 6,611 1,061 - - Allowance for impairment loss 741 (40) - - Unrealized employee benefit liabilities 20,832 (1,961) - - Impairment loss on nonfinancial assets 894 645 - - Others (173,014) 2,472 - - Deferred tax expense $ 2,194 $ - $ - Deferred tax assets (liabilities), net $ (143,314) Information expressed on the balance sheet Deferred tax assets $ 41,109 Deferred tax liabilities $ 184,423 |
2021 $ 12,427 2,807 7,094 (19,513) $ 2,815 |
2021 $ 12,427 2,807 7,094 (19,513) $ 2,815 |
2021 $ 12,427 2,807 7,094 (19,513) $ 2,815 |
2020 10,696 774 967 (10) 12,427 follows : |
2020 10,696 774 967 (10) 12,427 follows : |
|
|---|---|---|---|---|---|---|---|---|
| $ $ |
||||||||
follows: |
||||||||
| 2021 | ||||||||
| Balance at January1 $ 622 6,611 741 20,832 894 (173,014) $ (143,314) $ 41,109 |
Recognized in profit or (loss) $ 17 1,061 (40) (1,961) 645 2,472 $ 2,194 |
Recognized in other comprehensive income $ - - - - - - $ - |
Recognized inequity $ - - - - - - $ - |
Exchange difference $ - - - - - - $ - |
Ending balance |
|||
| $ 639 7,672 701 18,871 1,539 (170,542) |
||||||||
| $ (141,120) | ||||||||
| $ 37,181 | ||||||||
| $ 184,423 | $ 178,301 |
| Temporary difference Unrealized inventory loss Unrealized exchange loss Allowance for impairment loss Unrealized employee benefit liabilities Impairment loss on nonfinancial assets Others Deferred tax expense Deferred tax assets (liabilities), net Information expressed on the balance sheet Deferred tax assets Deferred tax liabilities |
2020 | 2020 | ||||
|---|---|---|---|---|---|---|
| Balance at January1 $ 382 1,432 482 21,150 894 (176,494) $ (152,154) $ 33,695 $ 185,849 |
Recognized in profit or (loss) $ 240 5,179 259 (318) - 3,480 $ 8,840 |
Recognized in other comprehensive income $ - - - - - - $ - |
Recognized inequity $ - - - - - - $ - |
Exchange difference $ - - - - - - $ - |
Ending balance |
|
| $ 622 6,611 741 20,832 894 (173,014) |
||||||
| $ (143,314) | ||||||
| $ 41,109 $ 184,423 |
38
3. Unrecognized deferred income tax assets and Deferred income tax liabilities
(1)Unrecognized deferred income tax assets
The consolidated company is not likely to have taxable income that can be realized or will return in the foreseeable future, and the unrecognized deferred income tax assets are as follows :
follows : |
||
|---|---|---|
| Deferred Income tax expense recognizedinprofit or loss Unrecognized deferred income tax assets :Loss deduction Temporary difference Total |
As of December31, | |
| 2021 $ 320 196,749 $ 197,069 |
2020 | |
| $ 1,256 177,961 $ 179,217 |
(2)Unrecognized deferred income tax assets and liabilities related to investment subsidiaries and related companies
For foreign subsidiaries and foreign affiliates, the consolidated company did not recognize related deferred income tax assets/or deferred income tax liabilities due to the conversion differences in the financial statements of foreign operating institutions. Most of the consolidated company's investments are long-term in nature and will not be dealt with in the foreseeable future. The differences will not reverse in the foreseeable future, or the differences will not be realized in the foreseeable future.
| Deferred Income tax expense recognized in other comprehensive income Unrecognized deferred income tax assets (liabilities) :Recognized in equity |
As of December 31, | As of December 31, |
|---|---|---|
| 2021 $ 33,921 |
2020 | |
| $ 8,022 |
4. The information on unused taxable losses of individuals within the group is as follows:
| Year of occurrence |
Amount of loss $ 4,246 4,026 146 414 514 528 |
Unused balance | Unused balance | Last deductible year |
|---|---|---|---|---|
| 2020 $ - - 146 414 514 528 $ 1,602 |
2019 $ 1,180 4,027 146 414 514 - $ 6,281 |
|||
| 2016 2017 2018 2019 2020 2021 |
2026 2027 2028 2029 2030 2031 |
5. Income tax assessments
The Company, The World Champion Co., Ltd., Summit Industrial Co., Ltd. and Tai Ve Corporation’s income tax returns have been examined by the tax authority were as follows :
| VE WONG CORPORATION Tai Ve Corporation The World Champion Co., Ltd. Summit Industrial Co., Ltd. |
Examinedyear |
|---|---|
| 2019 2020 2020 2020 |
(XX) Equity
1.Capital stock
The total authorized capital of the Company were $2,400,000, separately at NTD10 par value with 240,000 thousand shares separately issued. The total authorized capital stated above was common share. As of December 31, 2021 and 2020, the shares issued were $2,400,000 and 240,000 thousand shares based on the same denomination.
39
The balance of the Company’s capital stock is as follows :
| Items Original subscription and cash capital increase Capitalization of retained earnings Capitalization of capital surplus Capitalization of special capital reserve Total |
Amount |
|---|---|
| $ 537,762 1,251,626 563,439 47,173 $ 2,400,000 |
2. Capital surplus
Pursuant to the Compay Act, the capital surplus may be used to offset a deficit; the capital surplus generated from donations and the excess of the issuance price over the par value of capital stock may not be used for any purpose, except may be appropriate capital in accordance with the resolution of the shareholders meeting.
The capital reserve generated by the premium of the issued share capital shall not exceed the limit prescribed by relevant laws and regulations. The capital reserve can also be distributed in cash.
The balance of the Company’s capital surplus is as follows :
| As of December31, 2021 2020 $ 40,970 $ 38,447 167,367 167,367 $ 208,337 $ 205,814 |
|
|---|---|
| Items | 2021 $ 40,970 167,367 $ 208,337 |
| Treasury stock trading Changes in the net equity of the associates are recognized in accordance with the equity method Total |
3. legal capital reserve
Pursuant to the Compay Act, the legal capital reserve shall be allocated until the total paidin capital of the company. The legal capital reserve can be used to make up for losses; when the company has no losses, it can be approved by the shareholders meeting to issue new shares or cash with the legal capital reserve, but only if the reserve exceeds 25% of the paid-in capital.
According to the Ministry of Economic Affairs Letter No. 10802432410 dated January 9, 2020, when a company makes a statutory surplus reserve in accordance with Article 237 of the Company Law, it shall be handled by the company on the basis of "net profit after tax for the current period" Starting from the distribution of surplus in the financial statements for the year 2019, the statutory surplus reserve shall be set out as the basis for the statutory surplus reserve, but the company can extend it to 2020 after the current period’s net profit after tax plus the amount of items other than the current period’s net profit after tax included in the current year’s undistributed surplus. The distribution of surpluses in the annual financial statements is applicable. There is no need to retrospectively adjust the statutory surplus reserve provided by the company in the past year. The Company began to apply the surplus distribution in the 2020 financial statements.
4. Special capital reserve
According to the regulations of the FSC, the listed company shall make a special surplus reserve for the net deduction of shareholders' equity in the account. When the deduction amount of shareholder's equity subsequently decreases, the special capital reserve may be transferred back to unappropriated earnings.
When first applying the IFRS approved by the FSC, the Company chose to adopt the exemption in IFRS 1 “First-time Adoption of International Financial Reporting Standards”. The unrealized revaluation increment under the shareholder’s equity was stated following the rule of using the fair value on the conversion date as the recognized cost to increase retained earnings. Pursuant to the regulations of Gin-Guan-Zheng-Fa-Zi No.1010012865 issued on April 6, 2012, a same amount of special reserves should be stated. When relative assets were used, disposed or reclassified, the original rate to state the special reserves could be used to reverse the allocation of earnings.
40
5. Distribution of earnings
According to the articles of association of the Company: If the Company makes a profit during the year, 2% shall be allocated for employee remuneration and 5% or less for directors and supervisors’ remuneration. However, if the Company still has accumulated losses, the amount shall be reserved in advance.
The Company’s industrial environment is changeable, and the life cycle of the Company is in a stable growth stage. Considering the company’s future capital needs and long-term financial planning, and meeting shareholders’ demand for cash inflows, if the Company has a surplus after its annual accounts, it will not be paid in accordance with the law. In addition to income tax for profit-making businesses and making up of losses in previous years, 10% of the statutory surplus reserve and special surplus reserve required by the Securities Exchange Law should be allocated first. If there is a surplus, it may be based on the actual profit and capital situation of the current year. After the resolution of the board of directors is passed, it is reported to the shareholders meeting to resolve the distribution of shareholder dividends.
At 2021, the Company's estimated total amount of employee compensation and directors and supervisors' compensation is $27,196. According to the Company's management, distribution plan, the amount of pre-tax net profit for the year before the deduction of employee compensation and directors and supervisors' compensation is estimated at a rate and recognized It is the cost of the current year. However, if there is a discrepancy between the actual allotment amount and the estimated amount in the subsequent resolutions of the shareholders' meeting, it will be listed as the profit and loss of the year of the shareholders' meeting.
On July 14, 2021 and June 23, 2020, the Company passed the resolutions of the regular shareholders' meeting on the income distribution in 2020 and 2019, and the dividends per share and employee remuneration, directors and supervisors remuneration are as follows :
| Dividend per share (NTD) Cash employee remuneration -Cash Directors and supervisors remuneration Total |
2020 $ 1.1 $ 10,878 16,318 $ 27,196 |
2019 |
|---|---|---|
| $ 1 | ||
| $ 11,159 16,739 $ 27,898 |
There is no difference between the above-mentioned surplus distribution and the resolution of the company’s board of directors.
The board of directors of the Company resolved on March 30, 2022 to pass the 2021 surplus distribution proposal as follows :
surplus distribution proposal as |
follows : |
|
|---|---|---|
| legal capital reserve Cash dividend Total |
Earnings distribution 2021 $ 42,413 264,000 $ 306,413 |
Dividend per share (NTD) 2021 |
| $ 1.1 |
The appropriation of earnings for 2021 is subject to the resolution of the stockholders in the stockholders’ meeting.
Regarding the approval of the board of directors and the resolution of the shareholders meeting for the distribution of earnings, please go to the "Market Observation Post System" of the Taiwan Stock Exchange for inquiries.
The above-mentioned information on employee compensation and directors and supervisors' compensation can be inquired from the " Market Observation Post System " of the Taiwan Stock Exchange.
6. Dividend policy
The Company’s industrial environment is changeable, and the life cycle of the Company is at a stage of steady growth. Considering the Company’s future capital needs and long-term financial planning, and meeting shareholders’ demand for cash inflows, the Company’s dividend policy comprehensively considers capital reserves and retention factors such as surplus, financial structure, capital budget and operating conditions determine the most appropriate method of distribution.
41
7. Other equity
The relevant exchange difference arising from the conversion of the net assets of the foreign operating organization from its functional currency into New Taiwan dollars is directly recognized as other comprehensive income and accumulated in the exchange differences on translating the financial statements of foreign operations under other equity items. For financial assets measured at fair value through other comprehensive gains and losses, changes in fair value are directly recognized as other comprehensive gains and losses, and accumulated under other equity items that are unrealized appraisal gains and losses for financial assets measured at fair value through other comprehensive gains and losses. It shall not be reclassified to profit or loss in subsequent periods. The actuarial gains and losses on the determined benefit plan are recognized under other comprehensive gains and losses, and immediately recognized as retained earnings, and cannot be reclassified to profit or loss in subsequent periods.
8. Non-controlling interests
Changes in non-controlling interests are as follows :
| Balance, January 1, Attributable to non-controlling interests :Net income Remeasurement of defined benefit plans Unrealized gain (loss) on investments in equity instruments at fair value through other comprehensive income Exchange differences on translating the financial statements of foreign operationss Decrease in non-controlling equity (Note) Balance, December 31, |
For theyears ended December 31, 2021 2020 $ 1,156,961 $ 1,218,047 249,152 264,825 (8,783 ) - 4 - (127,509 ) (82,635 ) (288,078 ) (243,276 ) $ 981,747 $ 1,156,961 |
|---|---|
| 2021 $ 1,156,961 249,152 (8,783 ) 4 (127,509 ) (288,078 ) $ 981,747 |
Note : It is the amount of dividends to non-controlling interests paid by the consolidated subsidiary.
(XXI) Treasury stocks
==> picture [498 x 44] intentionally omitted <==
----- Start of picture text -----
Number of Net Number of
shares as of Increase shares as of
Cause Subsidiary name January 1 (Decrease) December 31
12.31.2021
----- End of picture text -----
| 12.31.2021 | ||||
|---|---|---|---|---|
| The list of stocks of the Company | The World | 2,293,865 | - | 2,293,865 |
| held by the subsidiaries | Champion Co., | |||
| Ltd. | ||||
| 12.31.2020 | ||||
| The list of stocks of the Company | The World | 2,293,865 | - | 2,293,865 |
| held by the subsidiaries | Champion Co., | |||
| Ltd. |
The Company's subsidiary, The World Champion Co., Ltd., holds shares of the company, with a cost of NTD$16.86 per share, the market price of each share on December 31, 2021 and 2020 was NTD$32.55 and NTD$36.60, respectively.
(XXII) EARNINGS PER SHARE
The earnings per share and the weighted average number of ordinary shares used to calculate the earnings per share are as follows :
42
Net Profit for the Year
| Net Profit for the Year | Net Profit for the Year | Net Profit for the Year |
|---|---|---|
| 2021 2020 Profit attributable to ordinary shareholders $ 447,878 $ 429,096 Effect of potentially dilutive ordinary shares :Employees’ compensation - - Earnings used to calculate diluted earnings per share $ 447,878 $ 429,096 Thousand shares 2021 2020 The weighted average number of ordinary shares used to calculate basic earnings per share 237,706 237,706 Effect of potentially dilutive ordinary shares :Employees’ compensation - - The weighted average number of ordinary shares used to calculate the diluted earnings per share 237,706 237,706 The company has the option to settle compensation paid to employees in cash or stock. During e computation of diluted earnings per share, the company assumed the entire amount of the ompensation or bonuses would be settled in shares and the resulting potential shares were cluded in the weighted average number of shares outstanding, if the effect is dilutive. The ompany’s authorized capital has been issued in full, and employee compensation has been paid in ash. Therefore, the basic earnings per share and the diluted earnings per share are the same. Employee benefits,depreciation and amortization expense Belonging to operating costs Belonging to operating expenses Total 2021 Employee benefit expenses Wages and salaries (Note b) $ 353,914 $ 434,138 $ 788,052 Labor/health insurance expense 29,437 25,691 55,128 Pension expense (Note a) 14,709 9,212 23,921 Director's remuneration - 25,861 25,861 Total $ 398,060 $ 494,902 $ 892,962 Depreciation expense $ 95,981 $ 35,075 $ 131,056 Amortization expense $ 6,565 $ 1,594 $ 8,159 2020 Employee benefit expenses Wages and salaries (Note b) $ 372,282 $ 427,719 $ 800,001 Labor/health insurance expense 27,344 24,493 51,837 Pension expense (Note a) 13,360 11,257 24,617 Director's remuneration - 25,607 25,607 Total $ 412,986 $ 489,076 $ 902,062 Depreciation expense $ 110,198 $ 37,470 $ 147,668 Amortization expense $ 8,294 $ 6,388 $ 14,682 Note a :please refer to note VI (XVI).Note b :please refer to note VI (XX). |
||
| $ 788,052 55,128 23,921 25,861 |
||
| $ 892,962 | ||
| $ 131,056 | ||
| $ 8,159 | ||
| $ 800,001 51,837 24,617 25,607 |
||
| $ 902,062 | ||
| $ 147,668 $ 14,682 |
||
The company has the option to settle compensation paid to employees in cash or stock. During the computation of diluted earnings per share, the company assumed the entire amount of the compensation or bonuses would be settled in shares and the resulting potential shares were included in the weighted average number of shares outstanding, if the effect is dilutive. The Company’s authorized capital has been issued in full, and employee compensation has been paid in cash. Therefore, the basic earnings per share and the diluted earnings per share are the same.
(XXIII) Employee benefits,depreciation and amortization expense
1.As of December 31, 2021 and 2020, the number of employees of the consolidated company was 1,898 and 1,972, respectively. The number of directors who are not part-time employees are 13.
2.The average employee benefit expenses in 2021 and 2020 were $460 and $447, respectively.
3.The average salary costs in 2021 and 2020 were $418 and $408, respectively, and the average increase in salary for employees in the two years was 2.45% and 3.03%, respectively.
43
(XXIV) Operating revenue
| Operating revenue | Operating revenue | Operating revenue |
|---|---|---|
| The analysis of the consolidated company’s operating revenue is as follows: For theyears ended December 31, 2021 2020 Sales revenue $ 5,768,284 $ 5,988,202 Rental income 56,554 55,498 Total $ 5,824,838 $ 6,043,700 |
||
| 2021 $ 5,768,284 56,554 $ 5,824,838 |
2020 $ 5,988,202 55,498 $ 6,043,700 |
The consolidated company’s merchandise sales revenue is generated by the transfer of merchandise to customers at a certain point in time; rental income is generated by the gradual transfer of labor services to customers over time.
(XXV) Other income
| Other income | ||
|---|---|---|
| Dividend income From financial assets at fair value through other comprehensive income |
For theyears ended December 31, | |
| 2021 $ 11,092 |
2020 | |
| $ 10,337 |
(XXVI) Other gains and losses
| Other gains and losses | |
|---|---|
| Net foreign currency exchange gains (losses) Loss on disposal of property, plant and equipment Others Fair value changes of financial assets mandatorily classified as at FVTP Net |
For theyears ended December 31, 2021 2020 $ 37,920 $ (33,507 ) (124) (2,978) 14,702 10,106 6,573 7,219 $ 59,071 $ (19,160) |
| 2021 $ 37,920 (124) 14,702 6,573 $ 59,071 |
The “Fair value changes of financial assets mandatorily classified as at FVTP” for the year 2021 above was $6,573, which was the realized appraisal benefit of the disposal fund.
(XXVII)Finance costs
| )Finance costs | ||
|---|---|---|
| Interest on bank loans Interest on leases liabilities Interest on deposit Total |
For theyears ended December 31, | |
| 2021 $ 10,705 3,511 118 $ 14,334 |
2020 | |
| $ 11,219 2,982 116 $ 14,317 |
(XXVI)Financial instruments
1.Types of financial instruments
| (XXVI)Financial instruments 1.Types of financial instruments |
||
|---|---|---|
| Financialassets Measured at amortized cost Cash and cash equivalents Notes and accounts receivable Other financial assets Financial assets measured at amortized cost Refundable deposit Subtotal (next) |
As atDecember31, | |
| 2021 $ 1,570,497 463,708 599,964 400,236 34,870 3,069,275 |
2020 $ 1,569,035 435,859 314,781 438,825 28,745 2,787,245 |
44
| (continued) Measured at fair value Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Total Financial liabilities Measured at amortized cost Short-term loans Notes and accounts payable Other payables Lease liabilities Total |
- 315,282 $ 3,384,557 $ 853,000 537,520 304,695 105,303 $ 1,800,518 |
44,895 234,184 |
|---|---|---|
| $ 3,066,324 | ||
| $ 713,000 330,709 263,158 86,341 $ 1,393,208 |
2. Financial risk management objectives
The consolidated company's financial risk management objective is to manage exchange rate risk, interest rate risk, credit risk and liquidity risk related to operating activities. In order to reduce related financial risks, the consolidated company is committed to identifying, evaluating and avoiding market uncertainties in order to reduce the potential adverse effects of market changes on the consolidated company's financial performance.
The consolidated company does not trade financial instruments for speculative purposes. The consolidated company has established appropriate policies, procedures and internal controls for the above financial risk management in accordance with relevant regulations. Important financial activities must be reviewed by the board of directors in accordance with relevant regulations and internal control systems. During the execution period of financial management activities, the consolidated company must actually follow the relevant regulations of financial risk management.
3. Market risk
The main market risks that the consolidated company's operating activities impose on the consolidated company are foreign currency exchange rate changes and interest rate changes. In addition, the consolidated company uses its own funds and bank borrowings to flexibly adjust to meet operational needs. Because most of the consolidated company's floating interest rate net assets mature within one year, and the current market interest rates are already low, it is expected that there will be no significant interest rate changes risk, so does not use derivative financial instruments to manage interest rate risk. (1)Foreign currency risk
Some of the consolidated company's operating activities and net investments in foreign operating institutions mainly trade in foreign currencies, so foreign currency exchange rate risks arise. In order to avoid a decrease in the value of foreign currency assets and fluctuations in future cash flows due to exchange rate changes, the consolidated company uses short-term loans to avoid exchange rate risks. The use of such financial instruments can help the consolidated company reduce but still cannot completely exclude the impact of foreign currency exchange rate changes.
The net investment of foreign operating institutions is a strategic investment, so the consolidated company does not hedge against it.
Sensitivity analysis of foreign currency exchange rate risk is mainly calculated based on foreign currency monetary items at the end of the financial reporting period. When NTD strengthens / weakened against the USD by 1%, the profit for the years ended December 31, 2021 and 2020 decreases/increases by $19,053 and $17,444, respectively.
(2)Interest rate risk
Interest rate risk refers to the risk of changes in the fair value of financial instruments and changes in cash flow due to changes in market interest rates. The consolidated company's interest rate risk includes the above two.
The sensitivity analysis of interest rate risk is determined by the risk of nonderivative financial instrument interest rate risk at the end of the financial reporting period. If Interest rate increases / decreases by 1%, the profit for the years ended December 31, 2021 and 2020 decreases/increases by $7,189 and $6,763, respectively.
45
(3)Other price risks
The listed and unlisted equity securities and fund investments held by the consolidated company, the prices of these equity securities and fund investments will be affected by the uncertainty of the future value of the investment targets. All of the consolidated company’s major equity instrument investments must be approved by the consolidated company’s board of directors.
The fund investment held by the consolidated company is measured at fair value through profit or loss; listed equity securities are measured at fair value through other comprehensive gains or losses; and unlisted equity securities are measured at fair value through profit or loss and other comprehensive income, respectively.
The price risk of the consolidated company’s equity instruments and fund investments mainly comes from investments classified as fair value through profit or loss and fair value through other comprehensive income.
The sensitivity analysis of equity instruments and fund price risks is based on the change in fair value at the end of the financial reporting period. If the price of equity instruments and fund investment rise/fall 1%, the profit for the years ended December 31, 2021 and 2020 increases / decreases by $3,153 and $2,791, respectively.
4.Credit risk management
Credit risk refers to the risk of the consolidated company's financial losses caused by the counterparty's default. The consolidated company’s policy is to try to trade with reputable objects to reduce the risk of financial loss. In addition to pre-transaction credit investigations, the consolidated company also continuously monitors credit risk insurance and counterparty credit status during the transaction process, and continues to diversify customer sources and expand overseas markets to reduce customer concentration.
The consolidated company had no credit risk concentrated on a single customer in 2021 and 2020, so the credit risk is indeed limited.
5. Liquidity risk
The consolidated company’s goal of managing liquidity risk is to maintain cash and cash equivalents, highly liquid securities, and sufficient bank financing lines ensure that the consolidated company has sufficient financial flexibility.
In addition to lease liabilities based on discounted, the table below summarizes the maturity profile of the consolidated company’s financial liabilities based on undiscounted contractual payments with carrying amounts that approximated contractual cash flows:
As at December 31, 2021
| As atDecember31,2021 | As atDecember31,2021 | As atDecember31,2021 | ||||
|---|---|---|---|---|---|---|
| Non-derivative financial liabilities Short-term loans Notes and accounts payable Other payables Lease liabilities Total Non-derivative financial liabilities Short-term loans Notes and accounts payable Other payables Lease liabilities Total |
Within 6 months $ 593,000 537,520 277,328 5,813 $ 1,413,661 |
7~12 months 1~2years 2~5 years $ 260,000 $ - $ - - - - 27,367 - - 6,380 36,484 56,626 $ 293,747 $ 36,484 $ 56,626 As at December 31, 2020 |
Total | |||
| $ 853,000 537,520 304,695 105,303 $ 1,800,518 |
||||||
| Within 6 months $ 513,000 330,709 235,962 5,370 $ 1,085,041 |
7~12 months $ 200,000 - 27,196 3,881 $ 31,077 |
1~2years $ - - - 16,341 $ 16,341 |
2~5 years $ - - - 60,749 $ 60,749 |
Total | ||
| $ 713,000 330,709 263,158 86,341 $ 1,393,208 |
46
6.Foreign currency assets and liabilities with significant exchange rate fluctuations The consolidated company's business involves a variety of non-functional currencies, so it is affected by exchange rate fluctuations, and there are large exchange rate fluctuations. Information about foreign currency assets and liabilities is as follows :
Monetary items:As at December 31, 2021 Financial Assets Cash and cash equivalents Cash and cash equivalents Cash and cash equivalents Notes and accounts receivable Notes and accounts receivable Notes and accounts receivable Other financial assets Financial Liabilities Notes and accounts payable As at December 31, 2020 Financial Assets Cash and cash equivalents Cash and cash equivalents Cash and cash equivalents Notes and accounts receivable Notes and accounts receivable Other financial assets Financial Liabilities Notes and accounts payable |
currency USD BATH VND USD BATH EUR USD BATH USD BATH VND USD BATH USD BATH |
Foreign Currency (thousand) 3,507 1,310,221 181,634,428 693 35,735 21 21,004 134,072 4,690 1,130,047 156,356,772 448 54,473 11,715 15,714 |
Exchange Rate 27.63 0.8141 0.00122041 27.63 0.8141 31.38 27.63 0.8141 28.05 0.9229 0.0012342 28.05 0.9229 28.05 0.9229 |
NTD (thousand) |
|---|---|---|---|---|
| $ 96,899 1,066,651 221,668 19,138 29,092 668 580,354 109,148 $ 131,547 1,042,921 192,976 12,572 50,273 328,610 14,502 |
Due to the various types of individual functional currencies of the consolidated company, it is impossible to disclose information on the exchange gains and losses of monetary financial assets and financial liabilities according to the foreign currencies that have a significant impact. The foreign currency exchange gains and losses of the consolidated company in 2021 and 2020 were losses of $37,920 and gains of $33,507, respectively.
| respectively. | ||||
|---|---|---|---|---|
Non-Monetary items:As at December 31, 2021 Investments accounted for using equity method Investments accounted for using equity method As at December 31, 2020 Investments accounted for using equity method Investments accounted for using equity method |
currency USD THB USD THB |
Foreign Currency (thousand) |
Exchange Rate 27.63 0.8141 28.05 0.9229 |
NTD (thousand) |
| 2,594 19,834 2,794 21,831 |
$ 71,682 16,147 $ 78,366 20,148 |
47
7.Fair value of financial instruments
- (1) Fair valuation techniques for instruments measured at fair value
A.Measure the fair value of financial instruments based on amortized cost
The consolidated company’s key management believes that the consolidated company’s financial assets and financial liabilities measured at amortized costs are close to their fair values in the accompanying parent company only financial statements.
B.Fair valuation techniques for instruments measured at fair value
The fair value of financial assets and financial liabilities is determined by the following methods:
-
●The fair value of financial assets and financial liabilities with standard terms and conditions that are traded in an active market is determined with reference to market quotes.
-
●The fair value of stocks that are not publicly quoted is determined according to market methods analysis and multiple methods (a kind of market methods), and based on recognizing pricing models.
-
(2)The fair value recognized in the parent company only balance sheets.
The following table of the consolidated company provides analysis information of financial instruments measured by fair value after initial recognition, and reveals the analysis information by dividing the fair value into the following three levels according to the degree of observability :
-
Level 1
:Quoted (unadjusted) market prices in active markets for identical assets or liabilities. -
Level 2
:Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (e.g. price) or indirectly (e.g. derived from price) from the active markets. -
Level 3
:Level 3 inputs are inputs that measure fair value to the extent that relevant observable inputs are not available in the market. -
(3) Financial assets measured at fair value on a repeatability basis
The consolidated company's financial assets measured at fair value on a repeatability basis, and their fair value levels are as follows :
| As at December 31,2020 Financial assets Financial assets at FVTPL Unlisted shares Financial assets at FVTOCI Listed shares Unlisted shares As at December 31,2019 Financial assets Financial assets at FVTPL Mutual funds Unlisted shares Financial assets at FVTOCI Listed shares Unlisted shares |
Level 1 $ - 252,418 - $ - - 175,107 - |
Level 2 $ - - - $ 44,895 - - - |
Level 3 $ - - 62,864 $ - - - 59,078 |
Total |
|---|---|---|---|---|
| $ - 252,418 62,864 $ 44,895 - 175,107 59,078 |
48
- (4) Reconciliation of Level 3 fair value measurements of financial instruments
The consolidated company’s financial assets measured at the 3 level of fair value are mainly financial assets at fair value through other comprehensive income. The reconciliation from January 1 to December 31, 2021 and 2020 is as follows :
| Balance at January 1 Recognized in other comprehensive income Balance at December 31 |
2021 $ 59,078 3,786 $ 62,864 |
2020 $ 55,938 3,140 $ 59,078 |
|---|---|---|
- (5) In 2021 and 2020, the consolidated company does not have a transfer fair value measurement of financial instruments between level 1 and level 2.
(XXIX) Captital management
The consolidated company's capital management goal is to be able to maintain the best capital structure before continuing to operate and grow, so as to provide shareholders with sufficient remuneration. The consolidated company’s capital structure management strategy is based on factors such as the scale of the consolidated company’s business, the future growth of the industry, product development blueprints and changes in the external environment to plan the required production capacity and what is needed to achieve this capacity plant equipment and corresponding capital expenditure; According to the characteristics of the industry, calculate the required working capital and cash, and estimate the possible product profit, operating profit rate and cash flow, consider the industry's business cycle fluctuations and product life cycle and other risk factors to determine the most appropriate capital for the consolidated company structure.
As the years ended December 31, 2021 and 2020, the consolidated company’s rate of liabilities is as follows :
liabilities is as follows : |
||
|---|---|---|
| Total liabilities Total assets Rate of liabilities |
As at December 31, | |
| 2021 $ 3,331,319 $ 9,582,739 35% |
2020 | |
| $ 3,019,220 | ||
| $ 9,331,602 32% |
The ratio on December 31, 2021 was lower than the ratio on December 31, 2020, which was mainly due to the decrease in short-term loans and accounts payable.
(XXVIII) Cash flow information
Reconciliation of liabilities arising from financing activities :
| Balance at January 1, 2020 Financing Cash Flow: Increase Short-term loans Repayment of short-term loans Balance at December 31, 2020 Financing Cash Flow :Increase short-term loans Repayment of short-term loans Balance at December 31 , 2021 |
Short-term loans $ 793,000 2,260,000 (2,340,000 ) 713,000 2,553,000 (2,413,000 ) $ 853,000 |
|---|---|
VII.Related Party Transactions
(I) Name of related parties and relationship with the related parties
Relationship with the consolidated Name of related party company Best Founder Corporation Subsidiaries of the Company for using the equity method PT Ve Wong Budi Indonesia Associates of the Company for using the equity method
49
Koh Kong Sugar Industry Co., Ltd. Associates of the Company for using the equity method Koh Kong Plantation Co., Ltd. Associates of Best Founder Corporation for using the equity method Whole Green Trading Co., Ltd. Corporate director of the Company K.S.L. IT Center Co., Ltd. Consolidated Subsidiary-A 50%-owned subsidiary of Thai Fermentation Industry Co., Ltd. TFI Green Biotech Company Limited Consolidated Subsidiary-A 50%-owned subsidiary of Thai Fermentation Industry Co., Ltd.
(II) Significant transactions with related parties
The transaction amount and balance between the Company and its subsidiaries have been eliminated when preparing the consolidated financial statements and have not been disclosed in this note. The details of the transactions between the Company and its subsidiaries and other related parties are disclosed as follows :
1.Sales
(1)The transaction amount is less than $100,000 :
| Name of relatedparty TFI Green Biotech Company Limited Whole Green Trading Co., Ltd. Total |
For theyears ended December 31, 2021 2020 $ 2,541 $ 3 - 34,040 $ 2,541 $ 34,043 |
|---|---|
| 2021 $ 2,541 - $ 2,541 |
Purchase price : In principle, the market price is determined by both parties. Payment terms : Whole Green Trading Co., Ltd. pays by T/T.
(2) The transaction amount is more than $100,000 : none.
2.Purchases : none
- 3.As the years ended December 31, 2021 and 2020, the Company’s financing provided for related party is as follows
:
| Name of related party PT Ve Wong Budi Indonesia |
Items Overdue receivables Less: allowance for impairment loss Net |
As at December 31, 2021 2020 $ 139,293 $ 139,293 (139,293) (139,293 ) $ - $ - |
|---|---|---|
| 2021 $ 139,293 (139,293) $ - |
4.As the years ended December 31, 2021 and 2020, the Company’s endorsements and guarantees providing for related party is as follows :
| Name of relatedparty Koh Kong Plantation Co., Ltd. Koh Kong Sugar Industry Co., Ltd. Total |
As at December 31, 2021 2020 $ 132,624 $ 134,640 226,566 230,010 $ 359,190 $ 364,650 |
|---|---|
| 2021 $ 132,624 226,566 $ 359,190 |
5.Significant financial assets and liabilities with related parties
| Name of related party PT Ve Wong Budi Indonesia PT Ve Wong Budi Indonesia |
Items Overdue receivables Less: allowance for impairment loss Net |
For theyears ended December 31, 2021 2020 $ 170,803 $ 170,803 (170,803 ) (170,803 ) $ - $ - |
|---|---|---|
| 2021 $ 170,803 (170,803 ) $ - |
50
6.Others
| 6.Others | |||
|---|---|---|---|
| Name of related party K.S.L.IT Center Co., Ltd. TFI Green Biotech Company Limited |
Items Other loss Rental income |
Forthe years endedDecember31, | |
| 2021 $ 1,760 $ - |
2020 | ||
| $ 2,279 $ 254 |
(Price as agreed in the contract)
7.Compensation of key management personnel
Remuneration to key management personnel of the consolidated company includes the following:
| following: | ||
|---|---|---|
| Short-term employee benefits(note) | For theyears ended December 31, | |
| 2021 $ 28,907 |
2020 $ 28,515 |
Note : Short-term employee benefits include salary, bonus and employee compensation, etc.
The remuneration of directors and key management personnel is determined by the remuneration committee.
VIII.Pledged Assets
The following assets have been provided as collateral for borrowings and performance guarantees :
==> picture [426 x 105] intentionally omitted <==
----- Start of picture text -----
As at December 31,
Pledged assets Detail 2021 2020
Property, plant and
equipment Land and building $ 1,759,494 $ 1,771,010
Investments properties Land and building 1,220,370 1,224,165
Financial assets
measured at amortized Government bonds,
cost etc. 8,341 9,553
Total $ 2,988,205 $ 3,004,728
----- End of picture text -----
IX.Significant Contingent Liabilities and Unrecognized Commitments
-
As the years ended December 31, 2021 and 2020, the consolidated company contingent liabilities and
-
unrecognized commitments is as follows
: -
1.The unused letters of credit amount to USD$157,000 and USD$42,000, respectively.
-
2.Endorsements and guarantees providing to others was $359,190 and $364,650, respectively.
-
3.The deposit guarantee note of the letter of credit and the purchase was $$213,000
;The deposit guarantee notes received was $61,096 and $52,781, respectively.
X.Significant Disaster Loss: None
XI.Significant Subsequent Events: None
XII.Others
-
(I) Regarding issues such as "off-book earnings" that were questioned, the Company adjusted the number of shares and shareholding ratios of Thai Fermentation Industry Co., Ltd. at the end of the 1991, and adjusted the equity of Thai Fermentation Industry Co., Ltd. at the end of the 1991 to increase the accumulated surplus, and investment income, but as to whether there is an off-book surplus after the 1991, 33 shareholders have jointly petitioned the court to select an inspector for investigation and the prosecutor will also investigate it. The inspector selected by the Taiwan Taipei District Court submitted a supplementary report to the court on June 18, 2003, and the court has not issued any ruling instructions.
-
(II) As of December 31, 2021, Ting Hsin Oil Co., Ltd. sued and requested the Company to pay $2,144 for the goods. The case is being heard by the Taiwan Taipei District Court. The Company filed a counterclaim during the trial procedure and requested Ting Hsin Oil Co., Ltd. The Company caused damages of $9,420 due to problematic lard. After the case was heard by the Taiwan Taipei District Court, this lawsuit ruled that the Company lost the lawsuit, and the counterclaim was
51
rejected with an illegal requirement. The Company was dissatisfied and filed a second-instance appeal and a counter-accusation respectively. After the Taiwan High Court heard the case, it found that the counter-accusation had reason to rule to abolish the original ruling and remanded it to the original trial. The Taiwan Taipei District Court of the original trial is in the process of hearing with Appeal Gengyi Yi Zih No. 1. in 2019 As for the appeal of the request for payment, the Company was ruled to lose the lawsuit. The Company filed a third-instance appeal against the request for payment. The Supreme Court partially abandoned it with Taishang Zi No. 1172 in 2020 and sent it back to the High Court of Taiwan, which was then approved by both parties. The parties agreed to stop the litigation and wait for the decision of the Taipei District Court with Appeal Gengyi Yi Zih No. 1. in 2019.
- (III)The Company’s Taoyuan business office in 2020 Mr. Xu, a salesperson involved in the embezzlement of about 1.26 million, and the Company filed a criminal complaint with the Taiwan Taoyuan District Prosectutors Office for business embezzlement. As of the date of the inspection report, the case is still under trial. The Company has set aside a 100% allowance for losses, which has no significant impact on the Company’s 2021 financial statements
The above litigation cases are still to be judged by the judiciary. The relevant results will depend on the judgment of the court. The above will only be disclosed in accordance with the principle of publicity.
XIII.Additional Disclosures
(I) Information on Significant Transactions :
-
1.Financing provided to others for the year ended December 31, 2021: Please refer to Table I.
-
2.Endorsements/Guarantees Providing for the year ended December 31, 2021
:Please refer to Table II. -
3.Marketable securities held (excluding the equity held by invested subsidiaries, associates enterprises and joint ventures) for the year ended December 31, 2021
:Please refer to Table III. -
4.Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital for the year ended December 31, 2021
:None. -
5.Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital for the year ended December 31, 2021
:None. -
6.Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital for the year ended December 31, 2021
:None. -
7.Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capita for the year ended December 31, 2021
:Please refer to Table V. -
8.Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capita for the year ended December 31, 2021
:Please refer to Table IV. -
9.Trading in derivative instruments for the year ended December 31, 2021
:None. -
Business relations and important transactions and amounts between parent and subsidiary companies and between subsidiaries
:Please refer to Table V.
(II) Information on Investees :
-
1.Information on investees (excluding investments in mainland chian) for the year ended December 31, 2021
:Please refer to Table VI. -
2.Information about invested business
: -
(1)Financing provided to others in 2021
:Please refer to Table I. -
(2)Endorsements/Guarantees Providing in 2021
:Please refer to Table II. -
(3)Marketable securities held (excluding the equity held by invested subsidiaries, associates enterprises and joint ventures) for the year ended December 31, 2021: Please see TABLE III attached.
-
(4)The amount of the accumulated purchase or sale of the same securities is over NT$300 million or 20% of the paid-in capital for the year ended December 31, 2021: None.
-
(5)Purchase amount of real property that exceeds NTD300 million or 20% of thepaid-in capital for the year ended December 31, 2021: None.
-
(6) Amount for the disposal of real property exceeds NTD300 million or 20% of the paid-in capital for the year ended December 31, 2021: None.
-
(7) Amount of the purchase from and the sale to related parties exceeds NTD100 million or 20% of the paid-in capital for the year ended December 31, 2021: None.
52
(8) Amount receivable from related parties exceeds NTD100 million or 20% of the paid-in capital for the year ended December 31, 2021: None.
(9)Engaging in derivative transactions for the year ended December 31, 2021: None.
-
(III) Information about the investment in China: None.
-
(IV) Major Shareholders Information: Please refer to Table VII.
XIV.Operating Segments Information
(I) Operating segments revenue and operating results
The revenue and operating results of the continuing operations in the consolidated financial statement are analyzed according to the reportable segmentst as follows :
| Condiment business Fast food business Other Total continuing business units Less: income or profit and loss between operating segments Revenue or profit and loss of operating segments and external customers Other operating expenses Income from operations Interest income Other income Othe gains and losses Finance costs Share of profit or loss of subsidiaries and associates accounted for using the equity method Impairment loss Profit before income tax |
Operating segments revenue For theyears ended December 31, 2021 2020 $ 4,501,465 $ 4,755,388 1,526,011 1,513,166 446,237 459,613 6,473,713 6,728,167 (648,875 ) (684,467 ) $ 5,824,838 $ 6,043,700 |
Operating segments profit and loss For theyears ended December 31, 2021 2020 $ 730,291 $ 811,083 129,153 173,133 16,624 965 876,068 985,181 - - 876,068 985,181 (10,463) (10,270) 865,605 974,911 13,472 19,665 11,092 10,337 59,071 (19,160) (14,334) (14,317) (8,902) (27,153) (8,808) (2,993) $ 917,196 $ 941,290 |
|---|---|---|
| 2021 $ 4,501,465 1,526,011 446,237 6,473,713 (648,875 ) $ 5,824,838 |
2021 $ 730,291 129,153 16,624 876,068 - 876,068 (10,463) 865,605 13,472 11,092 59,071 (14,334) (8,902) (8,808) $ 917,196 |
Segments profits refer to the profits earned by each segments, excluding other income, other interests and losses, financial costs, the share of profits and losses of affiliated companies and joint ventures that use the equity method, and the return of derogation losses. This measurement amount is provided to the chief operating decision maker to allocate resources to the department and evaluate its performance.
(II) Operating segments assets
| Operating segments assets :Condiment business Fast food business Other |
As at December 31, | As at December 31, |
|---|---|---|
| 2021 $ - - - |
2020 | |
| $ - - - |
53
Note: The consolidated company discloses the measured amount of the assets of the reportable segments in accordance with the regulations, but because the measured amount of the assets of the consolidated company is not provided by the operating decision maker, there is no need to disclose the measured amount of the assets.
(III) Product type and labor service type
| Food manufacturing sales revenue Packaging materials and other manufacturing and processing income Other Total |
For theyears ended December 31, | For theyears ended December 31, |
|---|---|---|
| 2021 $ 5,521,067 153,810 149,961 $ 5,824,838 |
2020 | |
| $ 5,732,835 121,975 188,890 $ 6,043,700 |
(IV) By region
| (IV)By region | ||
|---|---|---|
| Taiwan Thailand Vietnam Total |
For theyears ended December 31, | |
| 2021 $ 2,535,985 2,056,257 1,232,596 $ 5,824,838 |
2020 | |
| $ 2,513,930 2,225,925 1,303,845 $ 6,043,700 |
(V) Important customer information
There was no situation in which revenue from a single customer accounted for more than 10% of the net operating income of the consolidated income statement in 2021 and 2020.
54
TABLE I
VE WONG CORPORATION
FINANCING PROVIDED TO OTHERS FOR THE YEAR ENDED DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars)
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Collateral Financing
Allowance Limit for Aggregate
Financial Highest Actual Business Reasons for
Related Ending Interest Nature of for Each Financing
No Lender Borrower Statement Balance for Borrowing Transaction Short-term Remarks
Parties Balance Rate Financing Impairment Item Value Borrow Limits(note1
Account the Period Amount Amount Financing
Loss (note1 and and note2)
note2)
(USD$4.28 MILLION)
0 VE WONG PT Ve Wong Budi Other Y $ 139,293 $ 139,293 $139,293 - Plant and - - $ 139,293 12,000 - $ 351,658 $ 1,406,633
CORPORATION Indonesia noncurrent operation shares of
assets-other needs PT Ve
Wong
Budi
Indonesia
1 Thai Visawaphah other current N 5,322 4,719 230 7% Company - Operating - - - 189,963 949,814 Note3
Fermentation Transportation assets that needs capital
Industry Co., Co., Ltd. short-term
Ltd. financing
2 Tai Ve VE WONG Other Y 80,000 80,000 - 1.03% Company - Operating - - - 140,428 813,539 Note3
Corporation CORPORATION receivables- that needs capital Note4
related short-term
parties financing
Total $ 224,012
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-
Note1
:According to the operating procedures of the company’s capital loan to others, he company’s capital loan to a single enterprise shall not exceed 5% of the company’s total assets, and the company’s capital loan to others shall not exceed 20% of the company’s total assets. For subsidiaries of the company, where short-term financing is necessary due to operating turnover, the cumulative balance of financing must not exceed 40% of the company’s net worth. -
Note2
:According to the operating procedures of domestic reinvestment companies for loan to others, the total amount of funds loaned to others shall not exceed 20% of the total assets of the company, and the financing amount for a single enterprise shall not exceed 5% of the total assets of the company. However, if the company’s parent company, subsidiaries, and all subsidiaries of the parent company are necessary for short-term financing due to operating turnover, the cumulative balance of the financing amount shall not exceed 40% of the company’s net worth. -
According to the operating procedures of overseas reinvestment company T Thai Fermentation Industry Co., Ltd., the total amount of funds loaned to others shall not exceed 50% of the company's net worth, and the amount of financing for a single enterprise shall not exceed 10% of the company's net worth.
-
Note3
:The ending balance of Tai Ve Corporation’s fund loan to others was the fund loan and quota approved by the board of directors Note4:Consolidated statement has been written off.
55
TABLE II
VE WONG CORPORATION
ENDORSEMENTS/GUARANTEES PROVIDED FOR THE YEAR ENDED DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars)
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----- Start of picture text -----
Ratio of
Endorsee/Guarantee Limits on Maximum Accumulated Endorsement/
Endorsement/ Amount Outstanding Amount Endorsement/ Aggregate Endorsement/ Endorsement/ Guarantee
Actual Endorsement/ Guarantee Guarantee
Endorser/ Guarantee Endorsed/ Endorsement/ Endorsed/ Guarantee to Net Given on Behalf
No. Borrowing Guarantee LimitGiven by Parent Given by Remarks
Guarantor Name Relationship Given on Behalfof Each Party Guaranteed During the End of the PeriodGuarantee at the Amount Guaranteed by Collaterals Equity in Latest Financial (Note2) on Behalf of Subsidiaries on of Companies inMainland
(Note1) Period Statements (Note3) Subsidiaries Behalf of Parent China
(%)
0 Ve Wong Summit The Corporation owns $1,406,633 $ 50,000 $ 50,000 $ 33,000 $ - 1% $ 2,109,949 Y - - Note6
Corporation Industrial directly over 50% ownership (USD$4.8
Co., Ltd. of the investee company. MILLION)
0 Ve Wong Koh Kong Shareholder of the investee 1,406,633 136,704 132,624 - - 3% 2,109,949 - - -
Corporation Plantation provides
Co., Ltd. endorsements/guarantees to
the company in proportion to
their shareholding (USD$8.2
percentages (Note4) MILLION)
0 Ve Wong Koh Kong Shareholder of the investee 1,406,633 233,536 226,566 - - 4% 2,109,949 - - -
Corporation Sugar provides
Industry Co., endorsements/guarantees to
Ltd. the company in proportion to
their shareholding
percentages (Note4) (Note5)
1 Tai Ve Ve Wong The company direct and 2,808,560 1,650,400 1,650,400 360,000 1,923,496 31% 2,808,560 - Y - Note6
Corporation Corporation indirect owns over 50%
ownership of the investee
company
2 Tai Ve The World A subsidiary jointly owned 561,712 144,100 141,900 - 332,346 3% 842,568 - - - Note6
Corporation Champion over 90% by the Company
Co., Ltd.
Total $ 2,201,490
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Note1 : According to The company’s endorsement and guarantee measures, the amount of endorsement, guarantee for a single company shall not exceed 20% of The company’s total assets. Note2 : According to The company’s endorsement and guarantee measures, the amount of endorsement and guarantee shall not exceed 30% of The company’s total assets.
Note3 : According to the regulations of the domestic reinvestment company’s endorsement, guarantee, the amount of the endorsement, guarantee shall not exceed 30% of the company’s total assets, the parent company that holds 100% of the direct and indirect voting shares of the reinvestment company shall not exceed the total assets of the reinvestment company.
Note4 : In order to comply with Cambodian laws and regulations, The company has adjusted the investment organization of Cambodia's investments under the equity method. Please refer to Note VI (VIII). The company's investment in Koh Kong Plantation Co., Ltd. was adjusted from direct investment to a company that holds 100% of the voting shares (ie Samoa Best Founder Corporation) due to the adjustment of the investment organization.
Note5 : The Company’s endorsement, guarantee to Koh Kong Sugar Industry Co., Ltd. (KSI) is an endorsement, guarantee to the invested company by all the capitalist shareholders based on their shareholding ratio due to the joint investment relationship. KSI handled the capital increase in June 2020. The Company did not subscribe for new shares based on the shareholding ratio, resulting in a decrease in the shareholding ratio. The endorsement, guarantee balance at the end of 2021 was the endorsement, guarantee balance, based on the original shareholding ratio. As of December 31, 2021, KSI has not made any relevant borrowings. The Company will contact the investee company to adjust the endorsement, guarantee limit based on the current shareholding ratio in due course, or the letter of guarantee to be recovered when the loan amount expires.
Note6 : Consolidated statement has been written off.
56
TABLE III-1
VE WONG CORPORATION
MARKETABLE SECURITIES HELD (EXCLUDING INVESTMENTS IN SUBSIDIARIES AND ASSOCIATES) FOR THE YEAR ENDED DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars)
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Yearend
Company Name Marketable Securities Type and Name of Relationship with thesecurity issuer Ledger account thousand shares (Number of Number of Percentage Remarks
thousand unit) Book value held Fair value
VE WONG Listed stocks
CORPORATION
CATHAY FINANCIAL HOLDING - Financial assets measured at fair 887 $ 55,428 0.007% $ 55,428
CO., LTD. values through other comprehensive
profit or loss- non-current
Cathay Financial Holding Co., Ltd. - 〃 45 2,857 - 2,857
Preferred Stock A
Taishin Financial Holding Co., Ltd. - 〃 2,352 44,565 0.020% 44,565
Taishin Financial Holding Co., Ltd. - 〃 43 2,255 - 2,255
Class E Preferred Shares Ⅱ
Vedan International (Holdings) - 〃 1,992 5,015 0.131% 5,015
Co.,Ltd.
Total $ 110,120 $ 110,120
Unlisted stocks
Li Shih venture capital Co.,Ltd. - Financial assets measured at fair 677 $ 10,166 5.68% $ 10,166
values through other comprehensive
profit or loss- non-current
Tai Fu International (Holdings) Co., - 〃 1,500 15,317 15,317
Ltd. 4.32%
Jhong Sin investment Co.,Ltd. - 〃 1,043 37,381 0.33% 37,381
Total $ 62,864 $ 62,864
Unlisted stocks
Wei Da Dian Ltd. - Financial assets measured at fair 2 $ - 0.18% $ -
values through profit or loss-
non-current
Jhong Hua trade development Co., - 〃 31 - 0.05% -
Ltd.
Total $ - $ -
Fixed deposit -more than 3 months - Financial assets measured at
amortized cost -current assets $ 82,890 $ 82,890
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57
TABLE III-2
VE WONG CORPORATION
Information about invested business:
MARKETABLE SECURITIES HELD (EXCLUDING INVESTMENTS IN SUBSIDIARIES AND ASSOCIATES) FOR THE YEAR ENDED DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars)
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Yearend
Number of
thousand shares
Type and Name of Relationship with the (Number of Percentage
Company Name Marketable Securities security issuer Ledger account thousand unit) Book value held Fair value Remarks
The World Listed stocks
Champion Co., Taishin Financial Holding Co., Ltd. - Financial assets measured at fair 7,148 $ 135,445 0.06% $ 135,445
Ltd. values through other
comprehensive profit or loss-
non-current
Taishin Financial Holding Co., Ltd. - 〃 132 6,853 - 6,853
Class E Preferred Shares Ⅱ
VE WONG CORPORATION The company 〃 2,294 74,666 0.96% 74,666 Note
Total $ 216,964 $ 216,964
Unlisted stocks
Jhong Hua trade development Co., Ltd. - Financial assets measured at fair
values through profit or loss-
non-current 11 $ - 0.02% $ -
Tai Ve Corporation Fixed deposit -more than 3 months - Financial assets measured at
amortized cost -current assets $ 27,000 $ 27,000
Saigon Ve Wong Fixed deposit -more than 3 months - Financial assets measured at
Co., Ltd. amortized cost -current assets $ 80,181 $ 80,181
Thai Fermentation Fixed deposit -more than 3 months - Financial assets measured at
Industry Co., Ltd. amortized cost -current assets $ 122,115 $ 122,115
Mutual funds - Financial assets measured at
amortized cost -current assets 38,963 38,963
Total $ 161,078 $ 161,078
Thai Fermentation Mutual funds - Financial assets measured at
Industry Co., Ltd. amortized cost -noncurrent assets - $ 49,046 - $ 49,046
Champion Fixed deposit -more than 3 months - F inancial ass ets m eas ured at
Fermentation amortized cost -current assets -
Co.,Ltd. $ 41 $ 41
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Note : Consolidated statement has been written off.
58
TABLE IV
VE WONG CORPORATION
RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars)
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Overdue Amounts Allowance for
Turnover
Company Name Related Party Relationship Ending Balance Actions Received in Impairment Remarks
Rate Amount
Taken Subsequent Year Loss
VE WONG PT Ve Wong Associated Other
CORPORATION Budi Indonesia Companies non-current
assets -
other
receivables
(Include
Interest - - - Note $ 310,096
receivable
$165,798 and
Advance
payment
$5,005)
$ 310,096
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Note : Please refer to Note IV (VIII) " PT Ve Wong Budi Indonesia Disclosures and Related Explanations" under the investment using the equity method.
59
TABLE V
VE WONG CORPORATION
TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL
FOR THE YEAR ENDED DECEMBER 31, 2021
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(In Thousands of New Taiwan Dollars)
Transaction Details
Percentage of
No Company Name Related Party Relationship Transaction combined total
Item Amount
terms revenue or total
assets (Note1)
0 Ve Wong Summit Industrial Co., Parent company to Purchases $ 125,390 - 10%
Corporation Ltd. subsidiary (Note3)
0 Ve Wong Thai Fermentation Parent company to Purchases 112,878 9%
Corporation Industry Co., Ltd. subsidiary (Note3)
1 Tai Ve Corporation Ve Wong Corporation Subsidiary to Guarantee 1,650,400 - -
parent company (Note3)
1 Tai Ve Corporation The World Champion Co., Subsidiary to Guarantee 141,900 - -
Ltd. parent company (Note3)
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Note1 : The calculation of the ratio of the transaction amount of the consolidated total revenue or total assets. If it is an asset-liability account, it is calculated as the ending balance of the consolidated total assets; if it is a profit and loss account, it is calculated as the cumulative amount in the period as a percentage of the consolidated total revenue. Note2 : Important transactions are those with a purchase amount of NT$100 million or more than 20% of the parent company's paid-in capital. Note3 : Consolidated statement has been written off.
60
TABLE VI-1
VE WONG CORPORATION
INFORMATION ON INVESTEES (EXCLUDING INVESTMENTS IN MAINLAND CHINA) FOR THE YEAR ENDED DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars)
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Net Income
Company Investor Investee Company Location Main Businesses and Products December Original Investment Amount December Thousand As of December 31, 2020 % Carrying (Loss) of the Investee Profits (Loss)Share of Remarks
31, 2020 31, 2019 shares Amount
VE WONG The World Champion 6F., No. 79, Sec. 2, Zhongshan N. Manufacturing and sales $ 138,443 $ 138,443 15,999 99.99% $ 598,462 $ 10,351 $ 7,840 Note1
CORPORATION Co., Ltd. Rd., Zhongshan Dist., Taipei of MSG, cans and
beverages
Summit Industrial 6F., No. 79, Sec. 2, Zhongshan N. Manufacturing and trading 89,843 89,843 9,505 95.05% 105,355 6,632 6,519 Note1
Co., Ltd. Rd., Zhongshan Dist., Taipei of packaging materials
and containers printing
Saigon Ve Wong Co., 1707 Highway 1A An Phu Dong MSG, instant noodles 475,328 475,328 - 100.00% 628,034 112,095 112,095 Note1
Ltd. Ward District 12, Ho Chi Minh City,
Vietnam
Thai Fermentation 20 [th] Fl.KSL Tower, 503, Manufacturing and sales 233,090 233,090 204 48.66% 903,368 487,554 236,522 Note1
Industry Co., Ltd. Sriayudhya Rd., Bangkok, of MSG
Thailand
Ve Wong Vistra Corporate Services Centre, General Investment 1,741 1,741 50 100.00% 6,499 (92 ) (92 ) Note1
International Ltd. Ground Floor NPF Building,Beach Company
Road,Apia,Samoa
Tai Ve Corporation 6F., No. 79, Sec. 2, Zhongshan N. Residential, building, 987,678 987,678 82,323 79.93% 1,626,039 7,539 6,028 Note1
Rd., Zhongshan Dist., Taipei industrial plant
development, lease and
sale, real estate sales,
lease, etc.
Best Founder Vistra Corporate Services Centre, General Investment 169,198 169,198 5,328 100.00% 8,359 (1,417 ) (1,417 ) Note1
Corporation. Ground Floor NPF Building,Beach Company Note2
Road,Apia,Samoa
Green TFL Co., Ltd. 8F., No. 79, Sec. 2, Zhongshan N. Bean processed food 26,000 26,000 2,600 65.00% 24,958 (528 ) (344 ) Note1
Rd., Zhongshan Dist., Taipei manufacturing
Koh Kong Sugar No.205-207-209 Mao Tong Production, processing 226,231 226,231 - 11.98% 64,108 (35,327 ) (4,231 ) Note3
Industry Co., Ltd. Boulevard. Toul Svay Prey I, Khan and sales of cane sugar
Chamkarmon, Phnom Penh,
Kingdom of Cambodia
Hughes Biotech. Co., 12F.-2, No. 420, Sec. 1, Keelung Biotechnology Service 20,250 20,250 1,125 34.62% 2,343 (8,774 ) (3,037 ) Note5
Ltd. Rd., Xinyi Dist., Taipei Industry
PT Ve Wong Budi Wisma Budi, Lt. 7 Suite 701, J1. Manufacturing and sales 180,811 180,811 64 49.00% - - - Note4
Indonesia H.R. Rasuna Said, Kav C-6 of MSG
Jakarta, Indonesia
Total $ 3,967,525 $ 359,883
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Note1 : Consolidated statement has been written off.
Note2 : In order to comply with Cambodian laws and regulations, the company has made adjustments to the investment organization of Cambodia’s investments under the equity method. Please refer to Note VI (VIII) for the explanation.
Note3 : Associated company Koh Kong Sugar Industry Co., Ltd. ceased operations on October 31, 2018. In addition, the capital increase was processed on June 2020. The company’s assessment results are still influential. Please refer to Note VI (VIII).
Note4 : Please refer to Note VI (VIII) " PT Ve Wong Budi Indonesia Disclosures and Related Explanations" under the investment using the equity method.
Note5 : Associated company Hughes Biotech. Co., Ltd. Book value $2,343, which is the net amount after deducting the accumulated impairment $8,808.
61
TABLE VI-2
VE WONG CORPORATION
INFORMATION ON INVESTEES (EXCLUDING INVESTMENTS IN MAINLAND CHINA) FOR THE YEAR ENDED DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars)
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Original Investment As of December 31, Net Income
Main Businesses and Amount 2020 Share of Profits
Investor Company Investee Company Location Products December December Thousand % Carrying (Loss) of the Investee (Loss) Remarks
31, 2020 31, 2019 shares Amount
The World Tai Ve Corporation 6F., No. 79, Sec. 2, Residential, building,
Champion Co., Ltd. Zhongshan N. Rd., industrial plant
Zhongshan Dist., Taipei development, lease and $ 397,959 $ 397,959 20,666 20.07% $ 408,113 $ 7,539 $ 1,513 Note 1
sale, real estate sales,
lease, etc.
Summit Industrial Co., 6F., No. 79, Sec. 2, Manufacturing and
Ltd. Zhongshan N. Rd., trading of packaging 4,950 4,950 495 4.95% 5,512 6,632 328 Note 1
Zhongshan Dist., Taipei materials and containers
printing
Green TFL Co., Ltd. 8F., No. 79, Sec. 2, Bean processed food
Zhongshan N. Rd., manufacturing
Zhongshan Dist., Taipei 2,000 2,000 200 5.00% 1,920 (528) (26) Note 1
Total $ 404,909 $ 404,909 $ 415,545 $ 13,643 $ 1,815
Thai Fermentation K.S.L. IT Center Co., Thailand Technology Information $ 486 $ 486 0.5 50.00% $ 3,675 $ (609) $ (304)
Industry Co., Ltd. Ltd. Management
TFI Green Biotech Thailand Classification of organic
Company Limited.. fertilizers 4,576 4,576 50 50.00% 12,472 54 27
Champion Thailand Manufacturing and sales Note 1
Fermentation Co.,Ltd. of MSG 236,289 236,289 199,995 99.99% 238,943 5,571 13,405 Note 4
Total $ 241,351 $ 241,351 $ 255,090 $ 5,016 $ 13,128
Best Founder Koh Kong Plantation No.205-207-209 Mao Land development and
Corporation Co., Ltd. Tong Boulevard. Toul sugarcane planting
Svay Prey I, Khan
Chamkarmon, Phnom
Penh, Kingdom of Note 2
Cambodia $ 82,580 $ 82,580 - 20.00% $ 7,574 (6,785) (1,357) Note 3
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Note 1 : Consolidated statement has been written off.
Note 2 : In order to comply with Cambodian laws and regulations, the company has made adjustments to the investment organization of Cambodia’s investments under the equity method. Please refer to Note VI (VIII) for the explanation.
Note 3 : Associated company Koh Kong Plantation Co., Ltd. has ceased business on October 31, 2018. In addition, as of June 30, 2020, it has processed capital reductions to make up for losses. The combined company still has significant influence. Please refer to Note VI (VIII) Description.
Note 4 : For organizational reorganization in the third quarter of 2016, please refer to Note IV (III) for the explanation.
62
TABLE VII
VE WONG CORPORATION
Major Shareholders Information
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Shareholding
Major Shareholders Number of Shares Held Number of Shares Held
----- End of picture text -----
| Major Shareholders | Number of Shares Held | Number of Shares Held |
|---|---|---|
| HAO SHINE TRADING CO., LTD. | 23,609,447 | 9.83 % |
| Quanwei Investment Co., Ltd. | 23,424,026 | 9.76 % |
| OVERSEAS BROS. CO., LTD. | 22,784,966 | 9.49 % |
| VEDAN ENTERPRISE CORP. | 14,537,628 | 6.05 % |
| You-Shan investment Co., Ltd. | 12,559,458 | 5.23 % |
63