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WANHAI Annual Report 2021

Nov 25, 2021

52169_rns_2021-11-25_fa388ba5-471d-4df1-8f4a-cd3cbbe2a994.pdf

Annual Report

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Stock Code:2615

WAN HAI LINES LTD.

PARENT COMPANY ONLY FINANCIAL STATEMENTS

With Independent Auditors’ Report For the Years Ended December 31, 2021 and 2020

Address: 10TH FLOOR, 136, SUNG CHIANG ROAD, TAIPEI, TAIWAN Telephone: (02)2567-7961

The independent auditors’ report and the accompanying parent company only financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ report and parent company only financial statements, the Chinese version shall prevail.

1

Table Of Contents

Contents
1. Cover Page
2. Table of Contents
3. Independent Auditors’ Report
4. Balance Sheets
5. Statements of Comprehensive Income
6. Statements of Changes in Equity
7. Statements of Cash Flows
8. Notes to the Financial Statements
(1) Company History
(2) Approval Date and Procedures of the Financial Statements
(3) New Standards, Amendments and Interpretations adopted
(4) Summary of Significant Accounting Policies
(5) Significant accounting assumptions and judgments, and major sources of
estimation uncertainty
(6) Explanation to Significant Accounts
(7) Related-Party Transactions
(8) Pledged Assets
(9) Significant Contingencies and Commitments
(10) Losses Due to Major Disasters
(11) Significant Subsequent Events
(12) Others
(13) Other Disclosures
(a) Information on significant transactions
(b) Information on investees
(c) Information on investment in Mainland China
(d) Major shareholders
(14) Segment Information
9. List of major account titles
Page
1
2
3
4
5
6
7
8
8
8~9
9~24
25
25~64
64~69
69
70
70
70~71
71~73
73~78
78~79
79~80
80
80
81~95

2

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KPMG

台北市110615信義路5段7號68樓(台北101大樓) 電 話 Tel + 886 2 8101 6666 68F., TAIPEI 101 TOWER, No. 7, Sec. 5, 傳 真 Fax + 886 2 8101 6667 Xinyi Road, Taipei City 110615, Taiwan (R.O.C.) 網 址 Web home.kpmg/tw

Independent Auditors’ Report

To the Board of Directors of Wan Hai Lines Ltd.:

Opinion

We have audited the financial statements of Wan Hai Lines Ltd. (“ the Company” ), which comprise the statement of financial position as of December 31, 2021 and 2020, and the statement of comprehensive income, changes in equity and cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2021 and 2020, and its financial performance and its cash flows for the year ended December 31, 2021 and 2020 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and with the International Financial Reporting Standards (“IFRSs”), International Accounting Standards (“ IASs” ), interpretation as well as related guidance endorsed 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 Certification of Financial Statements by Certified Public Accountants and the auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Certified Public Accountants Code of Professional Ethics in Republic of China (“the Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis of our opinion.

Key Audit Matters

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

  1. Revenue recognition

Please refer to Note(4)(o) “ Revenue” , Note (5)(a) “ Uncertainty associated with the assumptions and estimations for revenue recognition” and Note(6)(u) “Revenue disclosures” of the financial statements.

How the matter was addressed in our audit

The freight revenue is recognized in proportion to the stage of completion of the voyage measured by reference to the proportion of the actual shipping days incurred in balance sheet date. The voyage days is estimated depending on historical experience which involved high uncertainty. Consequently, this is one of the key areas our audit focused on.

3

KPMG, a Taiwan partnership and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee.

Our principal audit procedures included:

Understanding how the management estimates the voyage days of each route including its method and source; sampling the source data from the system and obtaining the method on how the system compute the voyage days to evaluate the reasonableness of the estimated voyage days of each route from the management.

  1. Additions of Property, plant and equipment

Please refer to note(4)(k) “Property, plant and equipment” and note(6)(i) “Property, plant and equipment”.

How the matter was addressed in our audit

The total amount of the Company’s property, plant and equipment accounts for a high proportion of the total assets, and the Company has material additions of property, plant and equipment this year. Consequently, this is one of the key areas our audit focused on.

Our principal audit procedures included:

Checking the total amount of the Company’s Table of Additions to Table of Aggregation Changes. Checking out the huge addition of property, plant and equipment to the relevant vouchers. Performing on-site observation and stocktaking of representative property, plant and equipment.

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

Management is responsible for the preparation and fair presentation of the financial statements in accordance with Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs, IASs, interpretation as well as related guidance endorsed 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 financial statements that are free from material misstatement, whether due to fraud or error.

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

Those charged with governance are responsible for overseeing the Company’s financial reporting process.

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 financial statements.

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

  1. Identify and assess the risks of material misstatement of the 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.

3-1

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

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

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

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

  5. Obtain sufficient and appropriate audit evidence regarding the financial information of the investment in other entities accounted for using the equity method to express an opinion on this financial statement. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.

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

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and 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 financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Rou-Lan, Kuo and Cheng-Chien Chen.

KPMG

Taipei, Taiwan (Republic of China) March 15, 2022

Notes to Readers

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

The independent auditors’ report and the accompanying parent company only financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of the English and Chinese language independent auditors’ report and parent company only financial statements, the Chinese version shall prevail.

3-2

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

BALANCE SHEETS

December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

Assets
Current assets:
1100
Cash and cash equivalents (note (6)(a))
1110
Current financial assets at fair value through profit or loss (note (6)(b))
1137
Current financial assets at amortized cost (note (6)(d))
1150
Notes receivable, net (notes (6)(f) and 6(u))
1170
Accounts receivable, net (notes (6)(f), (6)(u) and (7))
1140
Current contract assets (note (6)(u))
1200
Other receivables, net (note (7))
1330
Inventories, net (note (6)(g))
1475
Receivables from agents (note (7))
1479
Other current assets, others (note (8) and (9))
Non-current assets:
1517
Non-current financial assets at fair value through other comprehensive income (note (6)(c))
1550
Investments accounted for using equity method, net (note (6)(h))
1600
Property, plant and equipment (notes (6)(i), (8) and (9))
1755
Right-of-use assets (note (6)(j))
1760
Investment property, net (notes (6)(k) and (8))
1780
Intangible assets (note (6)(l))
1900
Other non-current assets (notes (6)(r), (8) and (9))
Total assets
2021.12.31
Amount
%
$ 40,113,588
12
6,261,076
2
63,717
-
69,697
-
1,991,562
1
7,835,522
2
8,870,244
3
800,139
-
4,703,644
1
626,921
-
71,336,110
21
4,292,271
1
109,900,767
32
33,657,439
9
120,322,046
35
3,482,654
1
74,245
-
2,593,570
1
274,322,992
79
$
345,659,102
100
2020.12.31
Amount
%
8,553,009
5
4,844,840
3
-
-
49,698
-
1,316,196
1
1,530,849
1
5,542,057
3
1,160,891
1
3,073,816
2
438,754
-
26,510,110
16
3,827,784
2
36,937,983
22
20,976,137
13
74,302,608
45
3,472,681
2
80,514
-
809,177
-
140,406,884
84
166,916,994
100
Liabilities and Equity
Current liabilities:
2100
Short-term borrowings (note (6)(m))

2126
Current financial liabilities for hedging (notes (6)(e) and (p))
2170
Accounts payable (note (7))
2200
Other payables (note (7))
2230
Current tax liabilities (note (6)(r))
2280
Current lease liabilities (notes (6)(p) and (7))
2320
Current portion of long-term loans (notes (6)(n), (6)(o) and (8))
2350
Payables to agents (note(7))
2300
Other current liabilities (notes (u) and (7))
Non-Current liabilities:
2511
Non-current financial liabilities for hedging (notes (6)(e) and (p))
2530
Bonds payable (note (6)(o))
2540
Long-term borrowings (notes (6)(n) and (8))
2570
Deferred tax liabilities (note (6)(r))
2580
Non-current lease liabilities (notes (6)(p) and (7))
2640
Accrued pension liabilities-non current (note(6)(q))
2645
Guarantee deposits received
Total liabilities
Equity (notes (6)(s) and (t)):
3100
Common stock
3200
Capital surplus
Retained earnings:
3310
Legal reserve
3320
Special reserve
3350
Retained earnings-unappropriated
Other equity interest:
3411
Exchange differences on translation of foreign financial statements
3420
Unrealized gains (losses) on financial assets at fair value through other comprehensive
income
3450
Gains (losses) on hedging instruments (note(6)(e))
Total equity
Total liabilities and equity
2021.12.31 2020.12.31
Amount
%
-
-
818,459
-
7,605,831
5
1,439,458
1
1,087,909
1
6,972,488
4
6,547,118
4
1,259,893
1
178,708
-
25,909,864
16
2,855,649
2
12,600,000
8
12,256,982
7
4,130,138
2
64,825,024
39
416,815
-
20,113
-
97,104,721
58
123,014,585
74
22,182,975
13
1,271,775
1
7,225,691
4
1,519,682
1
14,941,889
9
23,687,262
14
(3,465,395)
(2)
75,448
-
150,344
-
(3,239,603)
(2)
43,902,409
26
166,916,994
100
Amount
%
$ -
-
985,592
-
14,262,175
4
3,466,154
1
10,257,551
3
13,757,890
4
6,478,817
2
1,387,425
-
203,182
-
50,798,786
14
2,576,487
1
9,000,000
3
15,043,038
4
19,032,573
6
104,536,417
30
379,071
-
17,704
-
150,585,290
44
201,384,076
58
24,401,273
7
1,271,775
-
8,354,970
2
3,239,603
1
110,994,900
33
122,589,473
36
(4,617,000)
(1)
445,677
-
183,828
-
(3,987,495)
(1)
144,275,026
42
$
345,659,102
100

Seeing accompanying notes to financial statements.

4

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

STATEMENTS OF COMPREHENSIVE INCOME

For the years ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Common Share)

4000
Operating revenue (notes (6)(u) and (7))
5000
Operating costs (notes (6)(g) and (7))
Gross profit
6200
Total administrative expenses
6450
Expected credit loss (gain)(note(6)(f))
Total operating expenses
Income from operations
Non-operating income and expenses (notes (6)(h) and (6)(w)):
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7060
Share of profit (loss) of associates and joint ventures accounted for using equity method
Total non-operating income and expenses
7900
Profit before tax
7950
Less: Income tax expenses(note(6)(r))
Net Profit
8300
Other comprehensive income (loss):
8310
Items that may not be reclassified subsequently to profit and loss
8311
Gains (losses) on remeasurements of defined benefit plans
8316
Unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive
income
8331
Gains (losses) on the remeasurements of defined benefit plans, subsidiaries, associates and joint ventures accounted for
using equity method
8336
Unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive
income, subsidiaries, associates and joint ventures accounted for using equity method
8349
Less: Income tax related to components of other comprehensive income that may not be reclassified subsequently
Total items that may not be reclassified subsequently to profit and loss
8360
Items that may be reclassified subsequently to profit or loss
8361
Exchange differences on translation
8368
Gains (losses) on hedging instrument
8399
Less: Income tax related to components of other comprehensive income that may be reclassified to profit or loss
Total items that may be reclassified subsequently to profit and loss
8300
Other comprehensive income (net of tax)
Total comprehensive income
9750
Basic earnings per share (New Taiwan Dollars) (note (6)(t))
9850
Diluted earnings per share (New Taiwan Dollars) (note (6)(t))
2021
Amount
%
$ 116,005,228
100
57,216,967
49
58,788,261
51
4,073,299
4
1,325
-
4,074,624
4
54,713,637
47
53,261
-
284,012
-
1,518,633
1
(1,995,956)
(2)
74,112,292
64
73,972,242
63
128,685,879
110
25,342,971
22
103,342,908
88
(31,109)
-
301,470
-
20,786
-
68,759
-
6,222
-
366,128
-
(1,151,992)
(1)
33,484
-
387
-
(1,118,121)
(1)
(751,993)
(1)
$
102,590,915
87
$
42.35
$
42.27
2020
Amount
%
61,915,516
100
52,728,111
85
9,187,405
15
2,653,366
4
-
-
2,653,366
4
6,534,039
11
73,000
-
284,984
-
1,527,174
2
(1,601,126)
(2)
7,256,367
12
7,540,399
12
14,074,438
23
2,757,457
5
11,316,981
18
(38,268)
-
98,056
-
6,420
-
177,768
-
7,654
-
251,630
-
(2,124,502)
(3
116,840
-
11,916
-
(1,995,746)
(3
(1,744,116)
(3
9,572,865
15
4.64
4.63

Seeing accompanying notes to financial statements.

5

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD.

STATEMENTS OF CHANGES IN EQUITY

For the years ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

Balance at January 1, 2020
Net profit
Other comprehensive income
Total comprehensive income (loss)
Appropriation and distribution of retained earnings:
Legal reserve
Special reserve appropriated
Cash dividends
Balance at 2020.12.31
Net profit
Other comprehensive income
Total comprehensive income (loss)
Appropriation and distribution of retained earnings:
Legal reserve
Special reserve appropriated
Cash dividends
Stock dividends of ordinary share
Balance at December 31, 2021
Stock
Common
Stock
$ 22,182,975
-
-
-
-
-
-
22,182,975
-
-
-
-
-
-
2,218,298
$
24,401,273
Capital
Surplus
1,271,775
-
-
-
-
-
-
1,271,775
-
-
-
-
-
-
-
1,271,775
Retained Earnings Retained
Earnings -
Unappropriated
6,488,930
11,316,981
(24,194)
11,292,787
(356,208)
(708,982)
(1,774,638)
14,941,889
103,342,908
(4,101)
103,338,807
(1,129,279)
(1,719,921)
(2,218,298)
(2,218,298)
110,994,900
Other Equity Items Gains (losses) on
hedging instruments
33,504
-
116,840
116,840
-
-
-
150,344
-
33,484
33,484
-
-
-
-
183,828
Total
Foreign Currency
Translation
Differences Arising
from Foreign
Operations, Net of
Tax
(1,352,809)
-
(2,112,586)
(2,112,586)
-
-
-
(3,465,395)
-
(1,151,605)
(1,151,605)
-
-
-
-
(4,617,000)
Unrealized Gains
(losses) from
financial assets
measured at fair
value through other
comprehensive
income
(200,376)
-
275,824
275,824
-
-
-
75,448
-
370,229
370,229
-
-
-
-
445,677
Legal
reserve
6,869,483
-
-
-
356,208
-
-
7,225,691
-
-
-
1,129,279
-
-
-
8,354,970
Special
reserve
810,700
-
-
-
-
708,982
-
1,519,682
-
-
-
-
1,719,921
-
-
3,239,603
36,104,182
11,316,981
(1,744,116)
9,572,865
-
-
(1,774,638)
43,902,409
103,342,908
(751,993)
102,590,915
-
-
(2,218,298)
-
144,275,026

Seeing accompanying notes to financial statements.

6

(English Translation of Parent Company Only Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

STATEMENTS OF CASH FLOWS

For the years ended December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars)

Cash flows from (used in) operating activities:
Profit before income tax
Adjustments:
Adjustments to reconcile profit (loss):
Depreciation expense
Amortization expense
Expected credit loss (gain) / Provision (reversal of provision) for bad debt expense
Net (gain) loss on financial assets at fair value through profit or loss
Interest expense
Interest revenue
Dividend income
Investment income under the equity method
Gain on disposal of property, plant and equipment
Loss (gain) on unrealized foreign exchange
Gain on lease modification
Others
Total adjustments to reconcile profit (loss)
Changes in operating assets and liabilities:
Changes in operating assets:
Decrease (increase) in contract assets
Notes receivable
Accounts receivable (including related parties)
Other receivables
Inventories
Receivables from agents
Other current assets
Financial assets at fair value through profit or loss, mandatorily measured at fair value
Total changes in operating assets, net
Changes in operating liabilities, net:
Accounts payable (including related parties)
Other payables
Payables to agents
Other current liabilities
Accrued pension liabilities
Total changes in operating liabilities, net
Total changes in operating assets and liabilities
Total adjustments
Cash inflow generated from operations
Income taxes paid
Net cash provided by operating activities
Cash flows from investing activities:
Acquisition of financial assets at fair value through other comprehensive income
Acquisition of financial assets at amortized cost
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Decrease in other receivables due from related parties
Acquisition of intangible assets
Acquisition of investment property
Other non-current assets
Interest received
Dividends received
Net cash used in investing activities
Cash flows from financing activities:
Proceeds from issuing bonds
Repayments of bonds
Proceeds from long-term loans
Repayment of long-term loans
Guarantee deposit
Cash dividends paid
Lease repayments- principal portions
Interest paid
Net cash used in financing activities
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
2021
$ 128,685,879
12,232,409
55,731
1,325
(1,274,831)
1,995,956
(53,261)
(282,715)
(74,112,292)
(43,567)
82,967
(385,782)
(154,861)
(61,938,921)
(6,304,673)
(19,999)
(676,691)
(544,798)
360,752
(1,629,828)
(188,167)
(141,405)
(9,144,809)
6,656,344
1,051,601
127,532
21,880
(68,853)
7,788,504
(1,356,305)
(63,295,226)
65,390,653
(1,085,566)
64,305,087
(163,017)
(63,717)
(14,338,740)
97,189
(2,784,560)
(48,882)
(35,687)
(2,035,846)
52,161
368,323
(18,952,776)
-
(3,800,000)
7,887,815
(5,053,769)
185
(2,218,298)
(8,591,167)
(2,016,498)
(13,791,732)
31,560,579
8,553,009
$
40,113,588
2020
14,074,438
8,134,102
67,247
-
(783,642)
1,601,126
(73,000)
(284,984)
(7,256,367)
(139,379)
(403,295)
(196,596)
5,093
670,305
(797,160)
(10,242)
(641,967)
(112,564)
246,003
(929,544)
5,071
8,039
(2,232,364)
1,157,952
414,224
180,550
(22,705)
(64,113)
1,665,908
(566,456)
103,849
14,178,287
(116,407)
14,061,880
(546,916)
-
(5,022,920)
194,288
(4,636,500)
(21,757)
(2,068,722)
(230,904)
77,968
371,999
(11,883,464)
2,500,000
-
9,650,640
(7,250,083)
14,098
(1,774,638)
(5,468,600)
(1,623,145)
(3,951,728)
(1,773,312)
10,326,321
8,553,009

Seeing accompanying notes to financial statements.

7

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

December 31, 2021 and 2020

(Expressed in Thousands of New Taiwan Dollars, Unless Otherwise Specified)

(1) Company History

Wan Hai Lines Ltd. (the Company) was incorporated as a company limited by shares on February 24, 1965, under the approval of the Ministry of Economic Affairs, ROC. The address of the Company’s registered office is 10F, No. 136 Sung Chiang Rd., Taipei City. The Company is primarily involved in the business of international marine transportation, shipping agencies, container storage service, and the sale and rental of vessels and containers.

(2) Approval Date and Procedures of the Financial Statements

The Board of Directors approved and issued the financial statements on March 15, 2022.

(3) New Standards, Amendments and Interpretations adopted:

  • (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. which have already been adopted.

The Company has initially adopted the following new amendments, which do not have a significant impact on its financial statements, from January 1, 2021:

  • ●Amendments to IFRS 4 “Extension of the Temporary Exemption from Applying IFRS 9”

  • ●Amendments to IFRS 9, IAS39, IFRS7, IFRS 4 and IFRS 16 “ Interest Rate Benchmark Reform—Phase 2”

The Company has initially adopted the following new amendments, which do not have a significant impact on its financial statements, from April 1, 2021:

  • ●Amendments to IFRS 16 “Covid-19-Related Rent Concessions beyond June 30, 2021”

  • (b) The impact of IFRS issued by the FSC but not yet effective

The Company assesses that the adoption of the following new amendments, effective for annual period beginning on January 1, 2022, would not have a significant impact on its financial statements:

  • ●Amendments to IAS 16 “Property, Plant and Equipment Proceeds before Intended Use”

  • ●Amendments to IAS 37 “Onerous Contracts Cost of Fulfilling a Contract”

  • ●Annual Improvements to IFRS Standards 2018–2020

  • ●Amendments to IFRS 3 “Reference to the Conceptual Framework”

8

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  • (c) The impact of IFRS issued by IASB but not yet endorsed by the FSC

The following new and amended standards, which may be relevant to the Company, have been issued by the International Accounting Standards Board (IASB), but have yet to be endorsed by the FSC:

Standards or
Interpretations
Amendments to IAS 1
“Classification of Liabilities
as Current or Non-current”
Content of amendment
Effective date per
IASB
The
amendments
aim
to
promote
consistency in applying the requirements
by helping companies determine whether,
in the statement of balance sheet, debt and
other
liabilities
with
an
uncertain
settlement date should be classified as
current (due or potentially due to be settled
within one year) or non-current. The
amendments
include
clarifying
the
classification requirements for debt a
company might settle by converting it into
equity.
January 1, 2023

The Company is evaluating the impact of its initial adoption of the abovementioned standards or interpretations on its consolidated financial position and financial performance. The results thereof will be disclosed when the Company completes its evaluation.

The Company does not expect the following other new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its financial statements:

  • ●Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets Between an Investor and Its Associate or Joint Venture”

  • ●IFRS 17 “ Insurance Contracts” and amendments to IFRS 17 “ Insurance Contracts”

  • ●Amendments to IAS 1 “Disclosure of Accounting Policies”

  • ●Amendments to IAS 8 “Definition of Accounting Estimates”

  • ●Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities arising from a Single Transaction”

(4) Summary of Significant Accounting Policies

The accompanying financial statements are the English translation of the Chinese version prepared and used in the Republic of China. If there is any conflict between, or any difference in the interpretation of, the English and Chinese language financial statements, the Chinese version shall prevail.

The significant accounting policies presented in the financial statements are summarized below. Except for those specifically indicated, the following accounting policies were applied consistently throughout the periods presented in the financial statements.

  • (a) Statement of compliance

These financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers (hereinafter referred to as “the Regulations”).

9

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  • (b) Basis of preparation

  • Basis of measurement

Except for the following significant accounts, the financial statements have been prepared on a historical cost basis:

  • 1) Financial instruments at fair value through profit or loss are measured at fair value;

  • 2) Financial assets at fair value through other comprehensive income are measured at fair value;

  • 3) Hedging financial instruments are measured at fair value;

  • 4) The net defined benefit liabilities (assets) are measured at fair value of the plan assets less the present value of the defined benefit obligation, with a limit based on a defined benefit asset.

  • Functional and presentation currency

The functional currency of the Company is determined based on the primary economic environment in which the entity operates. The financial statements are presented in New Taiwan Dollars (TWD), which is the Company’s functional currency. All financial information presented in TWD has been rounded to the nearest thousand.

  • (c) Foreign currency

  • 1.Foreign currency transaction

Transactions in foreign currencies are translated into the respective functional currencies of Group entities at the exchange rates at the dates of the transactions. At the end of each subsequent reporting period, monetary items denominated in foreign currencies are translated into the functional currencies using the exchange rate at that date. Non-monetary items denominated in foreign currencies that are measured at fair value are translated into the functional currencies using the exchange rate at the date that the fair value was determined. Non-monetary items denominated in foreign currencies that are measured based on historical cost are translated using the exchange rate at the date of the transaction.

Exchange differences are generally recognized in profit or loss, except for those differences relating to the following, which are recognized in other comprehensive income:

  • 1) an investment in equity securities designated as at fair value through other comprehensive income;

  • 2) qualifying cash flow hedges to the extent that the hedges are effective.

  • 2.Foreign operations

The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated into the presentation currency at the exchange rates at the reporting date. The income and expenses of foreign operations are translated into the presentation currency at the average exchange rate. Exchange differences are recognized in other comprehensive income.

When a foreign operation is disposed of such that control, significant influence, or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. When the Company disposes of only part of its investment in an associate or joint venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.

10

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

When the settlement of a monetary receivable from or payable to a foreign operation is neither planned nor likely to occur in the foreseeable future, exchange differences arising from such a monetary item that are considered to form part of the net investment in the foreign operation are recognized in other comprehensive income.

  • (d) Classification of current and non-current assets and liabilities

An asset is classified as current under one of the following criteria, and all other assets are classified as noncurrent.

  1. It is expected to be realized, or intended to be sold or consumed, in the normal operating cycle;

  2. It is held primarily for the purpose of trading;

  3. It is expected to be realized within twelve months after the reporting period; or

  4. The asset is cash or a cash equivalent unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

A liability is classified as current under one of the following criteria, and all other liabilities are classified as noncurrent.

An entity shall classify a liability as current when:

  1. It is expected to be settled in the normal operating cycle;

  2. It is held primarily for the purpose of trading;

  3. It is due to be settled within twelve months after the reporting period; or

  4. The Company does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting period. Terms of a liability that could, at the option of the counterparty, result in its settlement by issuing equity instruments do not affect its classification.

  5. (e) Cash and cash equivalents

Cash comprises cash on hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. The saving deposits which satisfied the definition above and held for the purpose of meeting short-term cash commitments, rather than for investment or other purposes, are reported as cash equivalents.

Bank overdrafts that are repayable on demand and from an integral part of the Company's cash management are included as a component of cash and cash equivalents for the purpose of the statement of cash flows.

  • (f) Financial instruments

Trade receivables and debt securities issued are initially recognized when they are originated. All other financial assets and financial liabilities are initially recognized when the Company becomes a party to the contractual provisions of the instrument. A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus, for an item not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.

11

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

1.Financial assets

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

On initial recognition, a financial asset is classified as measured at: amortized cost; Fair value through other comprehensive income (FVOCI) – debt investment; FVOCI – equity investment; or FVTPL. Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

  • 1) Financial assets measured at amortized cost

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

  • ‧it is held within a business model whose objective is to hold assets to collect contractual cash flows; and

  • ‧ its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

These assets are subsequently measured at amortized cost, which is the amount at which the financial asset is measured at initial recognition, plus/minus, the cumulative amortization using the effective interest method, adjusted for any loss allowance. Interest income, foreign exchange gains and losses, as well as impairment, are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

  • 2) Fair value through other comprehensive income (FVOCI )

A debt investment is measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL:

  • ‧it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and

  • ‧ its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

On initial recognition of an equity investment that is not held for trading, the Company may irrevocably elect to present subsequent changes in the investment’ s fair value in other comprehensive income. This election is made on an instrument-by-instrument basis.

Debt investments at FVOCI are subsequently measured at fair value. Interest income calculated using the effective interest method, foreign exchange gains and losses and impairment are recognized in profit or loss. Other net gains and losses are recognized in other comprehensive income. On derecognition, gains and losses accumulated in other comprehensive income are reclassified to profit or loss.

Equity investments at FVOCI are subsequently measured at fair value. Dividends are recognized as income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. Other net gains and losses are recognized in other comprehensive income and are never reclassified to profit or loss.

12

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Dividend income is recognized in profit or loss on the date on which the Company’s right to receive payment is established.

  • 3) Fair value through profit or loss (FVTPL)

All financial assets not classified as amortized cost or FVOCI described as above are measured at FVTPL, including derivative financial assets. On initial recognition, the Company may irrevocably designate a financial asset, which meets the requirements to be measured at amortized cost or at FVOCI, as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

These assets are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss.

  • 4) Business model assessment

The Company makes an assessment of the objective of the business model in which a financial asset is held at portfolio level because this best reflects the way the business is managed and information is provided to management. The information considered includes:

  • ‧ the stated policies and objectives for the portfolio and the operation of those policies in practice. These include whether management’ s strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realizing cash flows through the sale of the assets;

  • ‧how the performance of the portfolio is evaluated and reported to the Company’s management;

  • ‧the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed;

  • ‧how managers of the business are compensated─e.g. whether compensation is based on the fair value of the assets managed or the contractual cash flows collected; and

  • ‧the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future sales activity.

Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this purpose, and are consistent with the Company’s continuing recognition of the assets.

Financial assets that are held for trading or are managed and whose performance is evaluated on a fair value basis are measured at FVTPL.

  • 5) Assessment whether contractual cash flows are solely payments of principal and interest

For the purposes of this assessment, ‘ principal’ is defined as the fair value of the financial assets on initial recognition. ‘Interest’ is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs, as well as a profit margin.

In assessing whether the contractual cash flows are solely payments of principal and interest, the Company considers the contractual terms of the instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition. In making this assessment, the Company considers:

13

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

‧contingent events that would change the amount or timing of cash flows;

‧terms that may adjust the contractual coupon rate, including variable rate features;

  • ‧prepayment and extension features; and

  • ‧terms that limit the Company’s claim to cash flows from specified assets (e.g. non-recourse features).

6) Impairment of financial assets

The Company recognizes loss allowances for expected credit losses (ECL) on financial assets measured at amortized cost (including cash and cash equivalents, amortized costs, notes and trade receivables, other receivable, receivables from agents, guarantee deposit paid and other financial assets) and contract assets.

The Company measures loss allowances at an amount equal to lifetime expected credit loss (ECL), except for the following which are measured as 12-month ECL:

‧debt securities that are determined to have low credit risk at the reporting date; and

  • ‧other debt securities and bank balances for which credit risk (i.e. the risk of default occurring over the expected life of the financial instrument) has not increased significantly since initial recognition.

Loss allowance for trade receivables and contract assets are always measured at an amount equal to lifetime ECL.

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECL, the Company considers reasonable and supportable information that is relevant and available (without undue cost or effort). This includes both quantitative and qualitative information and analysis, based on the Company’s historical experience and informed credit assessment and including forward-looking information.

The Company considers a time deposit to have low credit risk when its trading counterparties' credit risk ratings are equivalent to the globally understood definition of ‘investment grade ’.

Lifetime ECLs are the ECLs that result from all possible default events over the expected life of a financial instrument.

12-month ECLs are the portion of ECLs that result from default events that are possible within the 12 months after the reporting date (or a shorter period if the expected life of the instrument is less than 12 months).

The maximum period considered when estimating ECLs is the maximum contractual period over which the Company is exposed to credit risk.

ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls. The difference between the cash flows due to the Company in accordance with the contract and the cash flows that the Company expects to receive. ECLs are discounted at the effective interest rate of the financial asset.

14

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

At each reporting date, the Company assesses whether financial assets carried at amortized cost and debt securities at FVOCI are credit-impaired. A financial asset is ‘credit-impaired’ when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Evidence that a financial asset is credit-impaired includes the following observable data:

‧significant financial difficulty of the borrower or issuer;

  • ‧a breach of contract such as a default or being more than 90 days past due;

  • ‧the restructuring of a loan or advance by the Company on terms that the Company would not consider otherwise;

  • ‧it is probable that the borrower will enter bankruptcy or other financial reorganization; or

‧the disappearance of an active market for a security because of financial difficulties.

Loss allowances for financial assets measured at amortized cost are deducted from the gross carrying amount of the assets. For debt securities at FVOCI, the loss allowance is charged to profit or loss and is recognized in other comprehensive income instead of reducing the carrying amount of the asset.

The gross carrying amount of a financial asset is written off when the Company has no reasonable expectations of recovering a financial asset in its entirety or a portion thereof. The Company individually makes an assessment with respect to the timing and amount of write-off based on whether there is a reasonable expectation of recovery. The Company expects no significant recovery from the amount written off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Company’ s procedures for recovery of amounts due.

  • 7) Derecognition of financial assets

The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially all of the risks and rewards of ownership of the financial asset are transferred or in which the Company neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

The Company enters into transactions whereby it transfers assets recognized in its statement of balance sheet, but retains either all or substantially all of the risks and rewards of the transferred assets. In these cases, the transferred assets are not derecognized.

  1. Financial liabilities and equity instruments

  2. 1) Classification of debt or equity

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

  • 2) Financial liabilities

Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is classified as held-for-trading, it is a derivative or it is designated as such on initial recognition. Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss.

15

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss. Any gain or loss on derecognition is also recognized in profit or loss.

3) Derecognition of financial liabilities

The Company derecognizes a financial liability when its contractual obligations are discharged or cancelled, or expire. The Company also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

On derecognition of a financial liability, the difference between the carrying amount of a financial liability extinguished and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.

4) Offsetting of financial assets and liabilities

Financial assets and financial liabilities are offset and the net amount presented in the statement of balance sheet when, and only when, the Company currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realize the asset and settle the liability simultaneously.

3.Hedge accounting

The Company designates certain hedging instruments (which include non-derivatives in respect of foreign currency risk) as cash flow hedges of net investments in foreign operations. Hedges of foreign exchange risk on firm commitments are accounted for as cash flow hedges.

At inception of designated hedging relationships, the Company documents the risk management objective and strategy for undertaking the hedge. The Company also documents the economic relationship between the hedged item and the hedging instrument, including whether the changes in cash flows of the hedged item and hedging instrument are expected to offset each other.

1) Cash flow hedges

The effective portion of changes in the fair value of derivatives and other qualifying hedging instruments that are designated and qualify as cash flow hedges is recognized in other comprehensive income and accumulated under ‘ other equity — gains (losses) on hedging instruments’, limited to the cumulative change in fair value of the hedged item from inception of the hedge. The gain or loss relating to the ineffective portion is recognized immediately in profit or loss.

Amounts previously recognized in other comprehensive income and accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss, in the same line as the recognized hedged item. However, when the hedged forecast transaction results in the recognition of a non-financial asset or a non-financial liability, the gains and losses previously recognized in other comprehensive income and accumulated in equity are removed from equity and included in the initial measurement of the cost of the non-financial asset or non-financial liability. Furthermore, if the Company expects that some or all of the loss accumulated in other equity will not be recovered in the future, that amount is immediately reclassified to profit or loss.

16

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

If the hedge no longer meets the criteria for hedge accounting or the hedging instrument is sold, expires, is terminated or is exercised, then hedge accounting is discontinued prospectively. The discontinuation is accounted for prospectively. When hedge accounting for cash flow hedges is discontinued, the amount that has been accumulated in other equity remains in equity until, for a hedge of a transaction resulting in the recognition of a non-financial item, it is included in the non-financial item’ s cost on its initial recognition or, for other cash flow hedges, it is reclassified to profit or loss in the same period or periods as the hedged expected future cash flows affect profit or loss. If the hedged future cash flows are no longer expected to occur, then the amounts that have been accumulated in other equity are immediately reclassified to profit or loss.

  • (g) Inventories

Fuels purchased by the Company are recorded under inventory account. Inventories are measured at the lower of cost or net realizable value. The cost of inventories consists of all costs of purchase and other costs incurred in bringing the inventories to a salable and useable location and condition. Inventory cost is calculated using the first-in first-out principle.

Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.

  • (h) Investment in associates

Associates are those entities in which the Company has significant influence, but not control or joint control, over their financial and operating policies.

Investments in associates are accounted for using the equity method and are recognized initially at cost. The cost of the investment includes transaction costs. The carrying amount of the investment in associates includes goodwill arising from the acquisition less any accumulated impairment losses.

The financial statements include the Company’s share of the profit or loss and other comprehensive income of those associates, after adjustments to align their accounting policies with those of the Company, from the date on which significant influence commences until the date on which significant influence ceases. The Company recognizes any changes of its proportionate share in the investee within capital surplus, when an associate’s equity changes due to reasons other than profit and loss or comprehensive income, which did not result in changes in actual significant influence.

Gains and losses resulting from transactions between the Company and an associate are recognized only to the extent of unrelated Company’s interests in the associate.

When the Company’s share of losses of an associate equals or exceeds its interests in an associate, it discontinues recognizing its share of further losses. Additional losses are provided for, and a liability is recognized, only to the extent that the Company has incurred legal or constructive obligations or made payments on behalf of the associate.

(i) Subsidiaries

The subsidiaries which the Company is holding for controlling are measured under equity method in the financial statement. Under equity method, the net income, other comprehensive income and equity in the financial statement are equivalent to the net income, other comprehensive income and equity which are contributed to the owners of parent in the financial statement.

The changes in ownership of the subsidiaries are recognized as equity transaction.

17

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

(j) Investment property

Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services, or for administrative purposes. Investment property is measured at cost on initial recognition, and subsequently at cost, less accumulated depreciation and accumulated impairment losses. Depreciation expense is calculated based on the depreciation method, useful life, and residual value which are the same as those adopted for property, plant and equipment.

Any gain or loss on disposal of an investment property (calculated as the difference between the net proceeds from disposal and the carrying amount) is recognized in profit or loss.

Rental income from investment property is recognized as other revenue on a straight-line basis over the term of the lease. Lease incentives granted are recognized as an integral part of the total rental income, over the term of the lease.

  • (k) Property, plant, and equipment

  • 1.Recognition and measurement

Items of property, plant and equipment are measured at cost, which includes capitalized borrowing costs, less accumulated depreciation and any accumulated impairment losses.

If significant parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

Any gain or loss on disposal of an item of property, plant and equipment is recognized in profit or loss.

  • 2.Subsequent expenditure

Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to the Company.

3.Depreciation

Depreciation is calculated on the cost of an asset less its residual value and is recognized in profit or loss on a straight-line basis over the estimated useful lives of each component of an item of property, plant and equipment.

Land is not depreciated.

The estimated useful lives of property, plant and equipment for current and comparative periods are as follows:

The estimated useful lives of property, plant and equipment
are as follows:
for current and comp
1)Buildings 23~56 years
2)Vessel equipment 2~18 years
3)Major component of vessels: docking repair assets 2.5 years
4)Containers 1~10 years
5)Privileged wharf equipment 2~15 years
6)Other equipment 3~15 years

Depreciation methods, useful lives and residual values, are reviewed at each reporting date, and adjusted if appropriate.

18

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

(l) Leases

At inception of a contract, the Company assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

  • (i) As a lessee

The Company recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be reliably determined, the Company’s incremental borrowing rate. Generally, the Company uses its incremental borrowing rate as the discount rate.

Lease payments included in the measurement of the lease liability comprise the following:

  • - fixed payments, including in-substance fixed payments;

  • - variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

  • amounts expected to be payable under a residual value guarantee; and

  • - payments for purchase or termination options that are reasonably certain to be exercised.

The lease liability is measured at amortized cost using the effective interest method. It is remeasured when:

  • there is a change in future lease payments arising from the change in an index or rate; or

  • - there is a change in the Company’s estimate of the amount expected to be payable under a residual value guarantee; or

  • - there is a change in the lease term resulting from a change of its assessment on whether it will exercise an option to purchase the underlying asset, or

  • - there is a change of its assessment on whether it will exercise a extension or termination option; or

  • there is any lease modifications

19

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

When the lease liability is remeasured, other than lease modifications, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or in profit and loss if the carrying amount of the right-of-use asset has been reduced to zero.

When the lease liability is remeasured to reflect the partial or full termination of the lease for lease modifications that decrease the scope of the lease, the Company accounts for the remeasurement of the lease liability by decreasing the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognize in profit or loss any gain or loss relating to the partial or full termination of the lease.

The Company presents right-of-use assets that do not meet the definition of investment and lease liabilities as a separate line item respectively in the statement of financial position.

If an arrangement contains lease and non-lease components, the Company will allocate the consideration in the contract to each lease component on the basis of their relative stand-alone prices. However, for the leases of land and buildings in which it is a lessee, the Company has elected not to separate non-lease components and account for the lease and non-lease components as a single lease component.

The Company has elected not to recognize right-of-use assets and lease liabilities for shortterm leases of vessels, buildings, containers and other equipment that have a lease term of 12 months or less and leases of low-value assets, including IT equipment. The Company recognizes the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

As a practical expedient, the Company elects not to assess whether all rent concessions that meets all the following conditions are lease modifications or not:

  • the rent concessions occurring as a direct consequence of the COVID-19 pandemic;

  • - the change in lease payments that resulted in revised consideration for the lease that is substantially the same as, or less than, the consideration for the lease immediately preceding the change;

  • - any reduction in lease payments that affects only those payments originally due on, or before, June 30, 2022; and

  • there is no substantive change in other terms and conditions of the lease.

In accordance with the practical expedient, the effect of the change in the lease liability is reflected in profit or loss in the period in which the event or condition that triggers the rent concession occurs.

  • (ii) As a lessor

When the Company acts as a lessor, it determines at lease commencement whether each lease is a finance lease or an operating lease. To classify each lease, the Company makes an overall assessment of whether the lease transfers to the lessee substantially all of the risks and rewards of ownership incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then the lease is an operating lease. As part of this assessment, the Company considers certain indicators such as whether the lease is for the major part of the economic life of the asset.

20

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

If an arrangement contains lease and non-lease components, the Company applies IFRS15 to allocate the consideration in the contract.

  • (m) Intangible assets

  • 1.Recognition and measurement

Goodwill arising from the acquisition of a subsidiary is measured at cost less accumulated impairment loss.

Expenses related to research activities are recognized as profit of loss incurred.

Development expenditures are made only when they can be reliably measured, the technical or commercial viability of the product or process has been achieved, it is probable that future economic benefits will flow to the Company, and the Company intends and has sufficient resources to complete the development and use or sell the asset be capitalized. Other development expenditures are recognized in profit or loss as incurred. Subsequent to original recognition, capitalized development expenditure is measured at its cost less accumulated amortization and accumulated impairment.

Other intangible assets, including software and trademarks, that are acquired by the Company and have finite useful lives are measured at cost less accumulated amortization and any accumulated impairment losses.

2.Subsequent expenditure

Subsequent expenditure is capitalized only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognized in profit or loss as incurred.

  • 3.Amortization

Amortization is calculated over the cost of the asset, less its residual value, and is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use.

The estimated useful lives for current and comparative periods are as follows:

1)Software 2~5 years
2)Trademarks 3~10 years

Amortization methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

  • (n) Impairment of non-financial assets

At each reporting date, the Company reviews the carrying amounts of its non-financial assets (other than inventories, contract assets and deferred tax assets ) to determine whether there is any indication of impairment. If any such indication exists, then the asset’ s recoverable amount is estimated. Goodwill is tested annually for impairment.

For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination.

21

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Value in use is based on the estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU.

An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount.

Impairment losses are recognized in profit or loss. They are allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other assets in the CGU on a pro rata basis.

An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

  • (o) Revenue

  • 1.Revenue from contracts with customers

Revenue is measured based on the consideration to which the Company expects to be entitled in exchange for transferring goods or services to a customer. The Company recognizes revenue when it satisfies a performance obligation by transferring control of a good or a service to a customer. The accounting policies for the Company’s main types of revenue are explained below.

  • 1) Service revenue

The Company provides vessel transportation services and recognizes revenue using percentageof-completion of voyage method. If the Company has recognized revenue, but not have the right to collect bill, then the entitlement to consideration is recognized as a contract asset. The contract asset is transferred to receivables when the entitlement to payment becomes unconditional. When the payment has excessed the services rendered, then the entitlement to consideration is recognized as a contract liability.

  • 2) Rental revenue

The Company provides rental of vessels, slottage rental expense and containers and recognizes revenue using straight-line method over the lease term.

  • 3) Financing components

The Company does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the Company does not adjust any of the transaction prices for the time value of money.

  • (p) Government grants

The Company recognizes an unconditional government grant as other income when the grant becomes receivable. Other government grants related to assets are initially recognized as deferred income at fair value if there is reasonable assurance that they will be received and the Company will comply with the conditions associated with the grant; they are then recognized in profit or loss as other income on a systematic basis over the useful life of the asset. Grants that compensate the Company for expenses or losses incurred are recognized in profit or loss on a systematic basis in the periods in which the expenses or losses are recognized.

22

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  • (q) Employee benefits

  • 1.Defined contribution plans

Obligations for contributions to the defined contribution plans are expensed as related service is provided.

  • 2.Defined benefit plans

The Company’s net obligation in respect of defined benefit plans is calculated separately for each the plan by estimating the amount of future benefit that employees have earned in the current and prior periods, discounting that amount and deducting the fair value of any plan assets.

The calculation of defined benefit obligations is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a potential asset for the Company, the recognized asset is limited to the present value of economic benefits available in the form of any future refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to any applicable minimum funding requirements.

Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the effect of the asset ceiling if any (excluding interest), are recognized immediately in other comprehensive income, and accumulated in retained earnings within equity.

The Company determines the net interest expense (income) on the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of the annual period to the then-net defined benefit liability (asset). Net interest expense and other expenses related to defined benefit plans are recognized in profit or loss.

When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss on curtailment is recognized immediately in profit or loss. The Company recognizes gains and losses on the settlement of a defined benefit plan when the settlement occurs.

  • 3.Short-term employee benefits

Short-term employee benefits are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.

  • (r) Income taxes

Income taxes comprise current taxes and deferred taxes. Except for expenses related to business combinations or recognized directly in equity or other comprehensive income, all current and deferred taxes are recognized in profit or loss.

The Company has determined that interest and penalties related to income taxes, including uncertain tax treatment, do not meet the definition of income taxes, and therefore accounted for them under IAS37.

Current taxes comprise the expected tax payables or receivables on the taxable profits (losses) for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payables or receivables are the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date.

23

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases. Deferred taxes are recognized except for the following:

  • 1.temporary differences on the initial recognition of assets and liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profits (losses) at the time of the transaction;

  • 2.temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the Company is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and

  • 3.taxable temporary differences arising on the initial recognition of goodwill.

Deferred tax assets are recognized for the carry forward of unused tax losses, unused tax credits, and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be utilized. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefits will be realized; such reductions are reversed when the probability of future taxable profits improves.

Deferred taxes are measured at tax rates that are expected to be applied to temporary differences when they reserve, using tax rates enacted or substantively enacted at the reporting date.

Deferred tax assets and liabilities are offset if the following criteria are met:

  • 1.the Company has a legally enforceable right to set off current tax assets against current tax liabilities; and

  • 2.the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either:

  • 1) the same taxable entity; or

  • 2) different taxable entities which intend to settle current tax assets and liabilities on a net basis, or to realize the assets and liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.

  • (s) Earnings per share

The Company discloses the Company’s basic and diluted earnings per share attributable to ordinary shareholders of the Company. Basic earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding. Diluted earnings per share is calculated as the profit attributable to ordinary shareholders of the Company divided by the weighted average number of ordinary shares outstanding after adjustment for the effects of all potentially dilutive ordinary shares, such as employee compensation.

(t) Operating segments

The operating segment information is disclosed in the Company's consolidated financial statements; therefore, the Company does not disclose segment information in these financial statements.

24

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty

The preparation of the financial statements in conformity with the Regulations and the IFRSs endorsed by the FSC requires management to make judgments, estimates, and assumptions that affect the application of the accounting policies and the reported amount of assets, liabilities, income, and expenses. Actual results may differ from these estimates.

The management continues to monitor the accounting estimates and assumptions. The management recognizes any changes in accounting estimates during the period and the impact of those changes in accounting estimates in the future period.

  • (a) Revenue recognition

The Company’s cargo freight revenue is recognized using the percentage-of-completion of voyage method. The method is based on historical trend, and the high uncertainty of voyage days will lead to adjustments of the estimated value.

(6) Explanation to Significant Accounts

  • (a) Cash and cash equivalents
Cash
Savings accounts
Time deposits
Cash and cash equivalents in statement of cash flows
2021.12.31
$ 90,539
31,842,214
8,180,835
$
40,113,588
2020.12.31
54,325
8,016,024
482,660
8,553,009

Please refer to Note 6(x) for the interest rate analysis of financial assets and liabilities.

  • (b) Financial assets and liabilities at fair value through profit or loss
Financial assets and liabilities at fair value through profit or lo ss
Mandatorily measured at fair value through profit or loss:
Non-derivative financial assets
Stocks listed on domestic markets
Emerging stocks on domestic markets
Total
2021.12.31
$ 6,249,968
11,108
$
6,261,076
2020.12.31
4,836,764
8,076
4,844,840

1.For the net gain or loss on fair value on financial instruments at FVTPL, please refer to Note 6(w).

2.As of December 31, 2021 and 2020, the Company's financial assets were not pledged as collateral.

  • (c) Financial assets at fair value through other comprehensive income
Equity investments at fair value through other
comprehensive income
Stocks listed on domestic markets
Stocks unlisted on domestic markets
Total
2021.12.31
$ 3,812,966
479,305
$
4,292,271
2020.12.31
3,377,664
450,120
3,827,784

25

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  1. Equity investments at fair value through other comprehensive income

The Company designated the investments shown above as equity securities at fair value through other comprehensive income because these equity securities represent those investments that the Company intends to hold for long-term for strategic purposes.

For the years ended December 31, 2021 and 2020, no strategic investments were disposed, and there were no transfers of any cumulative gain or loss within equity relating to these investments.

For the years ended December 31, 2021 and 2020, the dividends of $119,584 thousand and $117,358 thousand related to equity investments at fair value through other comprehensive income, were recognized.

  1. For credit risk and market risk, please refer to Note 6(y).

  2. As of December 31, 2021 and 2020, the financial assets of the Company had not been pledged as collateral.

  3. (d) Financial assets at amortized cost

Current

2021.12.31
$
63,717
2020.12.31
-

Financial assets at amortized cost are restricted bank deposits that do not meet the requirement of cash equivalents.

The Company's financial assets at amortized cost were not pledged as collateral.

The Company's degree of exposure to credit risk and currency risk, please refer to note 6(x).

  • (e) Financial instruments used for hedging

The amounts at the reporting date relating to the lease liabilities designated as hedging instruments were as follows:

were as follows:
Cash flow hedge:
Financial liabilities used for hedging:
Current lease liabilities
Non-current lease liabilities
Total
2021.12.31
$ 985,592
2,576,487
$
3,562,079
2020.12.31
818,459
2,855,649
3,674,108

The Company’s strategy is to use lease liabilities to hedge its estimated foreign currency exposure in respect of highly probable future cash revenues. The amounts at the reporting date relating to the items designated as hedging instruments were as follows:

Items to be hedged Financial assets or
liabilities designated
to be hedging
instruments
Fair va lue Time period(s)
during which the
future cash flows
Time period(s) during which the
related gains or losses are expected to
be recognized in the income
generated
statement
2021~2026
2021~2026
2021~2028
2021~2028
2021
2020
$
33,484
116,840
Time period(s)
during which the
future cash flows
Time period(s) during which the
related gains or losses are expected to
be recognized in the income
generated
statement
2021~2026
2021~2026
2021~2028
2021~2028
2021
2020
$
33,484
116,840
2021.12.31
$ 2,525,174
1,036,905
2020.12.31
Freight revenue (USD)
WHL terminal revenue (JPY)
Lease liabilities
Lease liabilities
Items
2,312,368
1,361,740
2021~2026
2021~2028
2020
Amounts recognized as other comprehensive income 116,840

26

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

For the years ended December 31, 2021 and 2020, no ineffective portion of cash flow hedge that should be recognized in profit or loss, for reconciliation of each component of equity, and an analysis of other comprehensive income, please refer to note (6)(s).

  • (f) Notes receivable and accounts receivable
Notes receivable
Accounts receivable
Less: Allowance for doubtful receivables
2021.12.31
$ 69,697
1,993,245
(1,683)
$
2,061,259
2020.12.31
49,698
1,316,554
(358)
1,365,894

The Company applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables on December 31, 2021 and 2020. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information. The loss allowance provision as of December 31, 2021 and 2020 was determined as follows:

Current
Overdue 0~30 days
Overdue 31~120 days
Overdue 121~365 days
Overdue more than 365 days
Current
Overdue 0~30 days
Overdue 31~120 days
Overdue 121~365 days
Overdue more than 365 days
2021.12.31
Gross carrying
amount
$ 1,920,387
116,113
26,028
231
183
$
2,062,942
Weighted-average
loss rate
0%~0.0006%
0%~0.0007%
0%~0.002%
0%~0.003%
0%~100%
2020.12.31
Loss allowance
provision
1,683
-
-
-
-
1,683
Weighted-average
loss rate
0%~0.0006%
0%~0.0007%
0%~0.002%
0%~0.003%
0%~100%
Loss allowance
provision
358
-
-
-
-
358

The movement in the allowance for notes and accounts receivable were as follows:

Beginning balance
Impairment losses recognized
Ending balance (equals to beginning balance)
2021
$ 358
1,325
$
1,683
2020
358
-
358

Please refer to (6)(x) for the credit risks and the currency risks of the notes receivable, accounts receivable, other receivables and receivables from agents of the Company.

27

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

As of December 31, 2021 and 2020, the notes and trade receivable of the Company had not been pledged as collateral.

  • (g) Inventories
Light marine diesel oil
Heavy marine diesel oil
Fresh lubricating oil
Subtotal
Less: Allowance for inventory valuation and obsolescence
losses
Total
2021.12.31
$ 78,685
713,060
8,394
800,139
-
$
800,139
2020.12.31
119,331
1,048,866
5,841
1,174,038
(13,147)
1,160,891

For the year ended December 31, 2021, the net realizable value increased and the reversals amounted to $13,147 thousand were recognized in cost of goods sold because the previous reason that caused the net realizable value of inventories lower than its cost has disappeared.

For the year ended December 31, 2020, the write-downs of inventories to net realizable value amounted to $12,987 thousand. The write-downs were included in operating costs.

As of December 31, 2021 and 2020, the Company’s inventories were not pledged as collateral.

  • (h) Investments accounted for using equity method

A summary of the Company’s financial information for investments accounted for using the equity method at the reporting date is as follows:

method at the reporting date is as follows:
Subsidiaries
Associates
2021.12.31
$ 108,877,928
1,022,839
$
109,900,767
2020.12.31
35,967,363
970,620
36,937,983

1. Subsidiaries

Please refer to the consolidated financial statements for the years ended December 31, 2021.

2. Associates

For the first half of 2017, the Company acquired 16.5% of the shares of Hai Phong International Container Terminal Company Ltd. (HICT) for USD6,459 thousand in cash. The Company gets one of HICT's directors, and participated its finance and operating policy decision. Therefore, the Company has significant influence on it, and accounts for it using equity method.

The financial information of individually non-significant equity method associates included in the financial statements were as follows:

financial statements were as follows:
The carrying amount of individually non-significant
associates' equity
2021.12.31
$
1,022,839
2020.12.31
970,620

28

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Attributable to the Company:
Profit (loss) from continuing operations
Total comprehensive income
2021
$ 125,921
$
125,921
2020
149,785
149,785

3.Collateral

As of December 31, 2021 and 2020, the Company's investments accounted for using equity method were not pledged as collateral.

(i) Property, plant and equipment

The cost, depreciation, and impairment of the property, plant and equipment of the Company for the years ended December 31, 2021 and 2020, were as follows:

Cost:
Balance at January 1, 2021
Additions
Reclassification
Disposals
Balance at December 31, 2021
Balance at January 1, 2020
Additions
Reclassification
Disposals
Balance at December 31, 2020
Depreciation and impairment loss:
Balance at January 1, 2021
Depreciation
Disposals
Balance at December 31, 2021
Balance at January 1, 2020
Depreciation
Disposals
Balance at December 31, 2020
Carrying amounts:
Balance at December 31, 2021
Balance at January 1, 2020
Balance at December 31, 2020
Land
$ 2,194,439
-
-
-
$
2,194,439
$ 620,477
1,573,962
-
-
$
2,194,439
$ -
-
-
$
-
$ -
-
-
$
-
$
2,194,439
$
620,477
$
2,194,439
Buildings
766,164
-
-
-
766,164
123,736
642,428
-
-
766,164
77,942
15,323
-
93,265
72,067
5,875
-
77,942
672,899
51,669
688,222
Vessels
3,903,402
63,851
-
-
3,967,253
3,814,756
88,646
-
-
3,903,402
3,133,746
107,070
-
3,240,816
3,029,103
104,643
-
3,133,746
726,437
785,653
769,656
Containers
27,654,227
14,829,314
-
(365,949)
42,117,592
25,988,525
2,276,647
-
(610,945)
27,654,227
11,968,137
2,317,818
(315,291)
13,970,664
10,980,636
1,559,186
(571,685)
11,968,137
28,146,928
15,007,889
15,686,090
Other
equipment
804,320
401,706
68,349
(13,743)
1,260,632
746,315
50,957
26,159
(19,111)
804,320
432,605
101,032
(13,743)
519,894
373,240
78,476
(19,111)
432,605
740,738
373,075
371,715
Privileged
wharf
equipment
2,307,365
38,697
3,804
-
2,349,866
2,031,044
96,301
180,020
-
2,307,365
1,041,350
132,518
-
1,173,868
916,265
125,085
-
1,041,350
1,175,998
1,114,779
1,266,015
Total
37,629,917
15,333,568
72,153
(379,692)
52,655,946
33,324,853
4,728,941
206,179
(630,056)
37,629,917
16,653,780
2,673,761
(329,034)
18,998,507
15,371,311
1,873,265
(590,796)
16,653,780
33,657,439
17,953,542
20,976,137

As of December 31, 2021 and 2020, the property, plant and equipment of the Company had been pledged as collateral for long-term borrowings and guaranteed financing; please refer to note (8).

29

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

(j ) Right-of-use assets

The Company leases many assets including wharfs, vessels, containers, and other equipment. Information about leases for which the Company as a lessee is presented below:

Cost:
Balance as of January 1, 2021
Additions
Decreases
Remeasurement
Balance as of December 31, 2021
Balance as of January 1, 2020
Additions
Decreases
Remeasurement
Balance as of December 31, 2020
Accumulated depreciation and impairment losses:
Balance as of January 1, 2021
Depreciation for the year
Decreases
Balance as of December 31, 2021
Balance as of January 1, 2020
Depreciation for the year
Decreases
Balance as of December 31, 2020
Carrying amount:
Balance as of December 31, 2021
Balance as of January 1, 2020
Balance as of December 31, 2020
Wharfs
$ 4,231,562
-
-
(2,201)
$
4,229,361
$ 3,595,337
1,276
-
634,949
$
4,231,562
$ 870,303
435,172
-
$
1,305,475
$ 432,346
437,957
-
$
870,303
$
2,923,886
$
3,162,991
$
3,361,259
Vessels
77,617,146
-
(32,636,632)
84,380,963
129,361,477
86,246,985
14,294,058
(12,635,174)
(10,288,723)
77,617,146
9,083,887
8,368,879
(2,915,431)
14,537,335
5,454,565
5,350,361
(1,721,039)
9,083,887
114,824,142
80,792,420
68,533,259
Containers
3,078,058
840,462
(2,123)
54,349
3,970,746
1,375,646
1,710,439
(105,739)
97,712
3,078,058
684,948
722,467
(2,123)
1,405,292
339,996
450,691
(105,739)
684,948
2,565,454
1,035,650
2,393,110
Others
25,507
-
-
-
25,507
14,972
11,706
(1,171)
-
25,507
10,527
6,416
-
16,943
4,619
6,398
(490)
10,527
8,564
10,353
14,980
Total
84,952,273
840,462
(32,638,755)
84,433,111
137,587,091
91,232,940
16,017,479
(12,742,084)
(9,556,062)
84,952,273
10,649,665
9,532,934
(2,917,554)
17,265,045
6,231,526
6,245,407
(1,827,268)
10,649,665
120,322,046
85,001,414
74,302,608

30

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  • (k) Investment property

Investment property comprises office buildings that are leased to third parties under operating leases, including properties that are held as right-of-use assets, as well as properties that are owned by the Company. The leases of investment properties contain an initial non-cancellable lease term of 2 to 3 years, with the partial lessees having the options to extend at the end of the term.

For all investment property leases, the rental income is fixed under the contracts. Information about investment property of the Company is presented below:

Cost:
Balance at January 1, 2021
Purchases
Balance at December 31, 2021
Balance at January 1, 2020
Purchases
Balance at December 31, 2020
Depreciation and impairment losses:
Balance at January 1, 2021
Depreciation for the year
Balance at December 31, 2021
Balance at January 1, 2020
Depreciation for the year
Balance at December 31, 2020
Carrying amount:
Balance at December 31, 2021
Balance at January 1, 2020
Balance at December 31, 2020
Fair value:
Balance at December 31, 2021
Balance at December 31, 2020
Owned property
Land and
improvements
Buildings
Total
$ 2,828,223
663,883
3,492,106
-
35,687
35,687
$
2,828,223
699,570
3,527,793
$ 1,269,509
153,875
1,423,384
1,558,714
510,008
2,068,722
$
2,828,223
663,883
3,492,106
$ -
19,425
19,425
-
25,714
25,714
$
-
45,139
45,139
$ -
3,995
3,995
-
15,430
15,430
$
-
19,425
19,425
$
2,828,223
654,431
3,482,654
$
1,269,509
149,880
1,419,389
$
2,828,223
644,458
3,472,681
$
4,021,029
$
3,820,400
Total
Land and
improvements
$ 2,828,223
-
$
2,828,223
$ 1,269,509
1,558,714
$
2,828,223
$ -
-
$
-
$ -
-
$
-
$
2,828,223
$
1,269,509
$
2,828,223
3,492,106
35,687
3,527,793
1,423,384
2,068,722
3,492,106
19,425
25,714
45,139
3,995
15,430
19,425
3,482,654
1,419,389
3,472,681

31

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

The fair value of investment properties (as measure or disclosed in the financial statements) in Taiwan at December 31, 2021 and 2020 was based on valuation by a qualified independent appraiser who has recent valuation experience in the location and category of the investment property being valued. The yield method under the income approach would have been used by calculating cash flow generated from rental operations if there was no active market for the investment properties. The inputs of levels of fair value hierarchy in determining the fair value is classified to Level 3. The ranges of yields applied to the net annual rentals used to determine the fair value of properties in the year of 2021 and 2020 were as follows:

Location
Taiwan
2021
2020
1.58%-2.18%
1.59%-2.11%

The investment property is a commercial real estate which was bought for operation planning on December 31, 2021 and 2020. That property has been currently leasing out for rental income, and no contingent rents are charged. The rent revenue is $40,417 thousand and $16,629 thousand for the year 2021 and 2020, respectively.

The details of investment property that has been pledged as collateral for long-term borrowings and financing lines on December 31, 2021, please refer to note (8).

As of December 31, 2020, the investment property of the Company had not been pledged as collateral.

(l) Intangible assets

The costs and amortization of the intangible assets of the Company for the years ended December 31, 2021 and 2020 were as follows:

Costs:
Balance at January 1, 2021
Additions
Reclassification
Disposals
Balance at December 31, 2021
Balance at January 1, 2020
Additions
Reclassification
Disposals
Balance at December 31, 2020
Computer
software
$ 149,118
48,814
580
(46,390)
$
152,122
$ 155,510
21,464
49,719
(77,575)
$
149,118
Trademarks
4,057
68
-
(82)
4,043
4,081
293
-
(317)
4,057
Total
153,175
48,882
580
(46,472)
156,165
159,591
21,757
49,719
(77,892)
153,175

32

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Amortization and impairment loss:
Balance at January 1, 2021
Amortization for the year
Disposals
Balance at December 31, 2021
Balance at January 1, 2020
Amortization for the year
Disposals
Balance at December 31, 2020
Carrying amounts:
Balance at December 31, 2021
Balance at December 31, 2020
Balance at January 1, 2020
Computer
software
$ 71,237
55,304
(46,390)
$
80,151
$ 81,991
66,821
(77,575)
$
71,237
$
71,971
$
77,881
$
73,519
Trademarks
1,424
427
(82)
1,769
1,315
426
(317)
1,424
2,274
2,633
2,766
Total
72,661
55,731
(46,472)
81,920
83,306
67,247
(77,892)
72,661
74,245
80,514
76,285
  1. Recognition of amortization and impairment

The amortization of intangible assets and their impairment losses are included in the statement of comprehensive income:

Operating costs
Operating expense
(m) Short-term borrowings
Unsecured bank loans
Unused short-term credit lines
2021
$
27,764
$
27,967
2021.12.31
$
-
$
4,774,432
2020
20,655
46,592
2020.12.31
-
3,732,456
  • 1.Issuance and repayment of short-term borrowings

For the years ended December 31, 2021 and 2020, the proceeds from short-term borrowings amounted to $1,220,000 thousand and $9,420,000 thousand respectively and the repayments amounted to $1,220,000 thousand and $9,420,000 thousand respectively.

  • 2.Collateral for bank loan

There were no assets pledged as collateral for the short-term borrowings of the Company.

33

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  • (n) Long-term borrowings

The borrowings were summarized as follows:

Unsecured bank loans - USD
Unsecured bank loans - TWD
Secured bank loans - USD
Secured bank loans - TWD
Commercial paper
Less: Discount on commercial paper
Less: Current portion
Total
Unused long-term credit lines
Range of interest rates
Expiration date 2021.12.31
$ 466,678
500,000
9,133,125
3,013,000
4,810,000
(948)
(2,878,817)
$
15,043,038
$
25,130,760
0.20%~1.11%
2020.12.31
695,475
2,150,000
7,399,097
1,949,667
2,810,000
(139)
(2,747,118)
2022/12/21-2024/02/11
2023/12/08
2022/10/23-2026/10/15
2040/10/08-2041/05/04
2023/06/11-2025/01/20
12,256,982
15,762,000
0.26%~2.80%

For information on the Company's interest risk, currency risk and liquidity risk, please refer to note 6(x).

  • 1.Issuance and repayment of long-term borrowings

For the years ended December 31, 2021 and 2020, the proceeds from long-term borrowings amounted to $7,887,815 thousand and $9,650,640 thousand respectively, and the repayment amounted to $5,053,769 thousand and $7,250,083 thousand, respectively.

  • 2.Collateral for long-term borrowings

For the collateral for long-term borrowings, please refer to note (8). The Company applied for credit lines from banks, but had not pledged any asset as collateral, and the assets will be pledged as collateral at the time of drawdown. As of December 31, 2021, the unused long-term credit lines are $10,616,150 thousand.

  • (o) Bonds payable
Unsecured bond-2017 first domestic bond issue
Unsecured bond-2019 first domestic bond issue
Unsecured bond-2019 second domestic bond
issue
Unsecured bond-2020 first domestic bond issue
Total
Current
Non-current
Total
2021.12.31
Currency Interest rate
collars
Expiration
Amount
2022/06/26
$ 2,100,000
2022/06/18~2024/06/18
4,800,000
2024/10/07~2026/10/07
3,200,000
2025/10/23
2,500,000
$
12,600,000
$ 3,600,000
9,000,000
$
12,600,000
TWD
TWD
TWD
TWD
1.55%
0.95%~1.05%
0.97%~1.07%
0.97%

34

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Unsecured bond-2014 first domestic bond issue
Unsecured bond-2016 first domestic bond issue
Unsecured bond-2017 first domestic bond issue
Unsecured bond-2019 first domestic bond issue
Unsecured bond-2019 second domestic bond
issue
Unsecured bond-2020 first domestic bond issue
Total
Current
Non-current
Total
2020.12.31
Currency Interest rate
collars
Expiration
Amount
2021/08/14
$ 800,000
2021/06/21
3,000,000
2022/06/26
2,100,000
2022/06/18~2024/06/18
4,800,000
2024/10/07~2026/10/07
3,200,000
2025/10/23
2,500,000
$
16,400,000
$ 3,800,000
12,600,000
$
16,400,000
TWD
TWD
TWD
TWD
TWD
TWD
1.95%
1.18%
1.55%
0.95%~1.05%
0.97%~1.07%
0.97%
  1. Unsecured bond-2014 first domestic bond issue

The Company issued an unsecured corporate bond in August 2014. It was the Company’s first domestic bond issue in 2014 and was effective upon submission to the regulatory authority on June 17, 2014. The issuance terms were as follows:

  • 1) Issue amount

TWD 1,800,000 thousand. There are two series of bonds categorized by the terms, with series A amounting to TWD 1,000,000 thousand and series B amounting to TWD 800,000 thousand.

  • 2) Nominal amount

Par value TWD 1,000 thousand per unit.

  • 3) Issuance period

The issuance dates are August 14, 2014; the maturity periods for series A and B are five and seven years, respectively.

  • 4) Issued price: at par value

  • 5) Nominal interest rate

  • 1) Series A: 1.65%

  • 2) Series B: 1.95%

  • 6) Payment of interest: The interest is paid once a year by simple interest and is rounded to the closest digit. Interest payment is postponed to the following business day if the repayment date is on a non-business day, excluding additional interest. There is no additional interest for the period after the maturity date if the bondholders apply for repayment after that date.

  • 7) Redemption on the maturity date

The ordinary bonds will be redeemed at par on the maturity date.

35

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

8) Bond form: No physical bonds were released; the bonds were registered with TDCC.

  • 9) Trustee

The trustee is Hua Nan Commercial Bank Ltd., which represents the bondholders’ interest and executes the responsibility of monitoring the duties of the Company under the contractual agreement. Holders of the bonds agree with the rights and responsibilities represented by the trustee, regardless of the date of acquiring the Company’s bonds. Bondholders can review the content of the representation agreement during the office hours of the trustee.

  • 10) Agency for payment of principal and interest

Hua Nan Commercial Bank Ltd., Cheng Tung Branch is assigned for handling payments of the principal and interest according to the bondholder list provided by TDCC.

  • 11) Underwriter: None.

  • 12) Announcement

The related information can be acquired from the Market Observation Post System.

  1. Unsecured bond-2016 first domestic bond issue

The Company issued an unsecured corporate bond in June 2016. It was the Company’ s first domestic bond issue in 2016 and was effective upon submission to the regulatory authority on June 14, 2016. The issuance terms were as follows:

  • 1) Issue amount

TWD 3,000,000 thousand.

  • 2) Nominal amount

Par value TWD 1,000 thousand per unit.

  • 3) Issuance period

The issuance date is June 21, 2016; the maturity date is June 21, 2021; the maturity period is five years.

  • 4) Issued price: at par value

  • 5) Nominal interest rate: 1.18%

  • 6) Payment of interest: The interest is paid once a year by simple interest and is rounded to the closest digit. Interest payment is postponed to the following business day if the repayment date is on a non-business day, excluding additional interest. There is no additional interest for the period after the maturity date if the bond holders apply for repayment after that date.

  • 7) Redemption on the maturity date

The ordinary bonds will be redeemed at par on the maturity date.

8) Bond form: No physical bonds were released; the bonds were registered with TDCC.

36

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  • 9) Trustee

The trustee is Hua Nan Commercial Bank Ltd., which represents the bondholders’ interest and executes the responsibility of monitoring the duties of the Company under the contractual agreement. Holders of the bonds agree with the rights and responsibilities represented by the trustee, regardless of the date of acquiring the Company’s bonds. Bondholders can review the content of the representation agreement during the office hours of the trustee.

  • 10) Agency for payment of principal and interest

Hua Nan Commercial Bank Ltd., Cheng Tung Branch is assigned for handling payments of the principal and interest according to the bondholder list provided by TDCC.

  • 11) Underwriter: MasterLink Securities Corporation.

  • 12) Announcement

The related information can be acquired from the Market Observation Post System.

  1. Unsecured bond-2017 first domestic bond issue

The Company issued an unsecured corporate bond in June 2017. It was the Company’ s first domestic bond issue in 2017 and was effective upon submission to the regulatory authority on June 15, 2017. The issuance terms were as follows:

  • 1) Issue amount

TWD 2,100,000 thousand.

  • 2) Nominal amount

Par value TWD 1,000 thousand per unit.

  • 3) Issuance period

The issuance date is June 26, 2017; the maturity date is June 26, 2022; the maturity period is five years.

  • 4) Issued price: at par value

  • 5) Nominal interest rate: 1.55%

  • 6) Payment of interest: The interest is paid once a year by simple interest and is rounded to the closest digit. Interest payment is postponed to the following business day if the repayment date is on a non-business day, excluding additional interest. There is no additional interest for the period after the maturity date if the bond holders apply for repayment after that date.

  • 7) Redemption on the maturity date

The ordinary bonds will be redeemed at par on the maturity date.

8) Bond form: No physical bonds were released; the bonds were registered with TDCC.

9) Trustee

The trustee is Hua Nan Commercial Bank Ltd., which represents the bondholders’ interest and executes the responsibility of monitoring the duties of the Company under the contractual agreement. Holders of the bonds agree with the rights and responsibilities represented by the trustee, regardless of the date of acquiring the Company’s bonds. Bondholders can review the content of the representation agreement during the office hours of the trustee.

37

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  • 10) Agency for payment of principal and interest

Hua Nan Commercial Bank Ltd., Cheng Tung Branch is assigned for handling payments of the principal and interest according to the bondholder list provided by TDCC.

  • 11) Underwriter: Yuanta Securities Corporation is the primary underwriter.

  • 12) Announcement

The related information can be acquired from the Market Observation Post System.

  1. Unsecured bond-2019 first domestic bond issue

The Company issued an unsecured corporate bond in June 2019. It was the Company’ s first domestic bond issue in 2019 and was effective upon submission to the regulatory authority on June 6, 2019. The issuance terms were as follows:

  • 1) Issue amount

TWD 4,800,000 thousand. There are two series of bonds categorized by the terms, with series A amounting to TWD 1,500,000 thousand and series B amounting to TWD 3,300,000 thousand.

  • 2) Nominal amount

Par value TWD 1,000 thousand per unit.

  • 3) Issuance period

The issuance dates are June 18, 2019; the maturity periods for series A and B are three and five years, respectively.

  • 4) Issued price: at par value

  • 5) Nominal interest rate

  • 1) Series A: 0.95%

  • 2) Series B: 1.05%

  • 6) Payment of interest: The interest is paid once a year by simple interest and is rounded to the closest digit. Interest payment is postponed to the following business day if the repayment date is on a non-business day, excluding additional interest. There is no additional interest for the period after the maturity date if the bondholders apply for repayment after that date.

  • 7) Redemption on the maturity date

The ordinary bonds will be redeemed at par on the maturity date.

8) Bond form: No physical bonds were released; the bonds were registered with TDCC.

  • 9) Trustee

The trustee is Jih Sun International Bank Ltd., which represents the bondholders’ interest and executes the responsibility of monitoring the duties of the Company under the contractual agreement. Holders of the bonds agree with the rights and responsibilities represented by the trustee, regardless of the date of acquiring the Company’s bonds. Bondholders can review the content of the representation agreement during the office hours of the trustee.

38

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  • 10) Agency for payment of principal and interest

Jih Sun International Bank Ltd., Xinyi Branch is assigned for handling payments of the principal and interest according to the bondholder list provided by TDCC.

  • 11) Underwriter: Yuanta Securities Corporation is the primary under writer.

  • 12) Announcement

The related information can be acquired from the Market Observation Post System.

  1. Unsecured bond-2019 second domestic bond issue

The Company issued an unsecured corporate bond in October 2019. It was the Company’s second domestic bond issue in 2019 and was effective upon submission to the regulatory authority on September 27, 2019. The issuance terms were as follows:

  • 1) Issue amount

TWD 3,200,000 thousand. There are two series of bonds categorized by the terms, with series A amounting to TWD 1,200,000 thousand and series B amounting to TWD 2,000,000 thousand.

  • 2) Nominal amount

Par value TWD 1,000 thousand per unit.

  • 3) Issuance period

The issuance dates are October 17, 2019; the maturity periods for series A and B are five and seven years, respectively.

  • 4) Issued price: at par value

  • 5) Nominal interest rate

  • 1) Series A: 0.97%

  • 2) Series B: 1.07%

  • 6) Payment of interest: The interest is paid once a year by simple interest and is rounded to the closest digit. Interest payment is postponed to the following business day if the repayment date is on a non-business day, excluding additional interest. There is no additional interest for the period after the maturity date if the bondholders apply for repayment after that date.

  • 7) Redemption on the maturity date

The ordinary bonds will be redeemed at par on the maturity date.

8) Bond form: No physical bonds were released; the bonds were registered with TDCC.

  • 9) Trustee

The trustee is Jih Sun International Bank Ltd., which represents the bondholders’ interest and executes the responsibility of monitoring the duties of the Company under the contractual agreement. Holders of the bonds agree with the rights and responsibilities represented by the trustee, regardless of the date of acquiring the Company’s bonds. Bondholders can review the content of the representation agreement during the office hours of the trustee.

39

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  • 10) Agency for payment of principal and interest

Jih Sun International Bank Ltd., Xinyi Branch is assigned for handling payments of the principal and interest according to the bondholder list provided by TDCC.

  • 11) Underwriter: Master Link Securities Corporation is the primary under writer.

  • 12) Announcement

The related information can be acquired from the Market Observation Post System.

  1. Unsecured bond-2020 first domestic bond issue

The Company issued an unsecured corporate bond in June 2016. It was the Company’ s first domestic bond issue in 2020 and was effective upon submission to the regulatory authority on October 15, 2020. The issuance terms were as follows:

  • 1) Issue amount

TWD 2,500,000 thousand.

  • 2) Nominal amount

Par value TWD 1,000 thousand per unit.

  • 3) Issuance period

The issuance date is October 23, 2020; the maturity date is October 23, 2025; the maturity period is five years.

  • 4) Issued price: at par value

  • 5) Nominal interest rate: 0.97%

  • 6) Payment of interest: The interest is paid once a year by simple interest and is rounded to the closest digit. Interest payment is postponed to the following business day if the repayment date is on a non-business day, excluding additional interest. There is no additional interest for the period after the maturity date if the bond holders apply for repayment after that date.

  • 7) Redemption on the maturity date

The ordinary bonds will be redeemed at par on the maturity date.

8) Bond form: No physical bonds were released; the bonds were registered with TDCC.

9) Trustee

The trustee is Jih Sun International Bank, LTD. which represents the bondholders’ interest and executes the responsibility of monitoring the duties of the Company under the contractual agreement. Holders of the bonds agree with the rights and responsibilities represented by the trustee, regardless of the date of acquiring the Company’s bonds. Bondholders can review the content of the representation agreement during the office hours of the trustee.

  • 10) Agency for payment of principal and interest

Jih Sun International Bank Xinyi Branch, LTD. is assigned for handling payments of the principal and interest according to the bondholder list provided by TDCC.

40

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  • 11) Underwriter: MasterLink Securities Corporation is the primary underwriter.

  • 12) Announcement

The related information can be acquired from the Market Observation Post System.

  • (p) Lease liabilities

The amounts of lease liabilities were as follows:

Current
Non-current
2021.12.31
$
14,743,482
$
107,112,904
2020.12.31
7,790,947
67,680,673

Please refer to note (6)(x) for the analyses of the due date.

For the year ended December 31, 2021 and 2020, the Company’ s lease liabilities recognized as current financial liabilities for hedging were $985,592 thousand and $818,459 thousand, non-current financial liabilities for hedging were $2,576,487 thousand and $2,855,649 thousand, current lease liabilities were $13,757,890 thousand and $6,972,488 thousand, and non-current lease liabilities were $104,536,417 thousand and $64,825,024 thousand, respectively.

The amounts recognized in profit or loss were as follows:

Interest on lease liabilities
Variable lease payments not included in the measurement of lease
liabilities
Expenses relating to short-term leases
Expenses relating to leases of low-value, excluding short-term
leases of low-value assets
Covid-19-related rent concessions
2021
$
1,710,895
$
11,811
$
1,430,324
$
579,236
$
-
2020
1,266,359
11,102
2,180,505
663,862
2,842

The amounts recognized in statement of cash flow were as follows:

Total cash outflow for leases 2021
$
12,323,433
2020
9,590,428
  1. Wharf, and container leases

As of December 31, 2021, the Company leases wharfs and containers for its operating needs. The leases of wharfs typically run for a period of 4 to 15 years, and of containers for 1 to 11 years.

Some payments for wharf leases depend on the variation of loading capacity, in addition, the Company has decided to apply recognition exemptions to some containers and not to recognize right-of-use assets and lease liabilities for short-term leases or leases of low-value assets.

41

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

2. Building leases

As of December 31, 2021, the Company leases buildings for its office space. The leases of office space are typically short-term leases that run within a year. The Company has decided to apply the recognition exemptions for its short-term leases, and not to recognize its right-of-use assets and lease liabilities.

3. Vessel leases

As of December 31, 2021, the Company leases vessels for its operating needs. The vessel leases run for a period of less than 1 year to 27 years. The Company has decided to apply recognition exemptions for short-term leases, and not to recognize right-of-use assets and lease liabilities.

  1. Other leases

As of December 31, 2021, the Company leases other machinery or equipment for its operating needs typically run for a period of 3 to 5 years. Some leases are typically short-term leases or leases of low-value asset that the Company has decided to apply recognition exemptions, and not to recognize right-of-use assets and lease liabilities.

  • (q) Employee benefits

  • Defined benefit plans

Present value of defined benefit obligation
Fair value of plan assets
Recognized liabilities for defined benefit obligations
2021.12.31
$ 1,155,156
(776,085)
$
379,071
2020.12.31
1,128,686
(711,871)
416,815

The Company's defined benefit plans allocate pension reserve to its pension reserve account with Bank of Taiwan. Retirement pensions for each employee to which Labor Standards Act can be applied, are calculated on the basis of service seniority and the average salary for the six months prior to retirement.

  • 1) Composition of plan assets

The Company allocates pension funds in accordance with the Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund, and such funds are managed by the Bureau of Labor Funds, Ministry of Labor. With regard to the utilization of the funds, minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with interest rates offered by local banks.

The Company’s pension reserve account balance amounted to $776,085 thousand at the end of the reporting period. The information used to calculate pension fund assets includes the asset allocation and yield of the fund. Please refer to the information published on the website of the Bureau of Labor Funds, Ministry of Labor.

42

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

2) Movements in present value of the defined benefit obligations

The movements in present value of defined benefit obligations for the Company were as follows:

Defined benefit obligation at January 1
Current service costs and interest cost
Remeasurement on the net defined benefit liabilities
(assets)
-Actuarial loss (gain) arising from changes in
financial assumptions
Benefit paid
Defined benefit obligation at December 31
2021
$ 1,128,686
14,921
39,704
(28,155)
$
1,155,156
2020
1,092,636
17,583
57,817
(39,350)
1,128,686

3) Movements of defined benefit plan assets

The movements in the fair value of the defined benefit plan assets for the Company were as follows:

Fair value of plan assets at January 1
Interest income
Remeasurement on the net defined benefit liabilities
(assets)
-Return on plan assets (excluding current interest)
Contribution paid by employer
Benefit paid
Fair value of plan assets at December 31
2021
$ 711,871
3,828
8,594
65,368
(13,576)
$
776,085
2020
649,976
5,001
19,549
62,729
(25,384)
711,871

4) Expenses recognized in profit or loss

The expenses recognized in profit or loss for the Company was as follows:

Current service costs
Net interest of net liabilities (assets) for defined benefit
obligation
Operating costs
Operating expenses
2021
$ 9,092
2,001
$
11,093
$ 8,193
2,900
$
11,093
2020
9,537
3,045
12,582
8,370
4,212
12,582

43

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

5) Actuarial assumptions

The following are the Company’s principal actuarial assumptions:

Discount rate
Future salary increase rate
2021
2020
%
0.51
%
0.52
%
3.00
%
3.00

The Company will pay to the defined benefit plans which amounted to $66,885 thousand within 1 year after the report day of 2021.

The weighted-average duration of the defined plans is 2~16 years.

6) Sensitivity analysis

If the actuarial assumptions had changed, the impact on the present value of the defined benefit obligation shall be as follows:

December 31, 2021
Discount rate
Future salary increasing rate
December 31, 2020
Discount rate
Future salary increasing rate
Influences of defined benefit obligation
Increased 0.50%
Decreased 0.50%
$ (52,588)
55,374
47,902
(46,262)
$ (53,881)
57,878
50,466
(47,667)

Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation by the amounts shown above. The method used in the sensitivity analysis is consistent with the calculation of pension liabilities in the balance sheets.

There is no change in the method and assumptions used in the preparation of sensitivity analysis for 2021 and 2020.

2. Defined contribution plans

The Company allocates 6% of each employee’ s monthly wages to the labor pension personal account at the Bureau of Labor Insurance in accordance with the provisions of the Labor Pension Act. Under these defined contribution plans, the Company allocates a fixed amount to the Bureau of Labor Insurance without additional legal or constructive obligation.

The pension costs incurred from the contributions to the Bureau of the Labor Insurance amounted to $56,500 thousand and $52,615 thousand for the years ended December 31, 2021 and 2020, respectively.

44

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  • (r) Income taxes

  • Income tax expense

The amount of income tax were as follows:

Current income tax expense:
Current period
Adjustment for prior periods
Deferred tax expense (benefit):
Origination and reversal of temporary differences
Income tax expense from continuing operations
2021
$ 10,525,182
33,311
10,558,493
14,784,478
$
25,342,971
2020
1,244,938
(38,123)
1,206,815
1,550,642
2,757,457

For the years ended December 31, 2021 and 2020, no income taxes were recognized in equity and other comprehensive income.

The amount of income tax recognized in other comprehensive income for 2021 and 2020 were as follows:

2021
Items that will not be reclassified subsequently to profit or
loss:
Remeasurement from defined benefit plans
$
(6,222)
Items that will be reclassified subsequently to profit or loss:
Exchange differences on translation of foreign operations$
(387)
The reconciliation of income tax and profit before tax for 2021 and 2020 was as
2021
Profit excluding income tax
$
128,685,879
Income tax using the Company’s domestic tax rate
$ 25,737,176
Non-deductible expense
48,005
Tax exempt income
(468,345)
Under (Over) provision in prior periods
33,311
Income tax credit
-
Tax incentives
(7,176)
Total
$
25,342,971
2020
(7,654)
(11,916)
follows:
2020
14,074,438
2,814,888
40,750
(374,783)
295,809
(9,963)
(9,244)
2,757,457

45

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  1. Deferred tax assets and liabilities

  2. 1) Recognized deferred tax assets and liabilities

Changes in the amount of deferred tax assets and liabilities for 2021 and 2020 were as follows:

Deferred Tax Liabilities:
Balance at January 1, 2021
Debit (Credit) Income statement
Balance at December 31, 2021
Balance at January 1, 2020
Debit (Credit) Income statement
Balance at December 31, 2020
Deferred Tax Assets:
Balance at January 1, 2021
(Debit) Credit Income statement
(Debit) Credit Other Comprehensive Income
Balance at December 31, 2021
Balance at January 1, 2020
(Debit) Credit Income statement
(Debit) Credit Other Comprehensive Income
Balance at December 31, 2020
Investment
(loss) gain
under the
equity method
$ 3,118,490
14,652,432
$
17,770,922
$ 1,850,930
1,267,560
$
3,118,490
Defined
Benefit Plans
$ 65,834
(13,771)
6,222
$
58,285
$ 71,003
(12,823)
7,654
$
65,834
Deferred
depreciation
expense
1,002,108
259,543
1,261,651
840,276
161,832
1,002,108
Loss
Carryforward
303,284
(303,284)
-
-
264,361
38,923
-
303,284
Others
9,540
(9,540)
-
18,056
(8,516)
9,540
Others
41,101
131,728
387
173,216
185,051
(155,866)
11,916
41,101
Total
4,130,138
14,902,435
19,032,573
2,709,262
1,420,876
4,130,138
Total
410,219
(185,327)
6,609
231,501
520,415
(129,766)
19,570
410,219

3. Examination and Approval

The Company’ s income tax returns through 2017 were examined and approved by the tax authority.

  • (s) Capital and other equity

As of December 31, 2021 and 2020, the Company’ s authorized capital consisted of 3,600,000 thousand shares and 2,500,000 thousand shares, amounting to $36,000,000 thousand and $25,000,000 thousand, respectively, both with par value of $10 (TWD) per share. All the issued shares were ordinary shares, consisting of 2,440,127 thousand shares and 2,218,297 thousand shares, respectively, and all the funds of issued shares had been received.

The Company's reconciliation of outstanding shares for the years ended December 31, 2021 and 2020 were as follows:

(in thousands)
Balance at January 1, 2021
Share dividends
Balance at December 31, 2021
Ordinary shares Ordinary shares
2021
2,218,297
221,830
2,440,127
2020
2,218,297
-
2,218,297

46

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

1. Issuance of ordinary shares

A resolution was passed during the general meeting of the shareholders held on July 20, 2021, for the issuance of 221,830 thousand new shares for unappropriated retained earnings, amounting to $2,218,298 thousand. The Company has received approval from the Financial Supervisory Commission on August 5, 2021, for this capital increase, with September 13, 2021, as the date of capital increase.

2. Capital surplus

The balance of capital surplus was as follows:

The balance of capital surplus was as follows:
Premium on ordinary shares
Paid-in capital in excess of par value through conversion of
corporate bond
The actual differences between the equity and the book
value of subsidiaries' disposal
Change in equity of subsidiaries accounted for under equity
method
2021.12.31
$ 22,839
1,222,787
10,094
16,055
$
1,271,775
2020.12.31
22,839
1,222,787
10,094
16,055
1,271,775

According to the R.O.C. Company Act, capital surplus can only be used to offset a deficit, and only the realized capital surplus can be used to increase the common stock or be distributed as cash dividends. The aforementioned realized capital surplus includes capital surplus resulting from premium on issuance of capital stock and earnings from donated assets received. According to the Regulations Governing the Offering and Issuance of Securities by Securities Issuers, capital increases by transferring capital surplus in excess of par value should not exceed 10% of the total common stock outstanding.

3. Retained earnings

The industry of the Company is highly changeable and capital intensive. The Company is in the stable growing stage. Therefore, in consideration of the future capital needs of long-term financial plans, and to meet the cash flow needs of the shareholders, the Company’ s articles of incorporation require that after-tax earnings shall first be offset against any deficit, and 10% of the remaining balance shall be set aside as legal reserve, and special reserves are to be provided according to the regulations. If there is a requirement for the expansion of transportation equipment and an improvement of the financial structure, the Company may set aside a special reserve.

If there is a still remaining balance, the Company shall allocate upward of 10% of it, and is allowed to combine with the beginning unappropriated retained earnings, through the Board of Directors to take the Company's capital needs, capital budgets and other factors into account, and also to give consideration to the interests of shareholders and the Company's long-term financial planning, submits the dividend and bonus distribution proposal to be approved by shareholders' meeting, then the amount will be distributed.

47

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

The distribution ration of stock dividends or cash dividends must be done in accordance with the current year's actual profit, capital position, and capital expansion program. The proportion of cash dividends may not be lower than 10% of the total dividends.

1) Legal reserve

When the Company incurs no loss, it may, pursuant to a resolution to be adopted by a shareholders’ meeting, distribute its legal reserve by issuing new shares or by distributing cash. Only the portion of the legal reserve which exceeds 25% of the paid-in capital may be distributed.

2) Special reserve

By appropriating the distributable earnings, the Company will record the net deduction of other shareholders' equity in the current year and recognize the special reserve from the profit and loss of current period and the unappropriated retained earnings in the previous period, when distributing the 2019 annual earnings in 2020, the special reserve shall be made up from the profit and loss in the current period and the undistributed earnings of the previous period. When distributing the 2020 annual earnings in 2021, the items other than the income after-tax of the current period shall be added to the income after-tax of the current period and included in the undistributed amount of the current period. The amount of the appropriated earnings and the unappropriated earnings of the previous period shall be added to the special reserve. For the deduction amount of other shareholders' equity accumulated in the previous period, the special reserve shall not be distributed from the undistributed surplus in the previous period. If there is a subsequent reversal in the amount of the deduction of other shareholders' equity, the earnings may be appropriated according to the reversal.

3) Earnings distribution

The earnings distribution for 2020 and 2019 was decided by the general meeting of shareholders held on July 20, 2021 and June 23, 2020, respectively.

The relevant dividend distribution to shareholders was as follows:

Dividends distributed to
ordinary shareholders
Cash
Employees’ cash bonus
Total
2020
Dividend per
share ($)
Total
amount
$ 1.00
2,218,298
1.00
2,218,298
$
4,436,596
2019
Dividend per
share ($)
Total
amount
0.80
1,774,638
-
-
1,774,638
2019
Dividend per
share ($)
Total
amount
0.80
1,774,638
-
-
1,774,638
Total
amount
1,774,638
-
1,774,638

48

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

4. Other equity (net after tax)

Balance at January 1, 2021
Foreign currency translation differences
Unrealized gains (losses) from financial assets measured at fair value through
other comprehensive income
Gains (losses) from changes in the fair value of the hedging instrument:
-Exchange rate risk for anticipated transactions
Gains (losses) from changes in fair value of the hedging instrument that will be
reclassified to profit or loss:
-Exchange rate risk for anticipated transactions
Balance at December 31, 2021
Balance at January 1, 2020
Foreign currency translation differences
Unrealized gains (losses) from financial assets measured at fair value through
other comprehensive income
Gains (losses) from changes in the fair value of the hedging instrument:
-Exchange rate risk for anticipated transactions
Gains (losses) from changes in fair value of the hedging instrument that will be
reclassified to profit or loss:
-Exchange rate risk for anticipated transactions
Balance at December 31, 2020
Exchange differences
on translation of
foreign financial
statements
$ (3,465,395)
(1,151,605)
-
-
-
$
(4,617,000)
$ (1,352,809)
(2,112,586)
-
-
-
$
(3,465,395)
Unrealized gains
(losses) from
financial assets
measured at fair
value through other
comprehensive
income
75,448
-
370,229
-
-
445,677
(200,376)
-
275,824
-
-
75,448
Gains (losses) on
hedging instrument
150,344
-
-
189,105
(155,621)
183,828
33,504
-
-
113,698
3,142
150,344

(t) Earnings per share

The calculation of basic earnings per share and diluted earnings per share for the year 2021 and 2020 are as follows:

Basic earnings per share
Profit attributable to common shareholders
Weighted-average number of common shares (retrospective
adjustments)
Basic earnings per share (Unit: New Taiwan Dollar)
Diluted earnings per share
Profit attributable to common shareholders (Dilutive)
Weighted-average number of common shares (Basic)
(retrospective adjustments)
Effects of employee stock compensation
Weighted average number of common shares (adjusted for the
effects of all dilutive potential common shares)
Diluted earnings per share (Unit: New Taiwan Dollar)
2021
$
103,342,908
2,440,127
$
42.35
$
103,342,908
2,440,127
4,560
2,444,687
$
42.27
2020
11,316,981
2,440,127
4.64
11,316,981
2,440,127
3,519
2,443,646
4.63

49

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  • (u) Revenue from contracts with customers

  • Disaggregation of revenue

2021
Primary geographical markets:
Asia
$ 108,666,129
the Middle East, India, Red Sea
7,339,099
$
116,005,228
Main service line:
Freight
$ 108,893,103
Rentals
6,318,443
WHL terminal
631,527
Other service
162,155
$
116,005,228
Contract balances
2021.12.31
2020.12.31
Notes receivable
$ 69,697
49,698
Accounts receivable
1,993,245
1,316,554
Less: allowance for doubtful receivables
(1,683)
(358)
Total
$
2,061,259
1,365,894
Contract assets
$
7,835,522
1,530,849
Contract liabilities (recognized as
other current liabilities)
$
131,321
120,993
2020
56,600,987
5,314,529
61,915,516
56,344,281
4,818,378
606,775
146,082
61,915,516
2020.1.1
39,456
674,587
(358)
713,685
733,689
136,948

2.Contract balances

For details on accounts receivable and allowance for impairment, please refer to note 6(f).

The major change in the balance of contract assets and contract liabilities is the difference between the time frame for the performance obligation to be satisfied and the payment to be received.

  • (v) Remuneration of employees and directors

According to the Company's Articles, once the Company has annual profit, it should appropriate no less than 0.6% of the profit to its employees and no higher than 1% to its directors as remuneration. However, if the Company has accumulated deficits, the profit should be reversed to offset the deficit.

For the years ended December 31, 2021 and 2020, the estimated amount of the remunerations to employees were $777,558 thousand and $143,617 thousand, respectively, and the estimated amount of the remunerations to directors' were 129,593 thousand and 143,617 thousand, respectively. These amounts were calculated using the Company's net income before tax without the remunerations to employees and directors for each period, multiplied by the proposed percentage stated under the Company's Article. These remunerations were expensed under operating cost for each period. There were no differences between the actual amounts and the estimates of remunerations. Related information is available on the website of the Market Observation Post System.

50

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

(w) Non-operating income and expenses

1. Interest income

The details of interest income for the years ended December 31, 2021 and 2020 were as follows:

Interest from bank deposits
Other interest income
2021
$ 31,907
21,354
$
53,261
2020
30,188
42,812
73,000

2. Other revenue

The details of other revenue for the years ended December 31, 2021 and 2020 were as follows:

Dividends revenue
Other revenue
2021
$ 282,715
1,297
$
284,012
2020
284,984
-
284,984

3. Other gains and losses

The details of other gains and losses for the years ended December 31, 2021 and 2020 were as follows:

Foreign exchange gains (losses)
Gains on financial assets at fair value through profit or loss
Gains on disposal of property, plant and equipment
Gain on lease modification
Other gains
2021
$ (367,872)
1,274,831
43,567
385,782
182,325
$
1,518,633
2020
273,924
783,642
139,379
196,596
133,633
1,527,174

4. Finance costs

The details of finance costs for the years ended December 31, 2021 and 2020 were as follows:

Interest expense:
Bank loan
Bonds payable
Commercial paper
Lease liabilities
2021
$ 97,586
167,808
19,667
1,710,895
$
1,995,956
2020
150,134
167,465
17,168
1,266,359
1,601,126

51

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  • (x) Financial instruments

1. Credit risks

  • 1) Credit risks exposure

The carrying amount of financial assets and contract assets represents the maximum amount exposed to credit risk.

  • 2) Concentration of credit risk

Since the Company has considerable customers worldwide and does not concentrate its transactions significantly with any single customer or in similar areas, the Company has no concentration of credit risk. The Company mitigates the credit risks by continuously monitoring customers’ credit risk and credit ratings, however, the Company’ s policy usually does not require the customers to provide collateral.

  • 3) Credit risk of receivables

For credit risk exposure of note and trade receivables, please refer to note 6(f). Other financial assets at amortized cost includes other receivables, receivables from agents and time deposits etc.

All of these financial assets are considered to have low risk, and thus, the impairment provision recognized during the period was limited to 12 months expected losses. Regarding how the financial instruments are considered to have low credit risk, please refer to note 4(f). There are no significant expected losses on other receivables and the financial assets at amortized cost by assessment, so none of the impairment allowance can be recorded.

2. Liquidity risks

The following are the contractual maturities of financial liabilities of the Company, including estimated interest payments and excluding the impact of netting arrangements:

December 31,
2021
Non-derivative financial liabilities
Secured bank loans
Unsecured bank loans
Commercial paper
Account payables (including related
parties)
Other payables
Payables to agents
Bonds payable
Leases liabilities (partial recognized as
financial liabilities for hedging)
Guarantee deposits received
Carrying
amount
$ 12,146,125
966,678
4,809,052
14,262,175
3,466,154
1,387,425
12,600,000
121,856,386
21,840
$ 171,515,835
Contractual
cash flows
12,648,021
979,783
4,871,205
14,262,175
3,466,154
1,387,425
12,989,670
137,452,596
21,840
188,078,869
Less than
6 months
1,227,434
112,259
11,017
14,262,175
3,466,154
1,387,425
3,681,450
7,414,635
21,840
31,584,389
6 to 12
months
1,532,785
111,884
12,068
-
-
-
57,290
7,478,280
-
9,192,307
1 to 2
years
2,845,454
168,974
2,831,964
-
-
-
91,940
14,016,996
-
19,955,328
2 to 5
years
4,495,163
586,666
2,016,156
-
-
-
9,158,990
37,830,041
-
54,087,016
More than
5 years
2,547,185
-
-
-
-
-
-
70,712,644
-
73,259,829

52

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

December 31,
2020
Non-derivative financial liabilities
Secured bank loans
Unsecured bank loans
Commercial paper
Account payables (including related
parties)
Other payables
Payables to agents
Bonds payable
Leases liabilities (partial recognized as
financial liabilities for hedging)
Guarantee deposits received
Carrying
amount
$ 9,348,764
2,845,475
2,809,861
7,605,831
1,439,458
1,259,893
16,400,000
75,471,620
21,655
$ 117,202,557
Contractual
cash flows
9,686,953
2,891,741
2,829,574
7,605,831
1,439,458
1,259,893
16,979,410
85,634,218
21,655
128,348,733
Less than
6 months
1,194,223
372,010
3,465
7,605,831
1,439,458
1,259,893
3,116,850
3,980,116
21,655
18,993,501
6 to 12
months
1,153,826
120,437
3,576
-
-
-
872,890
3,889,425
-
6,040,154
1 to 2
years
1,988,305
938,270
7,132
-
-
-
3,738,740
7,392,615
-
14,065,062
2 to 5
years
3,755,254
1,461,024
2,815,401
-
-
-
7,229,530
20,847,906
-
36,109,115
More than
5 years
1,595,345
-
-
-
-
-
2,021,400
49,524,156
-
53,140,901

The Company is not expecting that the cash flows included in the maturity analysis to occur significantly earlier or at significantly different amounts.

3. Currency risk

  • 1) Currency risk exposure

The Company’s significant exposure to foreign currency risks was as follows:

Functional
currency
Exchange
rate
Foreign
currency
2021.12.31
Foreign
currency
(in thousands)
Carrying
Amount
(TWD)
$ 1,505,896
41,645,553
25,308,389
6,079,245
786,915
3,416,079
140,581
498,520
23,518
155,652
277,622
150,394
872,945
24,141,298
7,706,100
1,851,057
240,656
853,403
149,891
650,690
573,914
475,625
1,131,322
419,843
Financial assets
Monetary items
TWD
TWD
TWD
TWD
TWD
TWD
Financial liabilities
Monetary items
TWD
TWD
TWD
TWD
TWD
TWD
27.66
0.24
4.34
3.55
6.62
0.54
27.66
0.24
3.55
4.34
0.83
0.37
USD
JPY
CNY
HKD
MYR
PHP
USD
JPY
HKD
CNY
THB
INR






53

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Functional
currency
Exchange
rate
Foreign
currency
2020.12.31
Foreign
currency
(in thousands)
Carrying
Amount
(TWD)
$ 459,639
12,915,859
521,412
2,242,411
5,830,364
1,588,609
1,113,320
428,200
157,478
147,701
16,015
111,948
548,180
15,403,844
8,414,432
2,292,694
278,476
1,009,427
161,717
695,488
903,349
347,442
282,042
264,532
Financial assets
Monetary items
TWD
TWD
TWD
TWD
TWD
TWD
Financial liabilities
Monetary items
TWD
TWD
TWD
TWD
TWD
TWD
28.10
4.30
0.27
0.38
0.94
6.99
28.10
0.27
3.62
4.30
0.38
0.94
USD
CNY
JPY
INR
THB
MYR
USD
JPY
HKD
CNY
INR
THB






2) Sensitivity analysis

The Company’ s exposure to foreign currency risk arises from the translation of the foreign currency exchange gains and losses on cash and cash equivalents, trade and other receivables, payables to agents, financial assets at fair value through profit or loss, loans and borrowings; and trade and other payables that are denominated in foreign currency.

A strengthening (weakening) of 1% of the TWD against the USD, HKD and JPY etc. as at December 31, 2021 and 2020, would have increased (decreased) the net profit before tax by $273,165 thousand and $6,699 thousand, respectively. For 2021 and 2020, the cash flow hedge would have increased (decreased) the equity by $35,621 thousand and $36,741 thousand, respectively. This analysis assumes that all other variables remain constant, and is performed on the same basis for the years ended December 31, 2021 and 2020.

3) Foreign Exchange Gain or Loss on Monetary Items

The information of the translation to functional currency of foreign exchange gain (loss) on monetary items, including realized and unrealized, and the translation between the functional currency of the foreign operation and the Company (the presentation currency) were as follows:

TWD 2021
Exchange
gain or loss
Average
rate
$ (367,872)
-
2020
Exchange
gain or loss
$ (367,872)
Exchange
gain or loss
Average
rate
273,924
-

54

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

4. Interest rate analysis

Please refer to the notes on liquidity risk management and the Company's interest rate exposure to its financial assets and liabilities.

The following sensitivity analysis is based on the exposure to the interest rate risk of derivative and non-derivative financial instruments on the reporting date. Regarding liabilities with variable interest rates, the analysis is based on the assumption that the amount of liabilities outstanding at the reporting date was outstanding throughout the year. The rate of change is expressed as the interest rate increases or decreases by 1% when reporting to management internally, which also represents the Company management's assessment of the reasonably possible interest rate change.

If the interest rate had increased or decreased by 1%, the Company’s net profit before tax would have increased or decreased by $140,228 thousand and $128,542 thousand, respectively, for the years ended December 31, 2021 and 2020 with all other variable factors remaining constant. This is mainly due to the Company’s borrowing at variable rates.

5. Other market price risk

For the years ended December 31, 2021 and 2020, the sensitivity analyses for the changes in the securities price at the reporting date were performed using the same basis for the profit and loss as illustrated below:

Prices of securities at the
reporting date
2021 2021
Other
comprehensive
income after tax
$ 38,130
(38,130)
Net income
Increasing 1%
Decreasing 1%

6. Fair value information

  • 1) The Categories and Fair Values of Financial Instruments

The Company assesses its financial instruments at fair value through profit or loss and financial assets (financial assets available-for-sale) at fair value through other comprehensive income on a recurring basis by using the fair value method.

The carrying amount and fair value of the Company’s financial assets and liabilities, including the information on fair value hierarchy were as follows; however, except as described in the following paragraphs, for financial instruments not measured at fair value whose carrying amount is reasonably close to the fair value, and for equity investments that has no quoted prices in the active markets and whose fair value cannot be reliably measured, disclosure of fair value information is not required:

55

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Book value
Financial assets at fair value
though profit or loss
Non-derivative financial assets
mandatorily measured at fair
value through profit or loss-
domestic listed stocks
$ 6,249,968
Non-derivative financial assets
mandatorily measured at fair
value through profit or loss-
domestic emerging stocks
11,108
Sub-total
6,261,076
Financial assets at fair value
through other comprehensive
income
Domestic listed stocks
3,812,966
Unquoted equity instrument
measured at fair value
479,305
Sub-total
4,292,271
Financial assets measured at
amortized cost
Cash and cash equivalents
40,113,588
Bond portfolios with inactive
market
63,717
Notes receivable
69,697
Accounts receivable
1,991,562
Contract assets
7,835,522
Other receivables
8,870,244
Receivables from agents
4,703,644
Guarantee deposits paid
(recognized as other non-current
assets)
147,769
Sub-total
63,795,743
Total
$
74,349,090
Financial liabilities measured at
amortized cost
Accounts payable
$ 14,262,175
Other payables
3,466,154
Lease liabilities (including
financial liabilities for hedging)
121,856,386
Payables to agents
1,387,425
Bonds payable (including current
portion)
12,600,000
Long-term borrowings (including
current portion)
17,921,855
Guarantee deposits received
(recognized as other current
liabilities and other non-current
guarantee deposits received)
21,840
Total
$ 171,515,835
December 31, 2021 December 31, 2021 December 31, 2021
Fair value
Level 1
6,249,968
11,108
6,261,076
3,812,966
-
3,812,966
-
-
-
-
-
-
-
-
-
10,074,042
-
-
-
-
-
-
-
-
Level 2
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Level 3
-
-
-
-
479,305
479,305
-
-
-
-
-
-
-
-
-
479,305
-
-
-
-
-
-
-
-
Total
6,249,968
11,108
6,261,076
3,812,966
479,305
4,292,271
-
-
-
-
-
-
-
-
-
10,553,347
-
-
-
-
-
-
-
-

56

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Book value
Financial assets at fair value
though profit or loss
Non-derivative financial assets
mandatorily measured at fair
value through profit or loss-
domestic listed stocks
$ 4,836,764
Non-derivative financial assets
mandatorily measured at fair
value through profit or loss-
bond investment
8,076
Sub-total
4,844,840
Financial assets at fair value
through other comprehensive
income
Domestic listed stocks
3,377,664
Unquoted equity instrument
measured at fair value
450,120
Sub-total
3,827,784
Financial assets measured at
amortized cost
Cash and cash equivalents
8,553,009
Notes receivable
49,698
Accounts receivable
1,316,196
Contract assets
1,530,849
Other receivables
5,542,057
Receivables from agents
3,073,816
Guarantee deposits paid
(recognized as other non-current
assets)
163,656
Sub-total
20,229,281
Total
$
28,901,905
Financial liabilities measured at
amortized cost
Accounts payable
$ 7,605,831
Other payables
1,439,458
Lease liabilities (including
financial liabilities for hedging)
75,471,620
Payables to agents
1,259,893
Bonds payable (including current
portion)
16,400,000
Long-term borrowings (including
current portion)
15,004,100
Guarantee deposits received
(recognized as other current
liabilities and other non-current
guarantee deposits received)
21,655
Total
$ 117,202,557
December 31, 2020 December 31, 2020 December 31, 2020
Fair value
Level 1
4,836,764
8,076
4,844,840
3,377,664
-
3,377,664
-
-
-
-
-
-
-
-
8,222,504
-
-
-
-
-
-
-
-
Level 2
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Level 3
-
-
-
-
450,120
450,120
-
-
-
-
-
-
-
-
450,120
-
-
-
-
-
-
-
-
Total
4,836,764
8,076
4,844,840
3,377,664
450,120
3,827,784
-
-
-
-
-
-
-
-
8,672,624
-
-
-
-
-
-
-
-

57

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  • 2) Valuation techniques for financial instruments measured at fair value

  • A. Non-derivative financial instruments

If quoted prices in active markets are available, the prices are established as fair values. Market prices published by major stock exchange and OTC market, where high volume of central government bonds are traded, are the foundation of fair value of debt instruments with quoted market price in an active market and listed equity instruments.

A financial instrument is regarded as being quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency and those prices represent actual and regularly occurring market transactions on an arm’s-length basis. If a financial instrument does not accord with the definition aforementioned, then it is considered to be without quoted price in active market. In general, market with low trading volume or high-ask spreads is an indication of non-active market.

If the Company's financial instruments have an active market, wherein their fair values are determined as follows:

The fair values of financial assets and financial liabilities with standard terms and conditions and traded in active markets are determined with reference to the quoted market prices.

Measurements of fair value of financial instruments without an active market are based on valuation technique or quoted price from a competitor. Fair value, measured by using valuation technique that can be extrapolated from either similar financial instruments or discounted cash flow method or other valuation techniques, including models, is calculated based on available market data, e.g. yield curves from OTC and average quoted rates of commercial paper from Reuters quote system at the reporting date.

If the Company's financial instruments do not have an active market, wherein their fair values are determined as follows:

Unquoted equity instrument:

The Company estimates the fair values by using the comparable trading company approach on the assumption that the fair values are calculated on the basis of the investees' book value per share and equity multipliers derived from comparable trading companies' quoted prices. The discount effect resulting from the lack of market liquidity has been taken into account.

Unquoted equity instrument:

The Company estimates the fair values by using the comparable trading company approach on the assumption that the fair values are calculated on the basis of the investees' EBITDA and earnings multipliers derived from comparable trading companies' quoted prices. The discount effect resulting from the lack of market liquidity has been taken into account.

Unquoted debt instrument:

The Company estimates the fair values by using the comparable trading debt approach, and utilizes the statistic model to determine the relationship between the value of debt investment and its related conditions and variables.

58

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  • 3) For the years ended December 31, 2021 and 2020, there were no transferring of fair value hierarchy.

  • 4) Reconciliation of Level 3 fair values

Opening balance, January 1, 2021
Total gains and losses recognized:
In other comprehensive income
Ending balance, December 31, 2021
Opening balance, January 1, 2020
Total gains and losses recognized:
In profit or loss
In other comprehensive income
Disposal
Ending balance, December 31, 2020
Fair value through
profit or loss
Non-derivative
mandatorily measured
at fair value through
profit or loss
$ -
-
$
-
$ 1,157,131
(15,531)
-
(1,141,600)
$
-
Fair value through
other
comprehensive
income
Unquoted equity
instruments
450,120
29,185
479,305
469,985
-
(19,865)
-
450,120
Total
450,120
29,185
479,305
1,627,116
(15,531)
(19,865)
(1,141,600)
450,120

For the years ended December 31, 2021 and 2020, the total gains and losses that were included in “ other gains and losses” and “ unrealized gains (losses) on financial assets at fair value through other comprehensive income” were as follows:

Total gains and losses recognized:
In other comprehensive income, and presented in “unrealized gains
or losses from financial assets at fair value through other
comprehensive income”
2021
2020
29,185
(19,865)
  • 5) Quantified information on significant unobservable inputs (Level 3) used in fair value measurement

The Company’ s financial instruments that use Level 3 inputs to measure fair value include “financial assets measured at fair value through other comprehensive income – unlisted equity investments”.

Most of the Company's fair value measurements in Level 3 consist of only one significant unobservable input (except for the unlisted equity instrument). Because the significant unobservable inputs of equity instruments are independent of each other, there are no correlation between these inputs.

59

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Quantified information of significant unobservable inputs was as follows:

Item
Financial assets at fair
value through other
comprehensive income
-Unlisted equity
investments
Valuation technique
Comparable trading
company method
Significant
unobservable inputs
Inter-relationship
between significant
unobservable inputs
and fair value
measurement

Liquidity-adjusted
discount rate (28%
on December 31,
2021 and 2020,
respectively)

Price-to-book ratio
(0.70 and 0.73 on
December 31, 2021
and 2020,
respectively)

EBITDA multiplier
(10.30 and 9.67 on
December 31, 2021
and 2020,
respectively)
The estimated fair value
would increase
(decrease) if:

the liquidity-adjusted
discount rate were
lower (higher)

the price-to-book
ratio were higher
(lower)

the EBITDA
multiplier were
higher (lower)
  • 6) Fair value measurements in Level 3 – sensitivity analysis of reasonably possible alternative assumptions

The Company's measurements in financial instruments fair values are reasonable, but if the Company uses different valuation models or variables, the measurements may vary.

For fair value measurements in Level 3, changing one or more of the variables would have the following effects:

December 31, 2021
Unlisted equity investment
Unlisted equity investment
Unlisted equity investment
December 31, 2020
Financial assets at fair value
through other
comprehensive income
Unlisted equity investment
Unlisted equity investment
Unlisted equity investment
Input
Discount rate
Price-to-book ratio
multiplier
EBITDA multiplier
Discount rate
Price-to-book ratio
multiplier
EBITDA multiplier
Positive
and
negative
Profit
changes
Favorable
1%
$ -
1%
-
1%
-
$
-
$ -
-
-
$
-
Profit or loss
Unfavorable
-
-
-
-
-
-
-
-
Other comprehensive
income
Favorable
Unfavorable
6,657
(6,657)
4,671
(4,671)
124
(124)
11,452
(11,452)
6,252
(6,252)
4,362
(4,362)
123
(123)
10,737
(10,737)
Other comprehensive
income
Favorable
Unfavorable
6,657
(6,657)
4,671
(4,671)
124
(124)
11,452
(11,452)
6,252
(6,252)
4,362
(4,362)
123
(123)
10,737
(10,737)
Favorable
6,657
4,671
124
11,452
6,252
4,362
123
10,737
(11,452)
(6,252)
(4,362)
(123)
(10,737)

60

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

The favorable and unfavorable effects represent the changes in fair value, and the fair value is based on a variety of unobservable inputs calculated using a valuation technique. The analysis above only reflects the effects of changes in a single input, and it does not include the correlations and variances among the inputs.

  • (y) Financial risk management

  • Overview

The Company has exposures to the following risks from its financial instruments:

1) Credit risk

  • 2) Liquidity risk

3) Market risk

The following likewise discusses the Company’s objectives, policies and processes for measuring and managing the above-mentioned risks. For more disclosures about the quantitative effects of these risk exposures, please refer to the respective notes in the accompanying consolidated financial statements.

2. Risk management framework

The Company’s “Policy and Procedures for Risk Management” (hereinafter referred to as the “ Policy and Procedures” ) have been established by the Audit Committee and the Board of Directors in May 2021 and serves as the highest guiding principles and procedures for the Company’ s risk management. The Policies and Procedures clearly define the Company’ s management goals, organizational structure and responsibilities, and management procedures to effectively identify, measure, and control all various risks of the Company. In this way, the Company may contain the risks incurred from business operation in an acceptable range, to ensure the continuity of operation and protect the rights and interests of stakeholders.

In accordance with the Policy and Procedures, each department had established a risk management team in 2021, which is led by the respective department head, to be responsible for the risk management implementation in daily operations. The Strategy Research Unit (SRU) of the President Office will coordinate and review the suitability and adequacy of the risk management implemented by each team. The SRU is also responsible for submitting a risk management report to the Audit Committee and the Board of Directors annually.

  1. Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s receivables from customers and investment.

1) Accounts receivable and other receivables

The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the demographics of the Company’ s customer base, including the default risk of the industry in which customers operate, as these factors may have an influence on credit risk. Since the Company has considerable customers worldwide and does not concentrate transactions significantly with any single customer or in similar areas, The Company has no concentration of credit risk. The Company mitigates the credit risks by monitoring customers’ credit risk and credit ratings continuously, however, the Company’s policy usually doesn't require the customers to provide collateral.

61

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

The Board of Directors has established a credit policy under which each new customer is analyzed individually for creditworthiness before the Company’ s standard payment and delivery terms and conditions are offered. The Company’ s review includes external ratings, when available, and, in some cases, bank references. Purchase limits are established for each customer and represent the maximum open amount without requiring approval from the Board of Directors; these limits are reviewed quarterly. Customers that fail to meet the Company’s benchmark creditworthiness may transact with the Company only on a prepayment basis.

2) Investment

The exposure to credit risk for the bank deposits, fixed income investments, and other financial instruments is measured and monitored by the Company’s finance department. The Company only deals with banks, other external parties, corporate organizations, government agencies and financial institutions with good credit rating. The Company does not expect any counterparty above fails to meet its obligations hence there is no significant credit risk arising from these counterparties.

3) Guarantees

The Company's policy is to provide guarantee to subsidiaries. The detailed information is stated in note 13.

4. Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far as possible, that it always has sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.

The Company aims to maintain the level of its cash and cash equivalents and other highly marketable debt investments at an amount in excess of expected cash flows on financial liabilities. The Company also monitors the level of expected cash outflows on trade and other payables. This excludes the potential impact of extreme circumstances that cannot reasonably be predicted, such as natural disasters. The Company has unused credit line for $29,905,192 thousand and $19,494,456 thousand, as of December 31, 2021 and 2020.

5. Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices, will affect the Company’ s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

1) Currency risk

The Company is exposed to currency risk on sales, purchases and borrowings that are denominated in a currency other than the respective functional currencies of the Company’s entities, primarily TWD and US Dollars (USD). The currencies used in these transactions are denominated in TWD and USD.

In respect of other monetary assets and liabilities denominated in foreign currencies, the Company ensures that its net exposure is kept to an acceptable level by buying or selling foreign currencies at spot rates when necessary to address short-term imbalances.

62

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

2) Interest rate risk

The Company adopts a policy of ensuring that 54.06% of its exposure to changes in interest rates on borrowings is on a fixed-rate basis.

  • 3) Other market price risk

The management of the Company monitors the proportion of equity securities in its investment portfolio based on market indices. Material investments within the portfolio are managed on an individual basis, and all buy-and-sell decisions are approved and managed by the Board of Directors.

(z) Capital management

The Company meets its objectives for managing capital to safeguard the capacity to continue to operate, to continue to provide a return to its shareholders and other related parties, and to maintain an optimal capital structure to reduce the cost of capital.

The debt-to-equity ratio is as follow:

Total liabilities
Less: Cash and cash equivalents
Net debt
Total equity
Debt-to-equity ratio
2021.12.31
$ 201,384,076
(40,113,588)
$
161,270,488
$
144,275,026
%
111.78
2020.12.31
123,014,585
(8,553,009)
114,461,576
43,902,409
%
260.72
  • (aa) Investing and financing activities not affecting current cash flow

The Company’ s investing and financing activities which did not affect the current cash flow for years ended December 31, 2021 and 2020 were as follows :

  1. Acquired right-of-use assets through leasing, please refer to notes (6)(j).

Reconciliation of liabilities arising from financing activities were as follows:

Non-cash changes

Non-cash changes
Long-term borrowings
Bonds payable
Lease liabilities (partial
recognized as financial
liabilities for hedging)
Total liabilities from
financing activities
2021.1.1
$ 15,004,100
16,400,000
75,471,620
$ 106,875,720
Cash flows
2,833,237
(3,800,000)
(8,591,167)
(9,557,930)
Others
-
-
54,975,933
54,975,933
Foreign
exchange
movement
84,518
-
-
84,518
2021.12.31
17,921,855
12,600,000
121,856,386
152,378,241

63

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Long-term borrowings
Bonds payable
Lease liabilities (partial
recognized as financial
liabilities for hedging)
Total liabilities from
financing activities
2020.1.1
$ 13,059,838
13,900,000
85,706,752
$ 112,666,590
Cash flows
2,400,665
2,500,000
(5,468,600)
(567,935)
Non-cash changes
Foreign
exchange
movement
(456,403)
-
-
(456,403)
2020.12.31
Others
-
-
(4,766,532)
(4,766,532)
15,004,100
16,400,000
75,471,620
106,875,720

(7) Related-Party Transactions

(a) Names and relationship with related parties

Name of related party

Wan Hai Lines (Singapore) Pte. Ltd. (WHL Singapore)

TK LOGISTICS INTERNATIONAL CO., LTD (TK)

k.k. WH Corporation (WH Corporation) Wan Hai Lines (Germany) GmbH (WHL Germany)

BAO SHENG SHIPPING AGENCY CO., LTD. (BS)

Wan Hai Lines (M) Sdn. Bhd. (WHL Malaysia)

Wan Hai Lines (Hong Kong) Limited (WHL Hongkong)

Wan Hai Lines (Phils.), Inc. (WHL Phils.) Wan Hai Lines (Korea) Ltd. (WHL Korea) Wan Hai International Pte. Ltd. (WHL INTL.) Yi Chun Shipping Agencies Sdn. Bhd. (Yi Chun)

Wan Hai (Vietnam) Ltd. (WHL Vietnam) Wan Hai Lines (Thailand) Limited (WHL Thailand)

WanHai Lines Ecuador S.A. (WHL Ecuador) Wan Hai Lines (India) PVT Ltd. (WHL India) Bravely International Pte. Ltd. (BI) Infinite Marine Investment Co., Ltd. (IM) Bravely (Myanmar) Transport and Logistics Company Limited. (Bravely (Myanmar))

Guangzhou Wan Hai Information Technology Ltd. (GZIT)

Relationship with the Company

Subsidiary

Subsidiary

Subsidiary Subsidiary (Note)

Subsidiary

Indirect subsidiary Indirect subsidiary

Indirect subsidiary Indirect subsidiary Indirect subsidiary Indirect subsidiary

Indirect subsidiary Indirect subsidiary

Indirect subsidiary Indirect subsidiary Indirect subsidiary Indirect subsidiary Indirect subsidiary

Indirect subsidiary

64

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Name of related party

Dawin Logistics (International) Ltd. (Dawin) Shenzhen Uniwin International Logistics Ltd. (Uniwin)

Blue Ocean Logistics (Shanghai) Ltd (Blue) Clipper International Shipping Agency Ltd. (Clipper)

Shenzhen Yong Chun International Shipping Managerment Co., Ltd. (SZYC)

Wan Hai Lines (Arizona) LLC. (WHL Arizona)

Wan Hai Lines (USA) LTD. (WHL USA) HE CHUN LOGISTICS COMPANY LIMITED (HE CHUN)

Wan Hai Shipping Limited (WHL Shipping) Wan Hai Lines Peru S.A.C. (WHL Peru)

Tan Cang-Cai Mep International Terminal Co.,Ltd (Tan Cang-Cai Mep)

HAI PHONG INTERNATIONAL CONTAINER TERMINAL COMPANY LIMITED (HAI PHONG)

Wan Hai Lines (UAE) LLC. (WHL UAE) Phuc Xuan Maritime Service Company Limited (Phux Xuan) ASIA PACIFIC LOGISTICS INTERNATIONAL CO., LTD. (APLI) New World Container Services Corporation Universal Checker Co., Ltd. Express Container Terminal Corp. (ECTC) New Sincere Transportation Corp. (NSTC) New Safety Transportation Corp. (NSaTC) An Chun Tally Co., Ltd.

Taipei Port Container Terminal Corp. (Taipei Port) Taian Insurance Co., Ltd. Wan Chun International Corp. (WCIC) Apezgo Digital Information Co., Ltd. AP PETROLEUM BUSINESS CO., LTD Formosa Wonderworld Co., Ltd. (Formosa Wonderworld)

Interasia Lines Taiwan, Ltd. Hyaline Shipping (HK) Co., Ltd. (Hyaline) Wan Hai Lines (Japan), Ltd. (WHL Japan)

Relationship with the Company

Indirect subsidiary Indirect subsidiary

Indirect subsidiary Indirect subsidiary Indirect subsidiary Indirect subsidiary

Indirect subsidiary Indirect subsidiary

Indirect subsidiary Indirect subsidiary An associate

An associate

An associate Joint venture

Related party in substance

Subsidiary of APLI Related party in substance Related party in substance Related party in substance Related party in substance Related party in substance Corporate director of the company

Related party in substance Subsidiary of ECTC Subsidiary of APLI Subsidiary of APLI Related party in substance

Related party in substance Same director with the Company Same director with the Company

65

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Name of related party Relationship with the Company Interasia Lines Singapore Pte. Ltd. (IAL (S)) Related party in substance Wan Hai Charity Foundation Related party in substance AP INT'L TRAVEL SERVICE CO., LTD. Subsidiary of APLI New Speed Transportation & Terminal Co., Related party in substance Ltd. (NS) Ennea Solar Energy LLC. Related party in substance JOHNSON CHECKER CO., LTD Related party in substance CHIEN LAI ENTERPRISE CO., LTD Related party in substance Shin Sheng Transportation CO. LTD (Shin Related party in substance Sheng)

Note: WHL Germany was originally a subsidiary of the Company and the liquidation process was completed in March 2020.

  • (b) Significant transactions with related parties

  • Sales to related parties:

Subsidiaries
Joint venture
Other related parties
2021
$ 6,454,410
13,592
1,742,096
$
8,210,098
2020
3,089,513
8,933
1,612,419
4,710,865

The transaction terms with related parties were not significantly different from those of sales to third parties. The average collection period for notes and accounts receivable pertaining to such sales transactions ranged from one to three months, while the average collection period for routine sales transactions was within one month.

  1. Consideration for services related to the entity:
Consideration for services related to the entity:
Subsidiary:
WHL Singapore
Other subsidiaries
Associates
Other related parties
Joint venture
2021
$ 15,424,777
4,788,962
312,251
4,787,157
1,165
$
25,314,312
2020
5,866,584
2,122,711
145,558
3,412,768
1,021
11,548,642

The transaction terms with related parties were not significantly different from those of the third parties. The average payment period for notes and accounts payable pertaining to such purchase transactions ranged from one to two months, which was similar to that of other normal vendors.

66

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  1. Receivables from related parties and other assets

Receivables of the Company from related parties were as follows:

Item
Accounts receivable
Accounts receivable
other receivables
other receivables
other receivables
other receivables
Receivable from agents
Receivable from agents
Receivable from agents
Receivable from agents
Receivable from agents
Receivable from agents
Related party categories
Other related parties
Subsidiary
Subsidiary:
WHL Singapore (Note)
Others
Associates
Other related parties
Subsidiary:
Clipper
Uniwin
WHL Inida
Others
Associates
Other related parties:
WHL Japan
2021.12.31
$ 62,989
12,805
8,266,370
98,346
-
32,382
1,623,210
658,475
-
643,899
34,693
1,310,422
$
12,743,591
2020.12.31
134,501
-
4,842,911
82,571
183
64,309
1,127,566
272,421
391,673
115,255
31,604
981,342
8,044,336

Note: Including fund financing portion.

  1. Payables to related parties and other liabilities

Payables of the Company to related parties were as follows:

Item Related party categories 2021.12.31
$ 7,568,346
207,938
130,994
56
6,531
693,266
394,054
161,969
56,473
13,409
$
9,233,036
2020.12.31
Accounts payable
Accounts payable
Accounts payable
Other payables
Other payables
Payable to agents
Payable to agents
Payable to agents
Other current liabilities
Other current liabilities
Subsidiary:
WHL Singapore
Others
Other related parties
Subsidiary
Other related parties
Subsidiary:
WHL Hong Kong
WHL Thailand
Others
Subsidiary:
WHL Thailand
Other related parties
1,146,798
212,222
122,227
178
6,375
794,344
201,401
136,763
43,471
5,273
2,669,052

67

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  1. Property transactions

  2. 1) Acquisition of property, plant and equipment

In August 2019, the Company purchased a vessel from its subsidiary with the purchasing price of USD 4,500 thousand (TWD 139,387 thousand) depending on the valuation report. The gain on disposal of property was 59,541 thousand, which was not entirely realized. As of December 31, 2021 and 2020, the unrealized gain of $5,582 thousand and $27,910 thousand was recognized as the deduction of long-term equity investment under equity method.

In June 2016, the Company purchased a vessel from its subsidiary. The purchasing price was USD 16,500 thousand (TWD 530,145 thousand) depending on the valuation report, and loss on disposal of property was $95,983 thousand, but not entirely realized. As of December 31, 2021 and 2020, the unrealized loss was $65,520 thousand and $70,976 thousand depending on the useful life of the vessel as the addition of long-term equity investment under equity method.

  • 2) The sales of property, plant and equipment to related parties are summarized as follows:
Related parties categories 2021
Disposal
price
Gain from
disposal
$ 139
130
-
-
$
139
130
2020 2020
Disposal
price
$ 139
-
$
139
Disposal
price
-
224
224
Gain from
disposal
Subsidiary
Other related parties
-
151
151

6.Other related-party transactions

For the year ended December 31, 2021 and 2020, the Company received the claim payment from other related parties amounting to $1,722 thousand and $1,336 thousand, respectively.

For the year ended December 31, 2021 and 2020, the Company sold fuel inventory to its subsidiary, WHL Singapore, amounting to $1,157,463 thousand and $191,110 thousand, respectively.

For the years ended December 31, 2021 and 2020, the Company received the payments of manpower support service from other related parties amounting to $25,460 thousand and $18,097 thousand, respectively.

For the years ended December 31, 2021 and 2020, the Company purchased miscellaneous from other related parties amounting to $46,623 thousand and $31,062 thousand, respectively.

  1. Loans to Related Parties

The Company Financing to other related parties was as follows:

Subsidiary
WHL Singapore
2021.12.31
$
-
2020.12.31
4,636,500

The interest charged by the Company to related parties is based on the average interest rate charged by financial institutions on the Company’s borrowings. The loans to related parties are unsecured. There are no provisions for doubtful debt required after the management’s assessment.

68

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

8. Guarantees

Endorsement guarantees offered to related parties were as follows:

Subsidiary 2021.12.31
$
14,463,023
2020.12.31
17,045,151

9.Leasing

The Company rented containers from its related parties. A 1.5 to 11 year lease contract was signed. The total value of the contract was $62,622 thousand. For the year ended December 31, 2021 and 2020, the Company recognized the amount of $892 thousand and $977 thousand, respectively as interest expense, with the balance of lease liabilities amounting to $41,480 thousand and $47,069 thousand, respectively.

The Company rented vessels from its subsidiary-WHL Singapore. A 1-to-20 year lease contract was signed, in which the rental fee was determined based on the market condition. The total value of the contract was $147,474,521 thousand. For the year ended December 31, 2021, the Company recognized the amount of $1,593,335 thousand and $1,152,626 thousand, respectively as interest expense, with the balance of lease liabilities amounting to $116,436,155 thousand and $69,191,763 thousand, respectively.

  • (c) Key management personnel remuneration

Key management personnel remuneration comprised:

Short-term employee benefits
Post-employment benefits
Pledged Assets
The carrying values of pledged assets were as follows:
Assets
Objective
Time deposits (classified under
other non-current assets)
Lease contract for wharf
Guarantee deposits paid
(classified under other non-
current assets)
Lease contract for wharf, building
lease contract and lawsuit
Containers (classified under
property, plant and
equipment)
Long-term loans
Land and Buildings (classified
under property, plant and
equipment)
Long-term loans
Land and Buildings (classified
under investment property)
Long-term loans
Short-term employee benefits
Post-employment benefits
Pledged Assets
The carrying values of pledged assets were as follows:
Assets
Objective
Time deposits (classified under
other non-current assets)
Lease contract for wharf
Guarantee deposits paid
(classified under other non-
current assets)
Lease contract for wharf, building
lease contract and lawsuit
Containers (classified under
property, plant and
equipment)
Long-term loans
Land and Buildings (classified
under property, plant and
equipment)
Long-term loans
Land and Buildings (classified
under investment property)
Long-term loans
2021
$ 189,741
52
$
189,793
2021.12.31
$ 84,455
63,314
11,169,759
2,200,645
1,519,953
$
15,038,126
2020
177,664
34
177,698
2020.12.31
Time deposits (classified under
other non-current assets)
Guarantee deposits paid
(classified under other non-
current assets)
Containers (classified under
property, plant and
equipment)
Land and Buildings (classified
under property, plant and
equipment)
Land and Buildings (classified
under investment property)
Lease contract for wharf
Lease contract for wharf, building
lease contract and lawsuit
Long-term loans
Long-term loans
Long-term loans
84,455
79,201
9,109,185
2,516,131
-
11,788,972

(8) Pledged Assets

The carrying values of pledged assets were as follows:

69

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

(9) Significant Contingencies and Commitments

  • (a) Contract for port rental

To increase the quality of service and to decrease the cost of operations, the Company entered into a contract to lease a wharf in Japan in March 2003 and renewed it in April 2008. The lease period is from March 2003 to March 2028. As of December 31, 2021, the guarantee deposit amounted to JPY 255,755,000 (TWD 61,439 thousand) was listed in other non-current assets.

The Company co-operated with the Kaohsiung Harbor Bureau to rent the No. 63 and 64 wharfs in August 1994, and updated the contract in December 2016, the rental period lasted 8 years. The guarantee deposits amounting to $40,000 thousand was listed in other non-current assets.

The Company co-operated with the Taichung Harbor Bureau to rent the No. 34 and 35 wharfs in December 1999, and updated the contract in August 2018, the rental period lasted for 15 years. The guarantee deposits amounting to $33,400 thousand was listed in other non-current assets.

  • (b) Vessel construction contract:

For operational purposes, the Company contracted with NIHON SHIPYARD CO., LTD. and JAPAN MARINE UNITED CORPORATION to construct 12 container ships, with a carrying capacity of 3,055 TEUs, with a total price of approximately JPY 60,840,000 thousand to JPY 64,800,000 thousand (approximately TWD 15,291,072 thousand to 16,286,349 thousand), the Company has already paid $1,529,107 thousand as prepayments for equipment (listed in other non-current assets).

  • (c) Vessel purchase contract:

For operational purposes, the Company entered into agreement to purchase 2 second-hand container ships, with a total price of approximately USD 78,000 thousand (approximately TWD 2,159,040 thousand), the Company has already paid $216,216 thousand as prepayments for equipment (listed in other non-current assets).

  • (d) As of December 31, 2021, the total amount claimed for damages to the Company is approximately TWD $84,246 thousand, and the related cases are under negotiation or under trail.

(10) Losses Due to Major Disasters: None.

(11) Significant Subsequent Events

In January 2022, the Company formally signed a contract with Kaohsiung Harbor Bureau to rent No. 79, 80 and 81 wharfs, the rental period starts from July 2023 to June 2043, total rental period last for 20 years, and will be recognized as right-of-use assets amounting to 6,613,421 thousand.

For the Group's overall route planning and operational synergy considerations, with an intention to adjust fleet allocation, based on a resolution approved by the Board of Directors on January 28, 2022, the Company approved to purchase 20 second-hand container ships from WHL Singapore at a maximum total price of USD 682,900 thousand (approximately TWD 18,910,000 thousand), and purchase 2 second-hand container ships from WHL-Hongkong at a maximum total price of USD 51,800 thousand (approximately TWD 1,430,000 thousand).

70

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

In view of the above considerations of the overall operation of the Group, the Company's original vessel lease contract with WHL Singapore was eliminated, based on a resolution approved by the Board of Directors on January 28, 2022, the Company’ s right-of-use assets of 10 container ships shall be derecognized at a maximum amount of $39,510,000 thousand.

In January 2022, the Company signed a contract with STAROCEAN MARINE CO., LTD. to purchase 2 container ships of 1,781 TEUs at a total amount of USD 86,000 thousand (approximately TWD 2,387,360 thousand) for operational purposes.

For the Group's asset allocation and operational synergy considerations, based on a resolution approved by the Board of Directors on March 15, 2022, the Company approved to purchase several second-hand vessels at a maximum total price of USD 320,000 thousand (approximately TWD 8,899,200 thousand).

(12) Others

  • (a) Employee benefits, depreciation, and amortization expenses, categorized as operating cost or expense, were as follows:
By function
By item
For the years ended December 31, 2021 For the years ended December 31, 2021 For the years ended December 31, 2021 For the years ended December 31, 2020 For the years ended December 31, 2020 For the years ended December 31, 2020
Operating
Cost
Operating
Expense
Total Operating
Cost
Operating
Expense
Total
Employee benefits
Salary
Labor and health insurance
Pension
Remuneration of directors
Others employee benefits
Depreciation
Amortization
477,677
24,886
22,614
-
16,523
12,150,101
27,764
2,415,035
95,347
44,979
151,411
83,191
82,308
27,967
2,892,712
120,233
67,593
151,411
99,714
12,232,409
55,731
448,665
22,483
22,146
-
23,194
8,086,919
20,655
1,497,987
76,229
43,051
158,389
54,871
47,183
46,592
1,946,652
98,712
65,197
158,389
78,065
8,134,102
67,247

The Company's number of employees and additional information on employee benefits in December 31, 2021 and 2020 are as follows:

Number of employees
Number of directors who were not employees
The average employee benefit

The average salaries and wages

The average of employee salary cost adjustment as follows
Remuneration receivedby supervisors
2021
1,139
4
$
2,802
$
2,549
%
43.28
$
-
2020
1,098
4
2,001
1,779
%
36.32
-

71

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

The Company's salary and remuneration policy (including directors, managers and employees) are as follows:

  • 1.Employee remuneration:

  • 1) The wages of the employees of the Company are paid based on the grade table set according to the academic experience, professional skills, years of experience, and the degree of responsibilities. Initial emolument is superior to local labor laws and regulations, not because of gender, race, religion, political affiliation, marital status, trade union membership organizations vary. In order to make employees' income proportional, the annual performance bonuses are based on operating conditions and individual performance, achievement of the goal of being competitive, retaining talents, and encouragement to employees.

  • 2) If the Company makes a profit during the year, it shall allocate no less than 0.6% as employee remuneration following Article 11, Item 1.

  • Remuneration to directors (excluding independent director) and managers:

  • 1) In order to implement the corporate governance and improve the transparency and institutionalization of the remuneration to directors and managers of the Company, the "Remuneration Committee" has been established on September 23, 2011 to set the Remuneration Committee Organization Regulations in accordance with the provisions of the Securities and Exchange Act. The Compensation Committee members are appointed by the Board of Directors, of whom more than half are independent directors of the Company. Its function assists in the formulation and reviews the policies, systems, standards, and structures for performance evaluation and compensation that regarding directors and managers; And regularly assess and determine the remuneration of directors and managers; Makes recommendations with the duty of care and submit them to the board for discussion and resolution.

  • 2) Remuneration policy for directors (excluding independent director) and managers:

  • A. The performance evaluation and remuneration to directors and managers should be based on the usual standards of the industry, taking into consideration the reasonableness of the individual performance, operating results of the Company, as well as future risks.

  • B. Directors and managers should not engage in behaviors that exceed the risk appetite of the Company in pursuit of compensation.

  • C. Regarding the short-term performance of directors and senior managers, the payment of variable remunerations should be determined by considering the characteristics of the industry and the nature of the Company's business.

  • 3) Salary and remuneration referred to the policy including cash remuneration, stock options, dividends, retirement benefits or severance payments, budget allowances, and other substantive incentives. Its scope should be consistent with that of the annual report of the public offering company and remuneration to directors and managers.

72

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  1. Remuneration policy for independent directors:

  2. 1) According to the Article 11, Item 2 of the Company, independent directors do not participate in the distribution of earnings, and their remuneration is determined by the board of directors.

  3. 2) The remuneration to independent directors of the Company also includes the audit committee and Remuneration Committee aside from considering the execution of business and board affairs of independent directors. Based on the market, and taking into account the standards of the industry, the Remuneration Committee puts forward a proposal to be implemented after the board of directors’ approval.

(13) Other Disclosures

  • (a) Information on significant transactions

The following is the information on significant transactions required by the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” for the Group for the year ended December 31, 2021:

  1. Fund financing to other parties:

(In thousands of TWD)

Num-
ber
Name of
lender
Name of
borrower
Account
name
Related
party
Highest
balance of
financing to
other party
during the
period
Ending
balance
Actual usage
amount
during the
period
Range of
interest rates
during
the period
Purposes of
fund
financing
for the
borrower
(Note 1)
Transaction
amount for
business
between two
parties
Reasons
for short
-term
financing
Allowance
for bad
debt
Coll ateral Individual
funding
loan limits
(Note 5)
Maximum
limitation on
fund
financing
(Note 5)
Name Value
0
1
2
The Company
WHL INTL.
WHL Singapore
WHL
Singapore
WHL India

Yi Chun
Other
receivables
related
Other
receivables
related
Other
receivables
related
Yes
Yes
Yes
8,551,500
78,389
85,515
8,296,500
-
82,965
-
-
24,890
-
-
1.53~1.64%
1
1
1
-
-
-
Note 4
Note 3
Note 4
-
-
-
Promissory
note
-
Promissory
note
8,296,500
-
82,965
57,710,010
89,155
40,956,214
57,710,010
89,155
40,956,214

Note 1: Short-term financing.

Note 2: Repayment of loans.

Note 3: Acquisition of assets.

Note 4: Operating activities.

Note 5: Financing amount shall not exceed 40 percent of the lending company's net worth and the following:

  1. Individual funding loan limits of financing for single borrower who has business with the lending company cannot exceed the total transaction amount of the current year.

  2. Individual funding loan limits for short-term borrower cannot exceed 40 percent of the lending company's net worth.

  3. The individual loaned amount between the foreign companies whose voting shares are wholly owned by the Company directly or indirectly, or the amount that the foreign companies whose voting shares are wholly owned by the Company directly or indirectly loaned to the Company, shall not exceed 40 percent of the lending company's net worth.

Note 6: Eliminated in the consolidated financial statement.

73

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

2. Guarantees and endorsements for other parties:

(In thousands of TWD)

Number Name of the
company
Counter-party of guarantee
and endorsement
Counter-party of guarantee
and endorsement
Limitation on
amount of
guarantees
and
endorsements
for a specific
enterprise
Highest balance
for guarantees
and
endorsements
during the
period
Balance of
guarantees and
endorsements
as of reporting
date
Actual usage
amount during
the period
Property
pledged on
guarantees and
endorsements
(Amount)
(Note 3)
Ratio of
accumulated
amounts of
guarantees and
endorsements to
net worth of the
latest financial
statements
Maximum
amount for
guarantees and
endorsements
(note2)
Parent
company
endorses/
guarantees
to third parties
on behalf of
subsidiary
Subsidiary
endorses/
guarantees to
third parties on
behalf of parent
company
Endorsements/
guarantees
to third parties
on behalf of
companies
in Mainland
China
Name Relationship
with the
Company
(Note 1)
The Company WAN HAI
LINES(SG)
LTD.
2 228,550,051 22,936,176 14,463,023 14,463,023 - %
10.02
228,550,051 Y N N

Note 1: Relationship with the Company

  1. The companies with which it has business relations.

  2. Subsidiaries in which the company directly or indirectly holds more than 50% of its total outstanding common shares.

  3. The parent company which directly or indirectly holds more than 50% of its voting rights.

  4. Subsidiaries in which the company directly or indirectly holds more than 90% of its voting rights.

  5. Companies in same type of business and providing mutual endorsements/ guarantees in favor of each other in accordance with the contractual obligations in order to fulfill the needs of the construction project.

  6. Shareholders making endorsements and/or guarantees for their mutually invested company in proportion to their shareholding percentage.

  7. Companies in same type of business providing guarantees of pre-sale contracts according to the regulation.

  8. Note 2: According to the Company's "Policy and Procedures for Guarantee and Endorsement":

  9. External endorsements and guarantees made by the Company may not exceed 200% of the Company's net worth.

  10. Endorsements and guarantees made to a single enterprise may not exceed 40% of the Company or its subsidiaries' net worth.

  11. The total amount of endorsements and guarantees of the Company and its subsidiaries as a whole may not exceed 250% of the Company's net worth.

  12. Endorsements and guarantees made by the Company and its subsidiaries to a single enterprise may not exceed 50% of the Company's net worth.

  13. Endorsements and guarantees made by the Company to the subsidiaries, or subsidiaries to the Company, are not subject to the above-mentioned restrictions. However, the aggregate amount of endorsements/guarantees that the Company or its subsidiaries make for a single company may not exceed 200% of the net worth of the company providing guarantees.

  14. Note 3: Eliminated in the consolidated financial statements.

  15. Securities held as of December 31, 2021 (excluding investment in subsidiaries, associates and joint ventures):

(In thousands of TWD/Shares)

Name of
holder
Category and
name of security
Category
and name
of security
Account title Ending b alance alance Notes
Number of
shares
Book value Percentage
of shares
Market value
The Company






Domestic listed
stocks:
GREATWALL
ENTERPRISE CO.,
LTD.
Formosa Plastics
Corporation
Formosa Chemicals
& Fibre Corporation
Tainan Spinning
Co., Ltd.
TAIYEN BIOTECH
CO., LTD
China Steel
Corporation
Delta Electronics,
Inc.
Hon Hai Precision
Ind. Co., Ltd.
-
-

-
-
-
-
-
-
Financial assets at fair value
through profit or loss-current






12,983,696
376,288
245,480
11,366,898
1,108,000
2,291,162
4,354,000
77,440
693,329
39,134
19,835
290,424
36,786
80,992
1,197,350
8,054
%
1.52
%
0.01
%
-
%
0.69
%
0.55
%
0.01
%
0.17
%
-
693,329
39,134
19,835
290,424
36,786
80,992
1,197,350
8,054

74

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Name of
holder
Category and
name of security
Category
and name
of security
Account title Ending b alance alance Notes
Number of
shares
Book value Percentage
of shares
Market value
The Company

















WHL
Singapore
Taiwan
Semiconductor
Manufacturing Co.,
Ltd
Transcend
Information, Inc.
Amtran Technology
Co., Ltd.
Yang Ming Marine
Transport Corp.
China Airlines Ltd.
Chinese Maritime
Transport Ltd.
Mega Financial
Holding Co., Ltd.
Taishin Financial
Holding Co., Ltd.
First Financial
Holding Co., Ltd.
The Eslite Spectrum
Corporation
Shih Wei
Navigation Co., Ltd.
Taiwan Cooperative
Financial Holding
Co., Ltd.
Taiwan Secom Co.,
Ltd.
Domestic Emerging
stocks:
TIGERAIR
TAIWAN CO.,
LTD.
Domestic listed
stocks:
Shihlin Paper
Corporation
Chunghwa Telecom
Co., Ltd.
Domestic unlisted
stocks:
Taipei Port
Container Terminal
Corp.
United Stevedoring
Corporation
Foreign listed
stocks:
Da Nang Port Joint
Stock Company
-
-
-
-
-
-
-
-
-
-

-
-
-
-
Related
party in
substance
-
Related
party in
substance
-
-
Financial assets at fair value
through profit or loss-current











Financial assets at fair value
through profit or loss-current
Financial assets at fair value
through other comprehensive
income-non-current

Financial assets at fair value
through other comprehensive
income-non-current

Financial assets at fair value
through other comprehensive
income-non-current
529,000
89,111
924,041
957,526
23,753,862
435,050
18,799,646
20,356,132
17,502,208
1,078,000
775,888
32,006,051
3,303,000
358,309
9,351,088
27,520,000
79,315,476
781,250
20,090,000
325,335
6,514
16,263
115,861
654,419
25,407
668,327
385,749
428,804
64,249
35,070
814,554
343,512
11,108
606,886
3,206,080
467,145
12,160
718,420
%
-
%
0.02
%
0.12
%
0.03
%
0.41
%
0.22
%
0.14
%
0.18
%
0.14
%
2.27
%
0.28
%
0.24
%
0.73
%
0.09
%
3.60
%
0.35
%
15.25
%
15.63
%
20.29
325,335
6,514
16,263
115,861
654,419
25,407
668,327
385,749
428,804
64,249
35,070
814,554
343,512
11,108
606,886
3,206,080
467,145
12,160
718,420
  1. Accumulated buying/selling of the same marketable securities for which the dollar amount reaches $300 million or 20% or more of paid-in capital: None.

  2. Acquisition of real estate for which the dollar amount reaches $300 million or 20% or more of paid in capital: None.

75

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

  1. Disposition of real estate for which the dollar amount reaches $300 million or 20% or more of paid-in capital: None.

  2. Buying/selling products for which the dollar amount reaches $100 million or 20% or more of paid-in capital:

Name of
company
Name of
Counter-
party
Relationship Transaction details Transaction details Transaction details Transaction details Reasons why and
description of how the
transaction conditions
differ from general
transactions
Reasons why and
description of how the
transaction conditions
differ from general
transactions
Account/note receivable
(payable)
Account/note receivable
(payable)
Notes
Purchase/ Sale Amount Percentage
of total
purchases/
sales
Credit
period
Unit price Credit
period
Balance Percentage of total
accounts/notes
receivable
(payable) (Note 1)
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
The Company
Interasia
Lines Taiwan
WHL-
Vietnam
Tan Cang-Cai
Mep
International
Terminal Co.,
Ltd.
Taipei Port
WHL
Singapore
WHL
Singapore
IAL
Singapore
IAL
Singapore
WHL
Hongkong
WHL (Japan)
Hyaline
NSTC
APLI
WCIC
NSaTC
Related party
in substance
Subsidiary
Associate
Corporate
director of the
company
Subsidiary
Subsidiary
Related party
in substance
Related party
in substance
Subsidiary

Same director
with the
company
Same director
with the
company
Related party
in substance
Related party
in substance
Related party
in substance
Related party
in substance
Loading and
unloading
revenue
Commission fee
Terminal
handing charges,
container fee
Container fee,
terminal
handling charges
Rent income,
commission
revenue,
shipping agent
revenue
Charter hire
cost, oil
expense, joint
venture cost
Joint venture
revenue,
container rental
revenue,
shipping agent
revenue, charter
hire income
Joint venture
cost, container
rental cost
Commission fee
Commission fee
Commission fee
Tow charge
Container fee
Turnkey fee
Tow charge,
container fee
(107,330)
526,942
177,040
978,270
(6,425,667)
15,424,777
(1,629,976)
636,911
2,827,655
668,136
552,081
694,334
332,556
180,133
110,938
%
0.09
%
0.92
%
0.31
%
1.71
%
5.54
%
26.96
%
1.41
%
1.11
%
4.94
%
1.17
%
0.96
%
1.21
%
0.58
%
0.31
%
0.19
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
16,365
(18,942)
-
(5)
-
(7,568,346)
46,594
-
(693,266)
-
-
(54,123)
(5,675)
(15,398)
(4,888)
%
0.11
%
0.12
%
-
%
-
%
-
%
48.36
%
0.32
%
-
%
4.43
%
-
%
-
%
0.35
%
0.04
%
0.10
%
0.03
Note 2
Note 2
Note 2
Note 2

76

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Name of
company
Name of
Counter-
party
Relationship Transaction details Transaction details Transaction details Reasons why and
description of how the
transaction conditions
differ from general
transactions
Reasons why and
description of how the
transaction conditions
differ from general
transactions
Account/note receivable
(payable)
Account/note receivable
(payable)
Notes
Purchase/ Sale Amount Percentage
of total
purchases/
sales
Credit
period
Unit price Credit
period
Balance Percentage of total
accounts/notes
receivable
(payable) (Note 1)
The Company
The Company
The Company
The Company
The Company
The Company
The Company
WHL
Singapore
WHL
Singapore
WHL
Hongkong
WHL-
Malaysia
WHL-
Thailand
TK Logistics
International
Co., Ltd.
WHL-Vietnam
WHL-India
WHL-Korea
WHL-
Malaysia
New World
Container
services
Corporation
TK Logistics
International
Co., Ltd.
WHL-
Thailand
WHL-Korea
WHL-India
Shin Sheng
The
Company
The
Company
The
Company
The
Company
The
Company
The
Company
The
Company
The
Company
The
Company
Subsidiary
Related party
in substance
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Related party
in substance
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Commission fee
Container fee
Container fee,
labor fee,
terminal
handling charge
Commission fee
Commission fee
Commission fee
Tow charge
Rent expense,
commission fee,
shipping agent
expense
Oil revenue,
charter hire
income, joint
venture revenue
Commission
income
Commission
income
Commission
income
Container
revenue, service
revenue
Commission
income
Commission
income
Commission
income
217,108
145,699
120,325
231,711
205,658
300,605
101,951
6,425,667
(14,576,330)
(2,827,655)
(217,108)
(231,711)
(120,325)
(526,942)
(300,605)
(205,658)
%
0.38
%
0.25
%
0.21
%
0.40
%
0.36
%
0.53
%
0.18
%
10.60

%
11.08

%
95.45

%
99.94

%
90.73

%
47.06

%
100.00

%
100.00

%
98.05
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
57,745
(11,529)
(11,965)
(394,054)
-
(130,797)
(8,733)
-
7,568,346
693,266
(57,745)
394,054
11,965
18,942
130,797
-
%
0.37
%
0.07
%
0.08
%
2.52
%
-
%
0.84
%
0.06
%
-
%
70.46
%
13.26
%
26.07
%
87.10
%
50.86
%
3.64
%
66.97
%
-
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2

Note 1: Including notes receivable / payable, accounts payable-related parties and receivable / payable from / to agents, contract assets. Note 2: Eliminated in the consolidated financial statements.

  1. Accounts receivable from related parties for which the dollar amount reaches $100 million or 20% or more of paid-in capital:
Name of
related party
Counter-party Relationship
Balance of
receivables
from related
party
Turnover
rate
Past-due re
relate
Amount
ceivables from
d party
Subsequently
received amount
of receivables
from related
party
Allowances
for bad debts
Action taken
The Company (Note 2)
The Company (Note 2)
The Company (Note 2)
The Company (Note 2)
The Company (Note 2)
Clipper
Shenzhen Uniwin
International
Logistics Ltd.
WHL-USA
WHL Phils.
WHL Ecuador
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
1,623,210
658,475
173,926
148,926
106,356
%
-
%
-
%
-
%
-
%
-
-

-

-

-

-
-
-
-
-
1,623,210
656,588
173,891
148,926
105,786
-
-
-
-
-

77

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Name of
related party
Counter-party Relationship Balance of
receivables
from related
party
Turnover
rate
Past-due receivables from
related party
Past-due receivables from
related party
Subsequently
received amount
of receivables
from related
party
Allowances
for bad debts
Amount Action taken
The Company (Note 2)

WHL-Singapore (Note 2)

WHL-HongKong (Note 2)

WHL-Thailand (Note 2)

Bao Sheng Shipping
Agency Co., Ltd.

WHL-India (Note 2)

The Company (Note 3)
WHL (Japan)
The Company
The Company
The Company
The Company
The Company
WHL-Singapore
Same director with
the Company
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
1,310,422
7,568,346
693,266
394,054
195,973
130,797
8,266,370
%
-
%
-
%
-
%
-
%
-
%
-
%
-
-
-
-
-
-
-
-
-
-
-
-
-
1,266,222
7,568,346
693,266
277,349
180,552
130,797
5,112,800
-
-
-
-
-
-
-

Note 1: Eliminated in the consolidated financial statements.

Note 2: Including accounts receivable, contract assets and receivable from agent. Note 3: Other receivables.

9. Derivative transactions: None.

  • (b) Information on investees

For the year ended December 31, 2021, the information on investees (excluding investees in Mainland China) as follows:

Name of the
investor
Name of investee Location Major operations Initial invest ment amount Ending balanc e Net income
(loss) of the
investee
Investment
income
(losses)
Notes
Ending
balance
Beginning
balance
Shares Ratio of
shares
Book value
The Company





WHL-Singapore





Wan Hai Lines
(Singapore) Pte. Ltd.
k.k. WH Corporation
Tan Cang-Cai Mep
International Terminal
Co., Ltd.
T.K. Logistics
International Co., Ltd.
Bao Sheng Shipping
Agency Co., Ltd.
Hai Phong International
Container Terminal Co.,
Ltd.
Wan Hai Lines (Phils.),
Inc.
Wan Hai Lines (H.K.)
Limited
Wan Hai Lines (M) Sdn.
Bhd.
Yi Chun Shipping
Agencies Sdn. Bhd.
Wan Hai Lines (Korea)
Ltd.
Wan Hai International
Pte. Ltd.
Wan Hai Lines
(Thailand) Ltd.
Singapore
Japan
Vietnam
Taiwan
Taiwan
Vietnam
Philippines
Hong Kong
Malaysia
Malaysia
Korea
Singapore
Thailand
Transportation and shipping
agency service, chartering of
ships, and international
transportation and shipping
agency services
Terminal operation and
management service, and vessel
rental service
Managing wharf and containers
Managing container terminals
and storage facilities
Acting as agent for
transportation affair and
contracting ocean shipping and
related services.
Managing wharf and containers
Transportation and shipping
agency services
Transportation and shipping
agency services
Transportation and shipping
agency services
ODD operations
Transportation and shipping
agency services
Transportation and shipping
agency services
Transportation and shipping
agency services
21,983,099
7,141

259,917
143,000
30,000

598,211
5,991
695,246
4,613
1,845
11,019
239,979
4,732
21,983,099
7,141
259,917
143,000
30,000
598,211
5,991
695,246
4,613
1,845
11,019
239,979
4,732
979,399,234
500
-
14,300,000
3,000,000
-
901,540
160,000,000
500,000
200,000
80,000
10,312,460
49,000
%
100.00
%
100.00
%
21.33
%
55.00
%
70.01
%
16.50
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
100.00
%
49.00
108,663,044
22,892
441,208
153,914
38,078
581,631
16,411
3,776,266
110,620
16,117
83,195
638,436
116,169
73,488,913
1,355
361,292
14,000
2,240
296,108
5,675
2,195,702
40,959
(475)
69,952
250,233
107,307
73,975,748
1,355
77,064
7,699
1,568
48,858
5,675
2,195,702
40,959
(475)
69,952
250,233
52,580
Subsidiary
(Note 2、3)
Subsidiary
(Note 3)
Associate
(Note 1)
Subsidiary
(Note 3)
Subsidiary
(Note 3)
Associate
(Note 1)
Indirect
subsidiary
(Note 3)
Indirect
subsidiary
(Note 3)
Indirect
subsidiary
(Note 3)
Indirect
subsidiary
(Note 3)
Indirect
subsidiary
(Note 3)
Indirect
subsidiary
(Note 3)
Indirect
subsidiary
(Note 3)

78

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Name of the
investor
Name of investee Location Major operations Initial invest ment amount Ending balanc e Net income
(loss) of the
investee
Investment
income
(losses)
Notes
Ending
balance
Beginning
balance
Shares Ratio of
shares
Book value
WHL-Singapore























WHL INTL.











WHL INTL.


WHL Hongkong


Bravely
International Pte.
Ltd.



WAN HAI
LINES (USA)
LTD.


Wan Hai Lines
(India) PVT Ltd.

Wan Hai (Vietnam) Ltd.
HE CHUN LOGISTICS
COMPANY LTD.
Wan Hai Lines Peru
S.A.C.
WanHai Lines Ecuador
S.A.
PHUC XUAN
MARITIME SERVICE
CO.,LTD.
Bravely International
Pte. Ltd.
WAN HAI LINES (USA)
LTD.
Wan Hai Shipping
Limited
Wan Hai Lines (UAE)
LLC.
Infinite Marine
Investment Co., Ltd.
Wan Hai Lines (India)
PVT Ltd.
Wan Hai Lines Peru
S.A.C.
WanHai Lines Ecuador
S.A.
Dawin Logistics
(International) Limited
Bravely (Myanmar)
Transport and Logistics
Company Limited
Wan Hai Lines (Arizona)
LLC.
WH Logistics Private
Limited
Vietnam
Vietnam
Peru
Ecuador
Vietnam
Singapore
America
Myanmar
Dubai
Cayman
India
Peru
Ecuador
Hong Kong
Myanmar
America
India
Transportation and shipping
agency services
ODD operations
Transportation and shipping
agency services
Transportation and shipping
agency services
Container yard business
Transportation and investment
Transportation and shipping
agency services
Transportation and shipping
agency services
Transportation and shipping
agency services
Investment
Transportation and shipping
agency services
Transportation and shipping
agency services
Transportation and shipping
agency services
Managing container, storage
and logistics services
Management container, storage
and logistic service
House rental and management
Managing container, storage
and logistics services
8,691
60,857
1,942
10,246
9,186
625,026
437,514
1,075
1,365
173,463
69
20
178
570,480
127,584
359,760
395
8,691
60,857
1,942
1,627
9,186
625,026
437,514
1,075
1,365
173,463
69
20
-
570,480
127,584
359,760
-
-
-
245,124
99,000
-
28,262,221
284,381
35,000
147
5,550,000
10,000
2,476
1,000
144,640,000
4,000,000
-
100,000
%
100.00
%
100.00
%
99.00
%
99.00
%
49.00
%
100.00
%
100.00
%
70.00
%
49.00
%
100.00
%
100.00
%
1.00
%
1.00
%
100.00
%
80.00
%
100.00
%
50.00
393,414
92,737
51,223
36,615
30,051
77,373
448,880
873
42,961
5,374
366,162
517
370
894,317
68,757
362,089
284
381,743
36,568
62,764
19,613
43,840
(31,134)
22,167
295
84,770
(212)
215,904
62,764
19,613
150,650
3,063
9,807
(34)
381,743
36,568
62,136
19,417
21,481
(31,134)
22,167
206
41,537
(212)
215,904
628
196
150,650
2,450
9,807
(17)
Indirect
subsidiary
(Note 1、3)
Indirect
subsidiary
(Note 1、3)
Indirect
subsidiary
(Note 3)
Indirect
subsidiary
(Note 3)
Associate
(Note 1)
Indirect
subsidiary
(Note 3)
Indirect
subsidiary
(Note 3)
Indirect
subsidiary
(Note 3)
Equity
method
Indirect
subsidiary
(Note 3)
Indirect
subsidiary
(Note 3)
Indirect
subsidiary
(Note 3)
Indirect
subsidiary
(Note 3)
Indirect
subsidiary
(Note 3)
Indirect
subsidiary
(Note 3)
Indirect
subsidiary
(Note 1、3)
Equity
method

Note 1: Limited companies with no common shares issued.

Note 2: The difference is due to the unrealized gain / loss.

Note 3: Eliminated in the consolidated financial statements.

  • (c) Information on investment in Mainland China

  • Information on investment in Mainland China:

Name of the
investee in
Mainland China
Major operations Issued
capital
Method of
investment
Beginning
remittance balance
- Cumulative
investment
(amount) from
Taiwan
Cur
remittance/
investmen
rent
recoverable
t (amount)
Ending remittance
balance -
Cumulative
investment

(amount) from
Taiwan
Net income
(loss)
of the
investee
Direct
/indirect
shareholding
(%) by the
Company
Current
investment
gains and
losses
(Note 2)
Carrying
Amount
Accumulate
d Inward
Remittance
of Earnings
Remittance
amount
Recoverable
amount
Guangzhou Wan
Hai Information
Technology Ltd.
Shenzhen Uniwin
nternational
Logistics Ltd.
Information
software service
Freight
transportation and
acting as agent for
transport affairs
7,922
644,016
(1)
(1)
-
-
-
-
-
-
-
-
870
118,709
%
100.00
%
100.00
870
118,709
22,433
725,182
-
-

79

(English Translation of Financial Statements Originally Issued in Chinese) WAN HAI LINES LTD.

NOTES TO THE FINANCIAL STATEMENTS

Name of the
investee in
Mainland China
Major operations Issued
capital
Method of
investment
Beginning
remittance balance
- Cumulative
investment
(amount) from
Taiwan
Cur
remittance/
investmen
rent
recoverable
t (amount)
Ending remittance
balance -
Cumulative
investment
(amount) from
Taiwan
Net income
(loss)
of the
investee
Direct
/indirect
shareholding
(%) by the
Company
Current
investment
gains and
losses
(Note 2)
Carrying
Amount
Accumulate
d Inward
Remittance
of Earnings
Remittance
amount
Recoverable
amount
Clipper
International
Shipping Agency
Ltd.
Blue Ocean
Logistics
(Shanghai) Ltd.
Shenzhen Yong
Chun International
Shipping
Management Co.,
Ltd.
Wan Hang Tours
Co., Ltd.
Qingdao port and
Win International
Logistics Co., Ltd.
International
shipping agency
services
Containers, storage
and international
transportation
services
International
shipping
management
Retailing and
Catering
management
Container yard
station
4,070
32,596
29,068
287,330
50,188
(1)
(1)
(1)
(1)
(1)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
22,139
32,228
6,307
(6,759)
22,110
%
49.00
%
100.00
%
90.00
%
50.00
%
50.00
10,848
32,228
5,676
(3,379)
11,055
11,918
94,666
38,674
113,921
39,390
-
-
-
-
-

Note 1: Indirectly invested in Mainland China through investees.

Note 2: The investment income (loss) recognized in current period was audited and certified by the CPA of the Company.

2. Limitation on investment in Mainland China:

Aggregate investment amount
remitted from Taiwan to Mainland
China at the end of the period
Investment amount approved
by Investment Commission of
Ministry of Economic Affairs
Limitation on investment in
Mainland China by
Investment Commission of
Ministry of Economic Affairs
- 1,131,368 86,565,015

Note: The Company's investments in Mainland China were mostly from the investees' self-owned capital in indirect subsidiaries.

3. Significant transactions:

As of December 31, 2021, the significant inter-company transactions with the subsidiary in Mainland China, which were eliminated in the preparation of consolidated financial statements, are disclosed in "Information on significant transactions".

  • (d) Major shareholders:
Major shareholders:
Shareholding
Shareholder’s Name
Shares Percentage
Yi Chun Navigation Inc.
Asia Pacific Logistics International Co., Ltd.
TCEL
CCEL
313,757,720
194,539,837
187,993,144
187,993,144
%
12.85
%
7.97
%
7.70
%
7.70

(14) Segment Information

Please refer to the consolidated financial report.

80

Wan Hai Lines Ltd.

STATEMENT OF CASH AND CASH EQUIVALENTS

DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars)

Item Description
Amount
$ 90,539
1,243,853
USD
880,165 thousand @
27.66
30,598,361
EUR
88 thousand @
31.29
THB
102,950 thousand @
0.83
KRW
96,773 thousand @
0.02
CNY
230,926 thousand @
4.34
JPY 19,291,681 thousand @
0.24
SGD
2,128 thousand @
20.44
HKD
137,367 thousand @
3.55
1,405,360
USD
245,000 thousand @
27.66
6,775,475
$
40,113,588
Cash on hand
Saving accounts-TWD
Saving accounts-Foreign
currency
Time deposits-TWD
Time deposits-Foreign
currency
Total

81

Wan Hai Lines Ltd.

STATEMENT OF CHANGES IN FINANCIAL ASSETS MEARSURED

AT FAIR VALUE THROUGH PROFIT OR LOSS

DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars)

Name of financial
instruments
Description
Domestic listed
stocks



















Domestic stocks
traded over the
counter
Domestic
emerging stocks
Shares
(In
thousands)
Book Value
12,984 $ -
376
-
245
-
11,367
-
1,108
-
2,291
-
4,354
-
77
-
529
-
89
-
924
-
958
-
23,754
-
435
-
18,800
-
20,356
-
17,502
-
776
-
32,006
-
3,303
-
1,078
-
358
-
Total Amount
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Interest Rate
%
-
%
-
%
-
%
-
%
-
%
-
%
-
%
-
%
-
%
-
%
-
%
-
%
-
%
-
%
-
%
-
%
-
%
-
%
-
%
-
%
-
%
-
Acquisition
Cost
350,176
29,619
17,917
211,565
34,262
57,287
605,461
7,916
207,905
9,530
35,041
38,942
457,957
51,519
478,337
229,092
264,018
63,795
453,655
287,417
136,106
12,094
4,039,611
Fai r Value
Total Amount
693,329
39,134
19,835
290,424
36,786
80,992
1,197,350
8,054
325,335
6,514
16,263
115,861
654,419
25,407
668,327
385,749
428,804
35,070
814,554
343,512
64,249
11,108
6,261,076
Change in fair
value-attribute to
change in credit
risk
Note
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Unit Price
(NT$)
53.40
104.00
80.80
25.55
33.20
35.35
275.00
104.00
615.00
73.10
17.60
121.00
27.55
58.40
35.55
18.95
24.50
45.20
25.45
104.00
59.6000
31.0000
GREATWALL
ENTERPRISE CO.,
LTD.
Formosa Plastics
Corporation
Formosa Chemicals &
Fiber Corporation
Tainan Spinning Co.,
Ltd.
TAIYEN BIOTECH
CO., LTD
China Steel Corporation
Delta Electronics, Inc.
Hon Hai Precision
Ind.Co., Ltd.
Taiwan Semiconductor
Manufacturing Co., Ltd
Transcend Information,
Inc.
Amtran Technology
Co., Ltd.
Yang Ming Marine
Transport Corp.
China Airlines Ltd.
Chinese Maritime
Transport Ltd.
Mega Financial Holding
Co., Ltd.
Taishin Financial
Holding Co., Ltd.
First Financial Holding
Co., Ltd.
Shih Wei Navigation
Co., Ltd.
Taiwan Cooperative
Financial Holding Co.,
Ltd.
Taiwan Secom Co., Ltd.
The Eslite Spectrum
Corporation
TIGERAIR TAIWAN
CO., LTD.

82

Wan Hai Lines Ltd.

STATEMENT OF CURRENT FINANCIAL ASSETS AT AMORTIZED COST

December 31, 2021

(In Thousands of New Taiwan Dollars)

Name Description
USD 2,304 thousand
@ 27.66
Boand Lot Book Value
$ -
Total Amount
-
Interest
Rate
%
-
Carrying
Amount
Note
63,717
Saving accounts-
Foreign Currency
-

STATEMENT OF NOTES RECEIVABLE

Client Name Description Amount Notes
Notes receivables:
Non-Related party:
SPEEMARK CONSOLIDATION SERVICE $ 6,557
LTD.
Others (Note 1) 63,140
Total $ 69,697
Note 1: The amount of individual client does not exceed 5% of the account balance.

83

Wan Hai Lines Ltd.

STATEMENT OF ACCOUNTS RECEIVABLE

DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars)

Client Name Description Amount
Notes
$ 121,473
84,951
75,794
128,344
1,582,683
1,993,245
(1,683)
$
1,991,562
Accounts receivable-joint service:
Non-Related parties:
Yang Ming Marine Transport Corp.
Others (Note 1)
Accounts receivable-freight, additional fee and
container loading / discharge
Related parties:
Others (Note 1)
Non-Related parties:
Formosa Plastics Corporation
Others (Note 1)
Subtotal
Less: Allowance for doubtful receivables
Total
Freight and surcharge
income

Note 1: The amount of individual client does not exceed 5% of the amount balance.

84

Wan Hai Lines Ltd.

STATEMENT OF OTHER RECEIVABLES

DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars)

Item Description Amount
Note
$ 1,294
577,305
7,421,060
397,439
8,397,098
70,360
98,719
172,852
25,738
105,477
473,146
$
8,870,244
Related parties:
Accounts receivable-
disposal of assets
Accounts receivable-vessel
rental revenue
Advance receivable
Others
Subtotal
Non-Related parties:
Receivables
Accounts receivable-vessel
rental revenue
Indemnity income
receivables
Tax receivable
Other
Subtotal
Total
Revenue from sale of containers
Revenue from charters of the
remaining fuel at the end of
rental period or others
Advance receivable collected
from WHL-Singapore
Discount on expense of
containers loading / discharge
Revenue from charters of the
remaining fuel at the end of
rental period or others
Relevant insurance compensation
Income tax refunds

85

Wan Hai Lines Ltd.

STATEMENT OF INVENTORIES

DECEMBER 31, 2021

(IN THOUSANDS OF NEW TAIWAN DOLLARS)

Item Amount
Cost
Net Realizable
Value
Note
$ 78,685
78,685
713,060
713,060
8,394
8,394
$
800,139
800,139
Cost
$ 78,685
713,060
8,394
$
800,139
Light marine diesel oil
Heavy marine diesel oil
Fresh lubricating oil

86

Wan Hai Lines Ltd.

STATEMENT OF OTHER CURRENT ASSETS

DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars)

Item Description Amount Note
Prepaid expenses:
Prepaid rents Prepaid rents of vessels and $ 2,967
office
Prepaid insurance Prepaid insurance of 12,456
containers, fire disaster,
public liability insurance and
mutual insurance
Prepaid expenses-agents 163,513
Others (The individual account does 102,256
not exceed 5% of the amount
balance)
Sub total 281,192
Payment on behalf of others:
Payment on behalf of others-charters Payment of fuel expense, 229,740
accommodation fee, medical
expense and others
Payment on behalf of others-wharf Relevant fees for ships entry 37,801
expense and exit use
Others (The individual account does 78,188
not exceed 5% of the amount
balance)
Subtotal 345,729
Total $ 626,921

87

Wan Hai Lines Ltd.

STATEMENT OF CHANGES IN NON-CURRENT FINANCIAL ASSETS MEASURED AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME

DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars)

Name
Shihlin Paper Corporation
Chunghua Telecom Co., Ltd.
Taipei Port Container Terminal Corp.
United Stevedoring Corporation
Balance, January 1, 2021
Share (In
thousands)
Carrying value
6,374 $ 377,984
27,520
2,999,680
79,315
436,162
781
13,958
$
3,827,784
Additions
Share (In
thousands)
Amount
2,977
228,902
-
206,400
-
30,983
-
-
466,285
Decrease
Share (In
thousands)
Amount
-
-
-
-
-
-
-
1,798
1,798
Balance, December 31, 2021
Share (In
thousands)
Carrying
value
9,351
606,886
27,520
3,206,080
79,315
467,145
781
12,160
4,292,271
Collateral
Note
None


Share (In
thousands)
Share (In
thousands)
2,977
-
-
-
Share (In
thousands)
-
-
-
-
Share (In
thousands)
9,351
27,520
79,315
781
6,374
27,520
79,315
781

88

Wan Hai Lines Ltd.

STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD

FOR THE YEAR ENDED IN DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars)

Name
Wan Hai Lines (Singapore) Pte Ltd
K.K. WH Corporation
Tan Cang-Cai Mep International Terminal
Co., Ltd.
T.K. Logistics International Co., Ltd.
Bao Sheng Shipping Agency Co., Ltd.
Hai Phong International Container
Terminal Co Ltd.
Balance, January 1, 2021
Shares
Amount
979,399,234 $ 35,745,788
500
24,513
Note 1
436,375
14,300,000
156,410
3,000,000
40,652
Note 1
534,245
$
36,937,983
Add i tions
Amount
72,917,256
-
4,833
-
-
47,386
72,969,475
Dec r ease
Amount
-
1,621
-
2,496
2,574
-
6,691
Balance, December 31, 2021
Shares
%
Amount
979,399,234
%
100.00
108,663,044
500
%
100.00
22,892
Note 1
%
21.33
441,208
14,300,000
%
55.00
153,914
3,000,000
%
70.01
38,078
Note 1
%
16.50
581,631
109,900,767
Balance, December 31, 2021
Shares
%
Amount
979,399,234
%
100.00
108,663,044
500
%
100.00
22,892
Note 1
%
21.33
441,208
14,300,000
%
55.00
153,914
3,000,000
%
70.01
38,078
Note 1
%
16.50
581,631
109,900,767
Balance, December 31, 2021
Shares
%
Amount
979,399,234
%
100.00
108,663,044
500
%
100.00
22,892
Note 1
%
21.33
441,208
14,300,000
%
55.00
153,914
3,000,000
%
70.01
38,078
Note 1
%
16.50
581,631
109,900,767
Market Valu e or Net Assets
Total Amount
108,663,044
22,892
441,208
153,914
38,078
581,631
109,900,767
Collateral
Note
None




Shares Shares Shares Shares
979,399,234
500
Note 1
14,300,000
3,000,000
Note 1
% Unit price
110.95
45,783.17
-
10.76
12.69
-
979,399,234
500
Note 1
14,300,000
3,000,000
Note 1
-
-
-
-
-
-
-
-
-
-
-
-
%
100.00
%
100.00
%
21.33
%
55.00
%
70.01
%
16.50

Note 1: Limited companies with no common share issued.

89

Wan Hai Lines Ltd.

STATEMENT OF OTHER NON-CURRENT ASSET

DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars)

Item Description Amount Note
Deferred tax assets-non-current $ 231,501
Refundable deposits 147,769
Prepayments for equipment 2,213,417
Others 883
Total $ 2,593,570
STATEMENT OF ACCOUNTS PAYABLES
DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars)
Client Name Description Amount Note
Accounts payable
Related parties:
WHL Singapore Oil expense $ 7,568,346
Other (Note 1) 338,932
Non-related parties
Other (Note 1) 5,939,369
Accounts payable-agents commission in transit 138,484
Accounts payable-containers fee 65,056
Accounts payable-charters 101,948
Accounts payable-joint service 39,991
Accounts payable-rental fee 70,049
Total $ 14,262,175

Note 1: The amount of individual client does not exceed 5% of the amount balance.

90

Wan Hai Lines Ltd.

STATEMENT OF OTHER PAYABLES

DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars)

Item Description
Amount
$ 6,587
Estimated year-end bonus
852,842
Estimated compensation to
directors and employees
907,151
243,095
2,003,088
1,206,428
250,051
$
3,466,154
Accrued expense:
Related party:
Others (The amount of individual client does not
exceed 5 % of the balance amount)
Non-related party
Bonus payable
Compensation payable
Others
Subtotal
Payables on equipment
Others
Total

STATEMENT OF LEASE LIABILITIES

Item Lease terms Discount rates Amount
Note
$ 2,845,587
116,436,155
2,566,654
7,990
$
121,856,386
Wharf
Vessel equipment
Containers
Others
Total
4~15 years
1~27 years
1~11 years
3~5 years
1.82%~2.2%
1.8%~2.45%
1.8%~4.04%
2%~2.35%

91

Wan Hai Lines Ltd.

STATEMENT OF OTHER CURRENT LIABILITIES

DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars)

Item Description Amount
Note
$ 56,473
10,165
3,244
69,882
61,439
61,439
67,725
4,136
$
203,182
Unearned receipts:
Related party:
WHL Thailand
IAL (S)
Others (Note 1)
Subtotal
Non-Related party:
Others (Note 1)
Subtotal
Receipts under custody
Guarantee deposits received
Total
Unearned revenue from selling
containers and overpayment

Collection of income tax, labor and
health insurance, etc.
security deposit

Note 1: The amount of individual client does not exceed 5% of the amount balance.

92

Wan Hai Lines Ltd.

STATEMENT OF LONG-TERM LOANS

DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars)

Creditor Description Balance,
December 31, 2021
$ 292,789
1,783,000
1,230,000
805,123
622,237
414,825
494,617
73,747
331,860
82,965
331,860
829,650
1,244,475
1,382,750
1,037,062
414,825
774,340
1,000,000
210,000
600,000
600,000
1,400,000
700,000
300,000
414,825
500,000
51,853
17,922,803
(2,878,817)
(948)
$
15,043,038
Contract period
2017.10.23~2041.05.04
Range of
Interest Rates
0.20%~1.11%
Collateral
Note
Containers
Building, Land
Building, Land
Containers
Containers
Containers
Containers
Containers
Containers
Containers
Containers
Containers
Containers
Containers
Containers
Containers
Containers
-
-
-
-
-
-
-
-
-
-
Land Bank of Taiwan-Chang An Branch



Bank of China-Taipei Branch
Mizuho Bank-Taipei Branch
E.SUN BANK-Taipei Branch
Mega International Commercial Bank
Head Office -Foreign Dept.

First Commercial Bank-Jiancheng Branch




Hua Nan Commercial Bank-Chengdong
Branch
Chang Hwa Commercial Bank-Chilin
Branch

Ta Ching Bills Finance Corporation
China Bills Finance Corporation


Mega Bills Finance Corporation
International Bills Finance Corporation

First Commercial Bank-Jiancheng Branch
Jihsun Bank-Xinyi Branch
TaipeiStarBank-Chang An Branch
Less: Current portion
Less:Discount on commercial paper

93

Wan Hai Lines Ltd.

STATEMENT OF OPERATING REVENUE

FOR THE YEAR ENDED IN DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars)

Item
Freight revenue
Rent revenue
Revenue from WHL terminal
Other labor service
Less: Sales returns and allowances
Net amount of operating revenue
Numbers Amount
Note
$ 108,902,532
6,318,443
632,696
162,155
116,015,826
(10,598)
$
116,005,228

STATEMENT OF OPERATING COSTS

Item Amount
Agency Service $ 3,407,288
Port charges 1,851,573
stevedorage & cargo charges 21,349,908
Container expense 7,446,356
Vessel expense 9,901,835
Fuel Cost 6,399,364
Loss on inventory valuation (13,147)
Vessel rental expense 4,579,951
Expense from WHL terminal 2,293,839
$ 57,216,967

94

Wan Hai Lines Ltd.

STATEMENT OF OPERATING EXPENSES

FOR THE YEAR ENDED IN DECEMBER 31, 2021

(In Thousands of New Taiwan Dollars)

Item Description Amount
Note
$ 2,415,035
95,717
343,656
28,534
1,325
1,190,357
None of individual amount
exceed 5%
$
4,074,624
Payroll expenses
Entertainment expenses
Taxes
Service fees
Expected Credit Losses
Other expenses
Total

Note 1: Please refer to Note 6 (e) for hedging liabilities.

  • 2: Please refer to Note 6 (i) for changes in property, plant and equipment.

  • 3: Please refer to Note 6 (i) for changes in accumulated depreciation of the property, plant and equipment.

  • 4: Please refer to Note 6 (j) for changes in the right-of-use-assets.

  • 5: Please refer to Note 6 (j) for accumulated depreciation changes in right-of-use assets.

  • 6: Please refer to Note 6 (k) for changes in investment property.

  • 7: Please refer to Note 6 (k) for changes in accumulated depreciation of investment property.

  • 8: Please refer to Note 6 (l) for changes in intangible assets.

  • 9: Please refer to Note 6 (o) for bonds payable.

  • 10: Please refer to Note 6 (q) for defined benefit obligation.

  • 11: Please refer to Note 6 (r) for deferred tax assets and liabilities.

  • 12: Please refer to Note 6 (w) for interest income.

  • 13: Please refer to Note 6 (w) for other revenue.

  • 14: Please refer to Note 6 (w) for other income and loss.

  • 15: Please refer to Note 6 (w) for financial costs.

95