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WANHAI — Interim / Quarterly Report 2021
Nov 25, 2021
52169_rns_2021-11-25_2e7f1de6-c8cf-470a-9544-7de08581b44c.pdf
Interim / Quarterly Report
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Stock Code:2615
WAN HAI LINES LTD. AND SUBSIDIARIES
CONSOLIDATED FINANCIAL STATEMENTS
With Independent Auditors’ Review Report For the Nine Months Ended September 30, 2021 and 2020
Address: 10TH FLOOR, No. 136, SUNG CHIANG ROAD, TAIPEI, TAIWAN Telephone: (02)2567-7961
The independent auditors’ review report and the accompanying consolidated 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’ review report and consolidated financial statements, the Chinese version shall prevail.
〜 1 〜
Table Of Contents
| Contents 1. Cover Page 2. Table of Contents 3. Independent Auditors’ Review Report 4. Consolidated Balance Sheets 5. Consolidated Statements of Comprehensive Income 6. Consolidated Statements of Changes in Equity 7. Consolidated Statements of Cash Flows 8. Notes to the Consolidated Financial Statements (1) Company History (2) Approval Date and Procedures of the Consolidated 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 |
Page |
|---|---|
| 1 2 3 4 5 6 7 8 8 8~9 9~13 13 13~52 52~56 56 56~58 58 58 58~59 59~64 65~66 66~67 67 67 |
〜 2 〜
==> picture [169 x 19] intentionally omitted <==
KPMG
台北市110615信義路5段7號68樓(台北101大樓) Telephone 電話 + 886 2 8101 6666 68F., TAIPEI 101 TOWER, No. 7, Sec. 5, Fax 傳真 + 886 2 8101 6667 Xinyi Road, Taipei City 110615, Taiwan (R.O.C.) Internet 網址 home.kpmg/tw
Independent Auditors’ Review Report
To the Board of Directors of Wan Hai Lines Ltd.:
Introduction
We have reviewed the accompanying consolidated balance sheets of Wan Hai Lines Ltd. (the “Company”) and its subsidiaries (together referred to as the “Group”) as of September 30, 2021 and 2020, and the related consolidated statements of comprehensive income, changes in equity and cash flows for the nine months ended September 30, 2021 and 2020, and notes to the consolidated financial statements, including a summary of significant accounting policies. Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standards (“ IASs” ) 34, “ Interim Financial Reporting” endorsed by the Financial Supervisory Commission of the Republic of China. Our responsibility is to express a conclusion on the consolidated financial statements based on our reviews.
Scope of Review
Except as explained in the Basis for Qualified Conclusion paragraph, we conducted our reviews in accordance with Statement of Auditing Standards 65, “Review of Financial Information Performed by the Independent Auditor of the Entity” . A review of the consolidated financial statements consists of making inquiries, primarily of people responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with the generally accepted auditing standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Basis for Qualified Conclusion
As stated in Note 6(g), the other equity accounted investments of the Group in its investee companies of $996,701 thousand and $937,109 thousand as of September 30, 2021 and 2020, respectively, and its equity in net earnings on these investee companies of $24,457 thousand, $48,350 thousand, $91,686 thousand and $87,513 thousand for the three months ended September 30, 2021 and 2020 and for the nine months ended September 30, 2021 and 2020, respectively, were recognized solely on the financial statements prepared by these investee companies, but not reviewed by independent auditors.
〜 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.
Qualified Conclusion
Except for the adjustments, if any, as might have been determined to be necessary had the financial statements of certain equity accounted investee companies described in the Basis for Qualified Conclusion paragraph above been reviewed by independent auditors, based on our reviews, nothing has come to our attention that causes us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as of September 30, 2021 and 2020, and of its consolidated financial performance and its consolidated cash flows for the nine months ended September 30, 2021 and 2020 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IASs 34, “ Interim Financial Reporting” endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
The engagement partners on the review resulting in this independent auditors’ review report are Rou-Lan Kuo and Chun Kuang Chen.
KPMG
Taipei, Taiwan (Republic of China) November 9, 2021
〜 3-1 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDSAS OF SEPTEMBER 30, 2021 AND 2020
WAN HAI LINES LTD. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
September 30, 2021, December 31, 2020, and September 30, 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)(e) and 6(u)) 1170 Accounts receivable, net (notes (6)(e), (6)(u) and (7)) 1140 Current contract assets (note (6)(u)) 1200 Other receivables, net (note (7)) 1330 Inventories (note (6)(f)) 1475 Receivables from agents (note (7)) 1479 Other current assets (note (8)) 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)(g)) 1600 Property, plant and equipment (notes (6)(i), (8) and (9)) 1755 Right-of-use assets (note (6)(j)) 1760 Investment property (note (6)(k)) 1780 Intangible assets (note (6)(l)) 1900 Other non-current assets (notes (8) and (9)) Total assets |
2021.9.30 Amount % $ 69,560,394 32 5,390,753 3 64,166 - 55,113 - 9,493,749 5 7,284,167 3 752,423 - 3,723,726 2 1,789,583 1 1,028,489 - 99,142,563 46 4,875,777 2 1,213,018 1 77,753,420 36 16,437,066 8 3,748,480 2 58,741 - 11,971,923 5 116,058,425 54 $ 215,200,988 100 |
2020.12.31 Amount % 15,765,903 15 4,844,840 5 - - 52,358 - 3,589,346 3 1,530,849 1 1,425,327 1 1,887,030 2 1,213,957 1 1,026,960 1 31,336,570 29 4,487,899 4 1,178,944 1 54,166,521 50 7,727,240 7 3,770,753 4 81,857 - 5,847,834 5 77,261,048 71 108,597,618 100 |
2020.9.30 Amount % 11,339,028 12 5,290,094 6 68,277 - 37,145 - 2,248,635 3 1,120,436 1 1,283,717 1 1,398,071 2 1,112,774 1 1,191,127 1 25,089,304 27 4,235,364 5 1,132,345 1 48,011,055 52 5,744,403 6 2,256,996 2 92,877 - 6,791,640 7 68,264,680 73 93,353,984 100 Liabilities and Equity Current liabilities: 2100 Short-term borrowings (note (6)(m)) 2126 Current financial liabilities for hedging (notes (6)(d) and (p)) 2170 Accounts payable (note (7)) 2200 Other payables (note (7)) 2230 Current tax liabilities (note (6)(r)) 2280 Current lease liabilities (note (6)(p)) 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 (6)(u) and (7)) Non-Current liabilities: 2511 Non-current financial liabilities for hedging (notes (6)(d) and (p)) 2530 Bonds payable (note (6)(o)) 2540 Long-term borrowings (notes (6)(n) and (8)) 2570 Deferred tax liabilities 2580 Non-current lease liabilities (note (6)(p)) 2640 Accrued pension liabilities non-current (note(6)(q)) 2645 Guarantee deposits received Total liabilities Equity attributable to owners of parent (notes (6)(s) and (t)): Share capital: 3110 Ordinary share 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)(d)) Total equity attributable to owners of parent: 36XX Non-controlling interests Total equity Total liabilities and equity |
2021.9.30 | 2020.12.31 | 2020.9.30 Amount % 1,830,000 2 609,434 1 7,981,980 9 2,233,344 2 1,122,972 1 378,488 - 7,228,366 8 19,160 - 1,749,213 2 23,152,957 25 2,165,562 2 10,100,000 11 14,067,143 15 2,734,070 3 2,607,847 2 666,584 1 676,425 1 33,017,631 35 56,170,588 60 22,182,975 24 1,271,775 1 7,225,691 8 1,519,682 2 7,203,730 8 15,949,103 18 (2,415,364) (3) (156,542) - 85,548 - (2,486,358) (3) 36,917,495 40 265,901 - 37,183,396 40 93,353,984 100 |
|---|---|---|---|---|---|---|
| Amount % $ 230,000 - 926,288 - 11,792,723 5 5,296,341 2 15,418,224 7 7,817,163 4 7,666,122 4 99,027 - 5,943,078 3 55,188,966 25 2,542,032 1 9,000,000 4 26,353,014 12 4,156,050 2 5,242,960 3 647,860 - 1,053,441 1 48,995,357 23 104,184,323 48 24,401,273 11 1,271,775 1 8,354,970 4 3,239,603 2 76,890,663 36 88,485,236 42 (3,923,772) (2) 326,402 - 140,127 - (3,457,243) (2) 110,701,041 52 315,624 - 111,016,665 52 $ 215,200,988 100 |
Amount % 50,000 - 818,459 1 8,386,638 8 2,994,247 3 1,221,166 1 1,202,970 1 7,445,416 7 127,385 - 2,502,981 2 24,749,262 23 2,855,649 3 12,600,000 11 15,785,110 14 4,157,326 4 2,854,667 2 687,775 1 735,487 1 39,676,014 36 64,425,276 59 22,182,975 21 1,271,775 1 7,225,691 7 1,519,682 1 14,941,889 14 23,687,262 22 (3,465,395) (3) 75,448 - 150,344 - (3,239,603) (3) 43,902,409 41 269,933 - 44,172,342 41 108,597,618 100 |
Seeing accompanying notes to financial statements.
〜 4 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS
WAN HAI LINES LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the three months and nine months ended September 30, 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)(f) and (7)) Gross profit 6200 Total administrative expenses(note) 6450 Expected credit loss (gain)(note) Total operating expenses Income from operations Non-operating income and expenses (notes (6)(g) 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 Net Profit Other comprehensive income (loss): 8310 Items that may not be reclassified subsequently to profit and loss 8316 Unrealized gains (losses) from investments in equity instruments measured at fair value through other comprehensive income 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 Other comprehensive income (net of tax) 8500 Total comprehensive income Profit (loss), attributable to: 8610 Owners of the parent company 8620 Non-controlling interests Comprehensive income attributable to: 8710 Owners of the parent company 8720 Non-controlling interests 9750 Basic earnings per share (New Taiwan Dollar) (note (6)(t)) 9850 Diluted earnings per share (New Taiwan Dollar) (note (6)(t)) |
For the three months e | nded September 30 2020 Amount % 19,663,196 100 16,689,079 85 2,974,117 15 1,038,588 5 - - 1,038,588 5 1,935,529 10 11,620 - 278,525 1 225,846 1 (112,697) - 67,066 - 470,360 2 2,405,889 12 593,035 3 1,812,854 9 (139,881) (1) - - (139,881) (1) (462,811) (2) 7,243 - - - (455,568) (2) (595,449) (3) 1,217,405 6 1,796,351 9 16,503 - 1,812,854 9 1,203,348 6 14,057 - 1,217,405 6 0.74 0.74 |
For the nine months 2021 Amount % 157,360,548 100 68,317,554 44 89,042,994 56 5,178,869 3 1,863 - 5,180,732 3 83,862,262 53 52,131 - 317,075 - 1,091,108 1 (537,564) - 148,307 - 1,071,057 1 84,933,319 54 15,612,923 10 69,320,396 44 250,954 - - - 250,954 - (479,459) - (10,217) - - - (489,676) - (238,722) - 69,081,674 44 69,234,570 44 85,826 - 69,320,396 44 69,016,930 44 64,744 - 69,081,674 44 28.37 28.33 |
ended September 30 2020 Amount % 53,933,786 100 46,633,831 86 7,299,955 14 3,099,980 6 - - 3,099,980 6 4,199,975 8 60,516 - 319,853 1 532,982 1 (401,088) (1) 125,134 - 637,397 1 4,837,372 9 1,245,297 2 3,592,075 7 43,834 - - - 43,834 - (1,067,838) (2) 52,044 - - - (1,015,794) (2) (971,960) (2) 2,620,115 5 3,554,628 7 37,447 - 3,592,075 7 2,587,951 5 32,164 - 2,620,115 5 1.46 1.45 |
|---|---|---|---|---|
| 2021 Amount % $ 70,727,333 100 25,511,121 36 45,216,212 64 1,784,743 3 1,863 - 1,786,606 3 43,429,606 61 19,902 - 314,746 - (155,564) - (190,673) - 43,144 - 31,555 - 43,461,161 61 7,912,988 11 35,548,173 50 1,607 - - - 1,607 - (153,032) - 7,767 - - - (145,265) - (143,658) - $ 35,404,515 50 $ 35,547,324 50 849 - $ 35,548,173 50 $ 35,413,489 50 (8,974) - $ 35,404,515 50 $ 14.57 $ 14.55 |
Seeing accompanying notes to financial statements.
〜 5 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS
WAN HAI LINES LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
For the nine months ended September 30, 2021 and 2020
(Expressed in Thousands of New Taiwan Dollars)
Equity Attributable to Owners of the Company
| Balance at January 1, 2020 Net income Other comprehensive income (loss) Total comprehensive income (loss) Appropriation of retained earnings: Legal reserve Reversal of special reserve Cash dividends Changes in non-controlling interests Balance at September 30, 2020 Balance at January 1, 2021 Net income Other comprehensive income (loss) Total comprehensive income (loss) Appropriation of retained earnings: Legal reserve Special reserve appropriated Cash dividends Stock dividends of ordinary share Changes in non-controlling interests Balance at September 30, 2021 |
Stock | Capital Surplus |
Retained Earnings | Other Equity Items | Total Equity Attributable to Owners of Parent |
Non-controlling Interests |
Total | ||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Foreign Currency Translation Differences Arising from Foreign Operations |
Unrealized Gains (losses) from financial assets measured at fair value through other comprehensive income |
Gains (losses) on hedging instruments |
|||||||||
| Common Stock |
Legal reserve |
Special reserve |
Retained Earnings - Unappropriated |
||||||||
| $ 22,182,975 | 1,271,775 | 6,869,483 | 810,700 | 6,488,930 | (1,352,809) | (200,376) | 33,504 | 36,104,182 | 244,283 | 36,348,465 | |
| - - |
- - |
- - |
- - |
3,554,628 - |
- (1,062,555) |
- 43,834 |
- 52,044 |
3,554,628 (966,677) |
37,447 (5,283) |
3,592,075 (971,960) |
|
| - | - | - | - | 3,554,628 | (1,062,555) | 43,834 | 52,044 | 2,587,951 | 32,164 | 2,620,115 | |
| - - - - |
- - - - |
356,208 - - - |
- 708,982 - - |
(356,208) (708,982) (1,774,638) - |
- - - - |
- - - - |
- - - - |
- - (1,774,638) - |
- - - (10,546) |
- - (1,774,638) (10,546) |
|
| $ 22,182,975 |
1,271,775 | 7,225,691 | 1,519,682 | 7,203,730 | (2,415,364) | (156,542) | 85,548 | 36,917,495 | 265,901 | 37,183,396 | |
| $ 22,182,975 | 1,271,775 | 7,225,691 | 1,519,682 | 14,941,889 | (3,465,395) | 75,448 | 150,344 | 43,902,409 | 269,933 | 44,172,342 | |
| - - |
- - |
- - |
- - |
69,234,570 - |
- (458,377) |
- 250,954 |
- (10,217) |
69,234,570 (217,640) |
85,826 (21,082) |
69,320,396 (238,722) |
|
| - | - | - | - | 69,234,570 | (458,377) | 250,954 | (10,217) | 69,016,930 | 64,744 | 69,081,674 | |
| - - - 2,218,298 - |
- - - - - |
1,129,279 - - - - |
- 1,719,921 - - - |
(1,129,279) (1,719,921) (2,218,298) (2,218,298) - |
- - - - - |
- - - - - |
- - - - - |
- - (2,218,298) - - |
- - - - (19,053) |
- - (2,218,298) - (19,053) |
|
| $ 24,401,273 |
1,271,775 | 8,354,970 | 3,239,603 | 76,890,663 | (3,923,772) | 326,402 | 140,127 | 110,701,041 | 315,624 | 111,016,665 |
Seeing accompanying notes to financial statements.
〜 6 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS
WAN HAI LINES LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the nine months ended September 30, 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 Share of income of associates and joint ventures accounted for using equity method Gain on disposal of property, plant and equipment Unrealized foreign exchange gain Others Total adjustments to reconcile profit (loss) Changes in operating assets and liabilities: Changes in operating assets: Financial assets at fair value through profit or loss, mandatorily measured at fair value Contract assets Notes receivable Accounts receivable (including related parties) Other receivables Inventories Receivables from agents Other current assets 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 investments accounted for using equity method Acquisition of property, plant and equipment Proceeds from disposal of property, plant and equipment 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: Increase in short-term loans Repayments of bonds Proceeds from long-term loans Repayment of long-term loans Guarantee deposits received Payments of lease liabilities Cash dividends paid Interest paid Change in non-controlling interests Net cash used in financing activities Foreign exchange rate effects Net increase in cash and cash equivalents Cash and cash equivalents, beginning of period Cash and cash equivalents, end of period |
For the nine months e | nded September 30, 2020 4,837,372 4,156,505 51,832 - (71,652) 401,088 (60,516) (319,853) (125,134) (135,999) (183,455) 26 |
|---|---|---|
| 2021 $ 84,933,319 9,562,386 38,020 1,863 (704,795) 537,564 (52,131) (316,186) (148,307) (30,199) 109,022 (5,516) 8,991,721 158,882 (5,753,318) (2,755) (5,906,266) 678,803 (1,836,696) (575,626) 47,448 (13,189,528) 3,406,085 901,166 (28,358) 3,451,410 (39,915) 7,690,388 (5,499,140) 3,492,581 88,425,900 (1,160,017) 87,265,883 (142,798) (64,166) - (27,015,698) 69,406 (14,371) (3,338) (6,466,295) 52,232 424,997 (33,160,031) 180,000 (3,800,000) 16,378,591 (5,012,240) 306,640 (4,827,126) (2,218,298) (520,280) (19,053) 468,234 (779,595) 53,794,491 15,765,903 $ 69,560,394 |
||
| 3,712,842 | ||
| (1,131,842) (386,747) 2,590 (41,860) (101,854) 598,382 (173,694) (396,232) |
||
| (1,631,257) | ||
| (142,399) 164,687 6,597 127,366 (36,840) |
||
| 119,411 | ||
| (1,511,846) | ||
| 2,200,996 | ||
| 7,038,368 (94,994) |
||
| 6,943,374 | ||
| (512,272) (68,277) (393) (8,965,290) 228,237 (18,256) (541,785) (2,569,293) 65,942 433,739 |
||
| (11,947,648) | ||
| 1,760,000 - 6,450,642 (4,347,502) 69,059 (679,258) (1,774,638) (444,139) (10,546) |
||
| 1,023,618 | ||
| (159,776) (4,140,432) 15,479,460 |
||
| 11,339,028 |
Seeing accompanying notes to financial statements.
〜 7 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
September 30, 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 Songjiang Rd., Taipei City. The Company and its subsidiaries (the Group) are 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 Consolidated Financial Statements
The consolidated interim financial statements for the three months ended September 30, 2021 and 2020 and for the nine months ended September 30, 2021 and 2020 were authorized for issue by the Board of Directors on November 9, 2021.
(3) New Standards, Amendments and Interpretations adopted:
- (a) The impact of the International Financial Reporting Standards (“IFRSs”) endorsed by the Financial Supervisory Commission, R.O.C. which have already been adopted.
The Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated 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 Group has initially adopted the following new amendments, which do not have a significant impact on its consolidated 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 Group 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 consolidated financial statements:
-
-
-
●Amendments to IAS 16 “Property, Plant and Equipment Proceeds before Intended Use”
-
●Amendments to IAS 37 “
-
●Annual Improvements to IFRS Standards 2018–2020
-
●Amendments to IFRS 3 “Reference to the Conceptual Framework”
〜 8 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED 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 Group, have been issued by the International Accounting Standards Board (IASB), but have yet to be endorsed by the FSC:
| Standards or Interpretations Amendments to IAS 1 “Classification of Liabilities as Current or Non-current” Amendments to IAS 12 “Deferred Tax related to Assets and Liabilities arising from a Single Transaction” |
Content of amendment Effective date per IASB The amendments aim to promote consistency in applying the requirements by helping companies determine whether, in the statement of balance sheet, debt and other liabilities with an uncertain settlement date should be classified as current (due or potentially due to be settled within one year) or non-current. The amendments include clarifying the classification requirements for debt a company might settle by converting it into equity. January 1, 2023 The amendments narrowed the scope of the recognition exemption so that it no longer applies to transactions that, on initial recognition, give rise to equal taxable and deductible temporary differences. January 1, 2023 |
|---|---|
The Group is evaluating the impact of its initial adoption of the abovementioned standards or interpretations on its consolidated financial position and consolidated financial performance. The results thereof will be disclosed when the Group completes its evaluation.
The Group does not expect the following other new and amended standards, which have yet to be endorsed by the FSC, to have a significant impact on its consolidated financial statements:
-
●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”
(4) Summary of Significant Accounting Policies
- (a) Statement of compliance
These consolidated financial statements have been prepared in accordance with the preparation and guidelines of IAS 34 “Interim Financial Reporting” which are endorsed and issued into effect by FSC and do not include all of the information required by the Regulations and International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations and SIC Interpretations endorsed and issued into effect by the FSC (hereinafter referred to IFRS endorsed by the FSC) for full annual consolidated financial statements.
〜 9 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Except the following accounting policies mentioned below, the significant accounting policies adopted in the consolidated financial statements are the same as those in the consolidated financial statement for the year ended December 31, 2020. For the related information, please refer to note 4 of the consolidated financial statements for the year ended December 31, 2020.
(b) Basis of Consolidation
1. List of subsidiaries in the consolidated financial statements:
| Name of investor |
Name of subsidiary |
Principal activity |
Shareholding % | Shareholding % | Shareholding % | Note |
|---|---|---|---|---|---|---|
| 2021.9.30 | 2020.12.31 | 2020.9.30 | ||||
| The Company |
Wan Hai Lines (Singapore) Pte. Ltd. (WHL Singapore) |
International freight transportation, agency services for transport affairs, vessel leasing |
% 100.00 |
% 100.00 |
% 100.00 |
|
| The Company |
T.K. Logistics International Co., Ltd. (TK) |
Managing container terminals and storage facilities |
% 55.00 |
% 55.00 |
% 55.00 |
|
| The Company |
k.k. WH Corporation (WH Corporation) |
Operating and managing container yard and vessel leasing |
% 100.00 |
% 100.00 |
% 100.00 |
|
| The Company |
Wan Hai Lines (Germany) GmbH (WHL Germany) |
International freight transportation and agency services for transport affairs |
% - |
% - |
% - |
Completed liquidation process on March 2020. |
| The Company |
Bao Sheng Shipping Agency Co., Ltd. (BS) |
Agency services for transportation affair and contracting ocean shipping and related services |
% 70.01 |
% 70.01 |
% 70.01 |
|
| WHL Singapore |
Wan Hai Line (M) Sdn. Bhd. (WHL Malaysia) |
International freight transportation and agency services for transport affairs |
% 100.00 |
% 100.00 |
% 100.00 |
|
| WHL Singapore |
Wan Hai Lines (HK) Ltd. (WHL Hong Kong) |
International freight transportation and agency services for transport affairs |
% 100.00 |
% 100.00 |
% 100.00 |
|
| WHL Singapore |
Wan Hai Lines (Phils.), Inc. (WHL Phils.) |
International freight transportation and agency services for transport affairs |
% 100.00 |
% 100.00 |
% 100.00 |
|
| WHL Singapore |
Wan Hai Lines (Korea) Ltd. (WHL Korea) |
International freight transportation and agency services for transport affairs |
% 100.00 |
% 100.00 |
% 100.00 |
|
| WHL Singapore |
Wan Hai International Pte. Ltd. (WHL INTL.) |
International freight transportation and agency services for transport affairs |
% 100.00 |
% 100.00 |
% 100.00 |
|
| WHL Singapore |
Yi Chun Shipping Agencies Sdn. Bhd. (Yi Chun) |
ODD operation | % 100.00 |
% 100.00 |
% 100.00 |
〜 10 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| Name of investor |
Name of subsidiary |
Principal activity |
Shareholding % | Shareholding % | Shareholding % | Note |
|---|---|---|---|---|---|---|
| 2021.9.30 | 2020.12.31 | 2020.9.30 | ||||
| WHL Singapore |
Wan Hai (Vietnam) Ltd. (WHL Vietnam) |
International freight transportation and agency services for transport affairs |
% 100.00 |
% 100.00 |
% 100.00 |
|
| WHL Singapore |
Wan Hai Lines (Thailand) Ltd. (WHL Thailand) |
International freight transportation and agency services for transport affairs |
% 49.00 |
% 49.00 |
% 49.00 |
The Company did not directly or indirectly hold over one-half of the voting rights of WHL-Thailand; however, the subsidiary WHL Singapore occupies three of the five seats on the board of WHL- Thailand. As a result, WHL Singapore has a direct control over WHL- Thailand. |
| WHL Singapore、 WHL INTL |
WanHai Lines Ecuador S.A. (WHL Ecuador) |
International freight transportation and agency services for transport affairs |
% 100.00 |
% 51.00 |
% 51.00 |
The Company acquired the non-controlling interest in January 2021, increasing its equity from 51% to 100%. |
| WHL Singapore |
Wan Hai Lines (USA) Ltd. (WHL USA) |
International freight transportation and agency services for transport affairs |
% 100.00 |
% 100.00 |
% 100.00 |
|
| WHL Singapore |
Bravely International Pte. Ltd. (BI) |
International freight transportation and investment |
% 100.00 |
% 100.00 |
% 100.00 |
|
| WHL Singapore |
HE CHUN LOGISTICS COMPANY LTD. (HE CHUN) |
ODD operations | % 100.00 |
% 100.00 |
% 100.00 |
|
| WHL Singapore |
Wan Hai Shipping Limited. |
International freight transportation and agency services for transport affairs |
% 70.00 |
% 70.00 |
% 70.00 |
|
| WHL Singapore、 WHL INTL. |
Wan Hai Lines Peru S.A.C.(WHL Peru) |
International freight transportation and agency services for transport affairs |
% 100.00 |
% 100.00 |
% 100.00 |
|
| WHL USA | Wan Hai Lines (Arizona) LLC ( WHL Arizona) |
House rental and management services |
% 100.00 |
% 100.00 |
% 100.00 |
|
| WHL INTL. | Wan Hai Lines (India) PVT Ltd. (WHL India) |
International freight transportation and agency services for transport affairs |
% 100.00 |
% 100.00 |
% 100.00 |
|
| WHL INTL. | Infinite Marine Investment Co., Ltd. |
Investment | % 100.00 |
% 100.00 |
% 100.00 |
〜 11 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| Name of investor |
Name of subsidiary |
Principal activity |
Shareholding % | Shareholding % | Shareholding % | Note |
|---|---|---|---|---|---|---|
| 2021.9.30 | 2020.12.31 | 2020.9.30 | ||||
| BI | Bravely (Myanmar) Transport and Logistics Company LTD. ( Bravely (Myanmar)) |
Managing container, storage and logistics services |
% 80.00 |
% 80.00 |
% 80.00 |
|
| WHL Hong Kong |
Guangzhou Wan Hai Information Technology Ltd. (GZIT) |
Information software service |
% 100.00 |
% 100.00 |
% 100.00 |
|
| WHL Hong Kong |
Dawin Logistics (International) Ltd. (Dawin) |
Transportation and storage services |
% 100.00 |
% 100.00 |
% 100.00 |
|
| Dawin | Shenzhen Uniwin International Logistics Ltd. (Shenzhen Uniwin) |
Freight transportation and agency services for transport affairs |
% 100.00 |
% 100.00 |
% 100.00 |
|
| Dawin | Blue Ocean Logistics (Shanghai) Ltd. (Blue) |
Containers, storage and international transportation services |
% 100.00 |
% 100.00 |
% 100.00 |
|
| Shenzhen Uniwin |
Clipper International Shipping Agency Ltd. (Clipper) |
International shipping agency services |
% 49.00 |
% 49.00 |
% 49.00 |
The Company did not directly or indirectly hold over one-half of the voting rights of Clipper; however, the subsidiary, Shenzhen Uniwin, occupies four of the five seats on the board of Clipper. As a result, the Company has direct control over Clipper. |
| Shenzhen Uniwin |
Shenzhen Yong Chun International Shipping Management Co., Ltd. (SZYC) |
International shipping management |
% 90.00 |
% 90.00 |
% 90.00 |
- Subsidiaries excluded from the consolidated financial statements: None.
(c) Employee benefits
The pension cost in the interim period was calculated and disclosed on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior fiscal year, and should make adjustments to material volatility of the market, material reimbursement and settlement, and other material one-time events.
(d) Income taxes
The income tax expenses have been prepared and disclosed in accordance with paragraph B12 of International Financial Reporting Standards 34, Interim Reporting.
Income tax expenses for the period are best estimated by multiplying pre-tax income for the interim reporting period by the effective annual tax rate as forecasted by the management. This should be recognized fully as tax expense for the current period.
〜 12 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases shall be measured based on the tax rates that have been enacted or substantively enacted at the time of the asset or liability is recovered or settled, and be recognized directly in equity or other comprehensive income as tax expense.
(5) Significant accounting assumptions and judgments, and major sources of estimation uncertainty
The preparation of the consolidated financial statements in conformity with the Regulations and IFRSs (in accordance with IAS 34 “ Interim Financial Reporting” and 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 preparation of the consolidated financial statements, estimates and underlying assumptions are reviewed on an ongoing basis which are in conformity with the consolidated financial statements for the year ended December 31, 2020. For the related information, please refer to note 5 of the consolidated financial statements for the year ended December 31, 2020.
(6) Explanation to Significant Accounts
Except for the following disclosures, there is no significant differences as compared with those disclosed in the consolidated financial statements for the year ended December 31, 2020. Please refer to Note (6) of the 2020 annual consolidated financial statements.
(a) Cash and cash equivalents
| 2021.9.30 2020.12.31 Cash $ 118,493 72,288 Savings accounts 50,186,272 12,779,020 Time deposits 19,255,629 2,914,595 Cash and cash equivalents in statement of cash flows $ 69,560,394 15,765,903 Financial assets and liabilities at fair value through profit or loss 2021.9.30 2020.12.31 Mandatorily measured at fair value through profit or loss: Non-derivative financial assets Stocks listed on domestic markets $ 5,380,613 4,836,764 Emerging stocks on domestic markets 10,140 8,076 Debt securities - - Total $ 5,390,753 4,844,840 |
2020.9.30 |
|---|---|
| 74,400 8,583,455 2,681,173 |
|
| 11,339,028 | |
| 2020.9.30 | |
| 4,128,621 5,948 1,155,525 |
|
| 5,290,094 |
(b) Financial assets and liabilities at fair value through profit or loss
1.For subsequent measurement of the net gain or loss on fair value on financial instruments at FVTPL, please refer to Note 6(w).
2.As of September 30, 2021, December 31, 2020, and September 30, 2020, the Group's financial assets were not pledged as collateral.
〜 13 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
- (c) Financial assets at fair value through other comprehensive income
| Financial assets at fair value through other | comprehensive inco | me | |
|---|---|---|---|
| Equity investments at fair value through other comprehensive income Stocks listed on domestic markets Stocks listed on foreign markets Stocks unlisted on domestic markets Total |
2021.9.30 $ 3,690,397 730,327 455,053 $ 4,875,777 |
2020.12.31 3,377,664 660,115 450,120 4,487,899 |
2020.9.30 |
| 3,272,438 572,632 390,294 |
|||
| 4,235,364 |
- Equity investments at fair value through other comprehensive income
The Group designated the investments shown above as equity securities at fair value through other comprehensive income because these equity securities represent those investments that the Group intends to hold for long-term for strategic purposes.
For the nine months ended September 30, 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.
The Group has acquired 20.29% ordinary shares in Da Nang Port Joint Stock Company (Da Nang Port JSC), and the main activities of Da Nang JSC are to provide wharf services. Since the Group did not occupy any seat in the Board of Directors, and did not participate in any daily operation as well as policy-making processes of the Group, the Group did not have significant influence on Da Nang Port JSC.
-
For credit risk and market risk, please refer to Note 6(x).
-
As of September 30, 2021, December 31, 2020, and September 30, 2020, the financial assets of the Group had not been pledged as collateral.
-
(d) Current financial assets at amortized cost
| Current | 2021.9.30 $ 64,166 |
2020.12.31 - |
2020.9.30 |
|---|---|---|---|
| 68,277 |
Current financial assets at amortized cost do not meet the requirement of bank deposit restriction in cash equivalents.
The Group's financial assets were not pledged as collateral.
The Group's degree of exposure to credit risk and currency risk, please refer to note(y).
〜 14 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(e) Financial instruments used for hedging
The amounts at the reporting date relating to the lease liabilities designated as hedging instruments were as follows:
| Cash flow hedge: Financial liabilities used for hedging: Current lease liabilities Non-current lease liabilities Total |
2021.9.30 $ 926,288 2,542,032 $ 3,468,320 |
2020.12.31 818,459 2,855,649 3,674,108 |
2020.9.30 |
|---|---|---|---|
| 609,434 2,165,562 |
|||
| 2,774,996 |
The Group’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:
| Financial assets or | Financial assets or | Time period(s) | Time period(s) during which the | ||||
|---|---|---|---|---|---|---|---|
| liabilities designated | during which the | related gains or losses are | |||||
| to be hedging | Fair value | future cash flows | expected to be recognized | ||||
| Items to be hedged | instruments | 2021.9.30 | 2020.12.31 | 2020.9.30 | generated | in the income statement | |
| Freight revenue (USD) | Lease liabilities | $ | 2,353,474 | 2,312,368 | 1,359,225 | 2021~2025 | 2021~2025 |
| WHL terminal revenue (JPY) | Lease liabilities | 1,114,846 | 1,361,740 | 1,415,771 | 2021~2028 | 2021~2028 | |
| For the three months ended | For the | nine months ended | |||||
| September 30, | September 30, | ||||||
| Items | 2021 | 2020 | 2021 | 2020 | |||
| Amounts recognized as | $ | 7,767 | 7,243 | (10,217) 52,044 |
|||
| other comprehensive | |||||||
| income |
For the nine months ended September 30, 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 |
2021.9.30 $ 55,113 9,495,432 (1,683) $ 9,548,862 |
2020.12.31 52,358 3,589,704 (358) 3,641,704 |
2020.9.30 37,145 2,248,993 (358) 2,285,780 |
|---|---|---|---|
〜 15 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
The Group applies the simplified approach to provide for its expected credit losses, i.e. the use of lifetime expected loss provision for all receivables. To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due, as well as incorporated forward looking information, including macroeconomic and relevant industry information. The loss allowance provision 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 Current Overdue 0~30 days Overdue 31~120 days Overdue 121~365 days Overdue more than 365 days |
2021.9.30 | ||
|---|---|---|---|
| Gross carrying amount $ 6,299,649 3,053,989 175,937 12,725 8,245 $ 9,550,545 |
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% 2020.9.30 |
Loss allowance provision |
||
| - - - - 358 |
|||
| 358 | |||
| 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 account receivables were as follows:
| Beginning balance Impairment losses recognized Impairment losses reversed Ending balance (equals to beginning balance) |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|
| 2021 $ 358 1,863 (538) $ 1,683 |
2020 | |
| 358 - - |
||
| 358 |
〜 16 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
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 Group.
Notes and trade receivables of the Group 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 |
2021.9.30 $ 327,246 3,164,938 231,542 3,723,726 - $ 3,723,726 |
2020.12.31 162,961 1,604,937 132,528 1,900,426 (13,396) 1,887,030 |
2020.9.30 175,455 1,287,824 132,197 1,595,476 (197,405) 1,398,071 |
|---|---|---|---|
For the three months ended and nine months ended September 30, 2020, the write-downs of the inventories to net receivable value amounting to $150,156 thousand and $198,563 thousand was included in operating costs.
For the three months ended and nine months ended September 30, 2021, the reversal of writedowns amounted to $3 thousand and $13,377 thousand, respectively. Because the previous reasons that caused the net realizable value of inventories lower than its costs have disappeared. The reversals are recognized in gains on inventory value recoveries.
As of September 30, 2021, December 31, 2020 and September 30, 2020, the Group’s inventories were not pledged as collateral.
- (h) Investments accounted for using equity method
A summary of the Group’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: | |||
|---|---|---|---|
| Associates Joint venture |
2021.9.30 $ 1,030,429 182,589 $ 1,213,018 |
2020.12.31 1,002,203 176,741 1,178,944 |
2020.9.30 |
| 959,071 173,274 |
|||
| 1,132,345 |
1. Associates
For the first half of 2017, the Group acquired 16.5% of the shares of Hai Phong International Container Terminal Company Ltd. (HICT) for USD 6,459 thousand in cash. The Group occupied one seat in the Board of Directors of HICT, and participated its finance and operating policy decision. Therefore, the Group has significant influence on it, and accounts for it using equity method.
The financial information of individually non-significant associates using equity method included in the consolidated financial statements were as follows:
| The carrying amount of individually non-significant associates' equity |
2021.9.30 $ 1,030,429 |
2020.12.31 1,002,203 |
2020.9.30 |
|---|---|---|---|
| 959,071 | |||
〜 17 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| For the three months ended September 30, 2021 2020 Attributable to the Group: Profit (loss) from continuing operations $ 36,060 58,188 Total comprehensive income $ 36,060 58,188 |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|
| 2021 123,720 123,720 |
2020 | |
| 108,162 | ||
| 108,162 | ||
2.Joint venture
The financial information of individually non-significant joint venture using equity method included in the consolidated financial statements were as follows:
| 2021.9.30 The carrying amount of individually non-significant joint venture equity $ 182,589 For the three months ended September 30, 2021 2020 Attributable to the Group: Profit (loss) from continuing operations $ 7,084 8,878 Total comprehensive income $ 7,084 8,878 |
2020.12.31 2020.9.30 176,741 173,274 For the nine months ended September 30, |
2020.9.30 |
|---|---|---|
| 173,274 | ||
| 2021 24,587 24,587 |
2020 | |
| 16,972 | ||
| 16,972 | ||
3.Collateral
The Group did not provide any investment accounted for using equity method as collaterals for its loans.
- 4.The unreviewed financial statements of investments accounted for using equity method
、 、 Except for Wan Hai Lines (UAE) LLC. Phuc Xuan Maritime Service Company Limited 、 Wan Hang Tours Co., Ltd. Qingdao Port & Win International Logistics Co., Ltd., and WH Logistics Private Limited, investments were accounted for using equity method, and the share of profit or loss and other comprehensive income of those investments were calculated based on the financial statements that have not been reviewed.
〜 18 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(i) Acquisition of non-controlling interests
In January 2021, the Group increased the interest from 51% to 100% to acquire WanHai Lines Ecuador S.A. The Group did not transact the non-controlling interest during the nine months ended September 30, 2020.
The following table summarizes changes in ownership interest resulting from acquiring WanHai Lines Ecuador S.A. which affect the owner's equity in the parent company.
The book value of non-controlling interest acquired $ 8,722 Value of consideration transferred to non-controlling interest (8,722) Difference between the actual price and book value of subsidiary equity $ - acquisition
(j) Property, plant and equipment
The cost, depreciation, and impairment of the property, plant and equipment of the Group for the nine months ended September 30, 2021 and 2020, were as follows:
| Cost: Balance at January 1, 2021 Additions Reclassification Disposals Effect of movements in exchange rates Balance at September 30, 2021 Balance at January 1, 2020 Additions Reclassification Disposals Effect of movements in exchange rates Balance at September 30, 2020 Depreciation and impairment loss: Balance at January 1, 2021 Depreciation Disposals Effect of movements in exchange rates Balance at September 30, 2021 Balance at January 1, 2020 Depreciation Disposals Effect of movements in exchange rates Balance at September 30, 2020 |
Land $ 2,230,863 - - - (324) $ 2,230,539 $ 659,350 - - - (1,296) $ 658,054 $ - - - - $ - $ - - - - $ - |
Buildings 2,164,184 507 - - (19,129) 2,145,562 1,589,301 - - - (53,093) 1,536,208 505,874 38,154 - (7,862) 536,166 487,045 30,017 - (15,964) 501,098 |
Vessels 72,070,455 15,647,101 - (333,325) (626,719) 86,757,512 66,722,536 7,375,691 - (1,732,268) (2,186,058) 70,179,901 39,825,782 2,526,709 (333,325) (323,174) 41,695,992 41,972,338 1,979,118 (1,675,231) (1,260,361) 41,015,864 |
Containers 27,654,227 12,504,878 - (275,703) - 39,883,402 25,988,559 1,004,202 - (415,339) - 26,577,422 11,968,137 1,633,214 (240,321) - 13,361,030 10,980,670 1,155,799 (391,055) - 11,745,414 |
Other equipment 2,017,603 203,905 33,550 (24,068) (44,640) 2,186,350 1,881,536 75,394 25,634 (24,471) (15,103) 1,942,990 1,067,780 151,271 (23,572) (17,407) 1,178,072 930,860 136,068 (24,431) (13,171) 1,029,326 |
Privileged wharf equipment 2,691,909 42,176 3,803 (633) (2,311) 2,734,944 2,401,587 84,439 180,020 - (2,217) 2,663,829 1,295,147 119,810 (544) (784) 1,413,629 1,143,232 112,956 - (541) 1,255,647 |
Total 108,829,241 28,398,567 37,353 (633,729) (693,123) |
|---|---|---|---|---|---|---|---|
| 135,938,309 | |||||||
| 99,242,869 8,539,726 205,654 (2,172,078) (2,257,767) |
|||||||
| 103,558,404 | |||||||
| 54,662,720 4,469,158 (597,762) (349,227) |
|||||||
| 58,184,889 | |||||||
| 55,514,145 3,413,958 (2,090,717) (1,290,037) |
|||||||
| 55,547,349 |
〜 19 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| Carrying amounts: Balance at January 1, 2021 Balance at September 30, 2021 Balance at January 1, 2020 Balance at September 30, 2020 |
Land $ 2,230,863 $ 2,230,539 $ 659,350 $ 658,054 |
Buildings 1,658,310 1,609,396 1,102,256 1,035,110 |
Vessels 32,244,673 45,061,520 24,750,198 29,164,037 |
Containers 15,686,090 26,522,372 15,007,889 14,832,008 |
Other equipment 949,823 1,008,278 950,676 913,664 |
Privileged wharf equipment 1,396,762 1,321,315 1,258,355 1,408,182 |
Total 54,166,521 |
|---|---|---|---|---|---|---|---|
| 77,753,420 | |||||||
| 43,728,724 | |||||||
| 48,011,055 |
As of September 30, 2021, December 31, 2020, and September 30, 2020, the property, plant and equipment of the Group had been pledged as collateral for long-term borrowings and guaranteed financing; please refer to note (8).
(k) Right-of-use assets
The Group leases many assets including wharfs, buildings, containers, vessel equipment, and other equipment. Information about leases for which the Group as a lessee is presented below:
| Cost: Balance as of January 1, 2021 Additions Decreases Remeasurement Effect of changes in foreign exchange rates Balance as of September 30,2021 Balance as of January 1, 2020 Additions Decreases Remeasurement Effect of changes in foreign exchange rates Balance as of September 30,2020 Accumulated depreciation and impairment losses: Balance as of January 1, 2021 Depreciation Decreases Effect of changes in foreign exchange rates Balance as of September 30,2021 Balance as of January 1, 2020 Depreciation Decreases Effect of changes in foreign exchange rates Balance as of September 30,2020 |
Wharfs $ 4,903,290 - - (2,201) (1,421) $ 4,899,668 $ 4,297,368 - - 630,655 (2,844) $ 4,925,179 $ 933,464 356,554 - (173) $ 1,289,845 $ 468,709 358,987 - (303) $ 827,393 |
Buildings 283,794 11,190 (1,567) 40,724 (4,814) 329,327 268,389 28,605 (7,245) 4,711 (10,077) 284,383 120,637 51,961 (1,523) (2,320) 168,755 63,431 54,571 (5,646) (2,976) 109,380 |
Containers 3,078,058 466,774 - 54,348 - 3,599,180 1,375,646 583,560 (105,739) 97,712 - 1,951,179 684,948 513,687 - - 1,198,635 339,996 300,609 (105,739) - 534,866 |
Others 77,916 4,428 (3,555) 129 (1,717) 77,201 46,442 43,384 (10,713) 195 (1,590) 77,718 26,793 14,449 (3,506) (642) 37,094 17,899 14,034 (9,073) (443) 22,417 |
Vessel Equipment 1,248,992 13,752,716 (552,085) - (29,223) 14,420,400 - - - - - - 98,968 4,133,612 (30,672) (7,527) 4,194,381 - - - - - |
Total 9,592,050 14,235,108 (557,207) 93,000 (37,175) 23,325,776 5,987,845 655,549 (123,697) 733,273 (14,511) 7,238,459 1,864,810 5,070,263 (35,701) (10,662) 6,888,710 890,035 728,201 (120,458) (3,722) 1,494,056 |
|---|---|---|---|---|---|---|
〜 20 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| Carrying amount: Balance as of September 30,2021 Balance as of September 30,2020 |
Wharfs $ 3,609,823 $ 4,097,786 |
Buildings 160,572 175,003 |
Containers 2,400,545 1,416,313 |
Others 40,107 55,301 |
Vessel Equipment 10,226,019 - |
Total 16,437,066 |
|---|---|---|---|---|---|---|
| 5,744,403 |
(l) 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 3 to 10 years. The leases provide the lessees with 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 Group is presented below:
| Cost: Balance at January 1, 2021 Purchases Effect of changes in foreign exchange rates Balance at September 30, 2021 Balance at January 1, 2020 Purchases Effect of changes in foreign exchange rates Balance at September 30, 2020 Depreciation and impairment losses: Balance at January 1, 2021 Depreciation Effect of changes in foreign exchange rates Balance at September 30, 2021 Balance at January 1, 2020 Depreciation Effect of changes in foreign exchange rate Balance at September 30, 2020 |
Owned property Land and improvements Buildings $ 2,959,343 845,576 - 3,338 (1,166) (1,618) $ 2,958,177 847,296 $ 1,409,448 344,597 472,122 69,663 (4,666) (6,437) $ 1,876,904 407,823 $ - 34,166 - 22,965 - (138) $ - 56,993 $ - 13,821 - 14,346 - (436) $ - 27,731 |
Total 3,804,919 3,338 (2,784) 3,805,473 1,754,045 541,785 (11,103) 2,284,727 34,166 22,965 (138) 56,993 13,821 14,346 (436) 27,731 |
|---|---|---|
| Land and improvements $ 2,959,343 - (1,166) $ 2,958,177 $ 1,409,448 472,122 (4,666) $ 1,876,904 $ - - - $ - $ - - - $ - |
〜 21 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| Carrying amount: Balance at January 1, 2021 Balance at September 30, 2021 Balance at January 1, 2020 Balance at September 30, 2020 Fair value: Balance at September 30, 2021 Balance at December 31, 2020 Balance at September 30, 2020 |
Owned property Land and improvements Buildings Total $ 2,959,343 811,410 3,770,753 $ 2,958,177 790,303 3,748,480 $ 1,409,448 330,776 1,740,224 $ 1,876,904 380,092 2,256,996 $ 4,162,744 $ 4,162,744 $ 2,323,249 |
Total |
|---|---|---|
| Land and improvements $ 2,959,343 $ 2,958,177 $ 1,409,448 $ 1,876,904 |
||
| 3,770,753 | ||
| 3,748,480 | ||
| 1,740,224 | ||
| 2,256,996 |
It has been served as long-term borrowings and secured financing lines for the year ended September 30, 2021, please refer to Note 8.
There were no assets pledged as collateral for the investment property of the Group for the nine months ended September 30, 2020, and the year ended December 31, 2020.
- (m) Intangible assets
| Carrying amounts: Balance at January 1, 2021 Balance at September 30, 2021 Balance at January 1, 2020 Balance at September 30, 2020 |
Computer software $ 79,224 $ 56,364 $ 74,556 $ 90,138 |
Trademarks 2,633 2,377 2,766 2,739 |
Total |
|---|---|---|---|
| 81,857 | |||
| 58,741 | |||
| 77,322 | |||
| 92,877 |
There were no significant additions, disposal, or recognition and reversal of impairment losses of intangible assets for the nine months ended September 30, 2021 and 2020. Information on amortization for the period is revealed in Note 12. Please refer to Note 6(l) of the 2020 annual consolidated financial statements for other related information.
〜 22 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
- (n) Short-term borrowings
The borrowings were summarized as follows:
| Unsecured bank loans Unused short-term credit lines Range of interest rates |
2021.9.30 $ 230,000 $ 3,632,958 0.43%~1.4% |
2020.12.31 50,000 3,840,988 1.40% |
2020.9.30 |
|---|---|---|---|
| 1,830,000 | |||
| 2,578,572 | |||
| 0.50%~1.40% |
- 1.Issuance and repayment of short-term borrowings
For the nine months ended September 30, 2021 and 2020, the proceeds from short-term borrowings amounted to $1,320,000 thousand and $7,260,000 thousand respectively and the repayments amounted to $1,140,000 thousand and $5,500,000 thousand, respectively.
- 2.Collateral for bank loan
There were no assets pledged as collateral for the short-term borrowing of the Group.
- (o) Long-term borrowings
The details of long-term borrowings were as follows:
| Unsecured bank loans-USD Unsecured bank loans-TWD Secured bank loans-USD Secured bank loans-TWD Secured bank loans-JPY Commercial paper Less: Discount on commercial paper Current portion Total Unused long-term credit lines Range of interest rates |
Expiration date | 2021.9.30 $ 483,024 - 14,921,097 3,096,333 7,109,596 4,810,000 (914) (4,066,122) $ 26,353,014 $ 27,936,051 0.20%~1.10% |
2020.12.31 695,475 2,150,000 10,845,062 1,949,667 980,461 2,810,000 (139) (3,645,416) 15,785,110 15,762,000 0.26%~2.80% |
2020.9.30 731,091 1,450,000 11,734,960 250,000 - 3,330,000 (542) (3,428,366) 14,067,143 10,662,300 0.28%~2.80% |
|---|---|---|---|---|
| 2022/12/21 ~ 2024/02/11 - 2022/04/12 ~ 2028/03/01 2021/12/21 ~ 2041/05/04 2033/04/28 2023/06/11 ~ 2025/01/20 |
For information on the Group's interest risk, currency risk and liquidity risk, please refer to note 6(x).
- 1.Issuance and repayment of long-term borrowings
For the nine months ended September 30, 2021 and 2020, the proceeds from long-term borrowings amounted to $16,378,591 thousand and $6,450,642 thousand respectively, and the repayment amounted to $5,012,240 thousand and $4,347,502 thousand, respectively.
- 2.Collateral for long-term borrowings
For the collateral for long-term borrowings, please refer to note 8. The Group 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 September 30, 2021, the unused long-term credit lines are $12,076,551 thousand.
〜 23 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
3.Financial ratio covenant
A subsidiary, Wan Hai Lines (Singapore) Pte Ltd., entered into syndicated credit agreements with financial institutions, under which, this subsidiary and the Group shall maintain certain financial ratios (i.e. equity ratio, security ratio, etc.) on balance sheet date. Otherwise, the loan will be payable immediately if the financial institution considers the loan shall be due.
(p) 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 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 |
2021.9.30 | 2021.9.30 | 2021.9.30 | |
|---|---|---|---|---|
| Currency | Interest rate collars |
|||
| TWD TWD TWD TWD |
||||
| 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 |
Amount | |
| TWD TWD TWD TWD TWD TWD |
1.95% 1.18% 1.55% 0.95%~1.05% 0.97%~1.07% 0.97% |
〜 24 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED 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 Total Current Non-current Total |
2020.9.30 | 2020.9.30 | |
|---|---|---|---|
| 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 $ 13,900,000 $ 3,800,000 10,100,000 $ 13,900,000 |
|
| TWD TWD TWD TWD TWD |
1.95% 1.18% 1.55% 0.95%~1.05% 0.97%~1.07% |
- 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.
〜 25 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
- 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.
- 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.
- 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
TWD3,000,000 thousand.
- 2) Nominal amount
Par value TWD1,000 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.
〜 26 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED 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: MasterLink Securities Corporation.
-
12) Announcement
The related information can be acquired from the Market Observation Post System.
- 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.
〜 27 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED 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: Yuanta Securities Corporation is the primary underwriter.
-
12) Announcement
The related information can be acquired from the Market Observation Post System.
- 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.
〜 28 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
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 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.
- 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 7, 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.
〜 29 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
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 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.
- Unsecured bank-2020 first domestic bond issue
The Company issued an unsecured corporate bond in October 2020. 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.
〜 30 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
- 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 Ltd., Xinyi Branch is assigned for handling payments of the principal and interest according to the bondholder list provided by TDCC.
-
11) Underwriter: MasterLink Securities Corporation is the primary underwriter.
-
12) Announcement
The related information can be acquired from the Market Observation Post System.
- (q) Lease liabilities
The amounts of lease liabilities were as follows:
| Current Non-current |
2021.9.30 $ 8,743,451 $ 7,784,992 |
2020.12.31 2,021,429 5,710,316 |
2020.9.30 |
|---|---|---|---|
| 987,922 | |||
| 4,773,409 |
Please refer to note (6)(x) for the analyses of the due date.
For September 30, 2021, December 31, 2020, and September 30, 2020, the Group’s lease liabilities recognized as current financial liabilities for hedging were $926,288 thousand, $818,459 thousand and $609,434 thousand; non-current financial liabilities for hedging were $2,542,032 thousand, $2,855,649 thousand and $2,165,562 thousand; current lease liabilities were $7,817,163 thousand, $1,202,970 thousand and $378,488 thousand; non-current lease liabilities were $5,242,960 thousand, $2,854,667 thousand and $2,607,847 thousand.
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 |
For the three months ended September 30, 2021 2020 $ 93,665 33,031 $ 7,595 7,406 $ 1,134,149 934,301 $ 189,422 156,464 |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|---|
| 2021 $ 93,665 $ 7,595 $ 1,134,149 $ 189,422 |
2021 238,974 10,866 3,720,202 402,239 |
2020 | |
| 99,723 | |||
| 8,693 | |||
| 2,648,108 | |||
| 489,902 | |||
〜 31 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
The amounts recognized in statement of cash flow were as follows:
| Total cash outflow for leases | For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|
| 2021 $ 9,199,407 |
2020 | |
| 3,925,684 |
1. Wharf, and container leases
The Group leases wharfs and containers for its operating needs. The leases of wharfs typically run for a period of 3 to 20 years, and of containers for 1.5 to 12 years.
Some payments for wharf leases depend on the variation of loading capacity, in addition, the Group 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.
2. Building leases
The Group leases buildings for its office space. The leases of office space typically run for a period for 1 to 18 years. Some leases depend on the fluctuations of local consumer price index; others are not recognized as right-of-use assets and lease liabilities, because the Group has decided to apply recognition exemptions for short-term leases or leases of low-value asset; yet others leases include an option to renew the lease for an additional period of the same duration after the end of the contract term.
- Vessel leases
The Group leases vessels for its operating needs, usually for a period of 1 to 2.5 years. Some lease payments are subject to market prices and exchange rate fluctuations, others are typically short-term. The Group has decided to apply recognition exemptions for short-term leases and not to recognize right-of-used assets and lease liabilities.
4.Other leases
The Group leases machinery or equipment for its operating needs, usually for a period of 1 to 5.5 years. Some leases are typically short-term or low-value assets that the Group has decided to apply recognition exemptions, and not to recognize right-of-use assets and lease liabilities.
(r) Employee benefits
1. Defined benefit plans
The Group believes that there was no material volatility of the market, no material reimbursement and settlement or other material one-time events since prior fiscal year. As a result, the pension cost in the accompanying interim period was measured and disclosed according to the actuarial report as of December 31, 2020 and 2019.
The Group’ s pension expenses recognized in profit or loss for the three months ended September 30, 2021 and 2020 and for the nine months ended September 30, 2021 and 2020, were $14,027 thousand, $14,138 thousand, $42,086 thousand and $42,459 thousand, respectively. The pension expenses are included in operating expenses and operating costs.
〜 32 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
2. Defined contribution plans
The contributions of the Group to the ROC Bureau of Labor Insurance and China Labor and Social Security Bureau for the employees’ pension benefits for the three months ended September 30, 2021 and 2020 and for the nine months ended September 30, 2021 and 2020, were $22,964 thousand, $24,971 thousand, $79,134 thousand, and $77,852 thousand, respectively.
-
(s) Income taxes
-
Income tax expense
The amount of income tax was as follows:
| Current income tax expense: Current period Adjustment for prior periods Income tax expense |
For the three months ended September 30, 2021 2020 $ 7,912,988 581,425 - 11,610 $ 7,912,988 593,035 |
For the nine months ended September 30, 2021 2020 15,579,612 1,283,420 33,311 (38,123) 15,612,923 1,245,297 |
|---|---|---|
| 2021 $ 7,912,988 - $ 7,912,988 |
2021 15,579,612 33,311 15,612,923 |
For the nine months ended September 30, 2021 and 2020, no income taxes were recognized in equity and other comprehensive income.
- Examination and Approval
The Company’ s income tax returns through 2017 were examined and approved by the tax authority.
(t) Capital and other equity
Except for the following disclosure, there was no significant change for capital and other equity for the periods from January 1 to September 30, 2021 and 2020. For the related information, please refer to note 6(s) of the consolidated financial statements for the year ended December 31, 2020.
- Issuance of ordinary and preference 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.
〜 33 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
The Company for the nine months ended September 30, 2021 and 2020 Reconciliation of outstanding shares:
| (in thousands) Balance at January 1, 2021 Share dividends Balance at September 30, 2021 |
Ordinary shares | Ordinary shares |
|---|---|---|
| 2021 2,218,297 221,830 2,440,127 |
2020 | |
| 2,218,297 - |
||
| 2,218,297 |
2. Retained earnings
The industry of the Group is highly changeable and capital intensive. The Group 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 Group’s articles of incorporation require that after-tax earnings shall first be offset against any deficit, and 10% of the remaining balance, plus the balance of items exclusive of after-tax net profit included in unappropriated retained earnings, 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 Group may set aside a special reserve. If there is still a remaining balance, the Group shall allocate upward of 10% of it, and is allowed to combine with the beginning unappropriated retained earnings, by the Board of Directors to take the Group's capital needs, capital budgets and other factors into account, and also to give consideration to the interests of shareholders and the Group's long-term financial planning, submits the dividend distribution proposal to be approved by the Board of Shareholders, then the amount will be distributed.
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.
The amount of earnings appropriation for 2020 had been approved and reached the statutory resolution threshold by electronic vote. The appropriations of earnings for 2020 and 2019 had been approved in the shareholders’ meeting on July 20, 2021 and June 23, 2020, respectively. These earnings were appropriated as follows:
| Dividends distributed to ordinary shareholders Cash Stock Total |
2020 Amount per share Total amount $ 1.00 2,218,298 1.00 2,218,298 $ 4,436,596 |
2019 | 2019 |
|---|---|---|---|
| Amount per share 0.80 - |
Total amount |
||
| 1,774,638 - |
|||
| 1,774,638 |
〜 34 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
3. Other equity (net of tax)
| Balance at January 1, 2021 Net profit (loss) 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 Cash dividends from subsidiaries paid to non-controlling interest Subsidiaries buy back non-controlling interest Balance at September 30, 2021 Balance at January 1, 2020 Net profit (loss) 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 Capital increase in subsidiaries non-controlling interest Cash dividends from subsidiaries paid to non-controlling interest Balance at September 30, 2020 |
Exchange differences on translation of foreign financial statements $ (3,465,395) - (458,377) - - - - - $ (3,923,772) $ (1,352,809) - (1,062,555) - - - - - $ (2,415,364) |
Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income 75,448 - - 250,954 - - - - 326,402 (200,376) - - 43,834 - - - - (156,542) |
Gains (losses) on hedging instrument 150,344 - - - 133,050 (143,267) - - 140,127 33,504 - - - 41,011 11,033 - - 85,548 |
NCI |
|---|---|---|---|---|
| 269,933 85,826 (21,082) - - - (10,331) (8,722) |
||||
| 315,624 | ||||
| 244,283 37,447 (5,283) - - - 1,968 (12,514) |
||||
| 265,901 |
〜 35 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(u) Earnings per share
The calculation of basic earnings per share and diluted earnings per share for the year 2021 and 2020 are as follows:
| For the three months ended September 30, 2021 2020 Basic earnings per share Profit attributable to common shareholders $ 35,547,324 1,796,351 Weighted-average number of common shares (retrospective adjustments) 2,440,127 2,440,127 Basic earnings per share (In Dollars of New Taiwan Dollars) $ 14.57 0.74 Diluted earnings per share Profit attributable to common shareholders (adjusted for the effects of all dilutive potential common shares) $ 35,547,324 1,796,351 Weighted-average number of common shares (Basic) (retrospective adjustments) 2,440,127 2,440,127 Effects of employee stock compensation 2,532 2,273 Weighted average number of common shares (adjusted for the effects of all dilutive potential common shares) 2,442,659 2,442,400 Diluted earnings per share (In Dollars of New Taiwan Dollars) $ 14.55 0.74 |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|
| 2021 69,234,570 2,440,127 28.37 69,234,570 2,440,127 3,392 2,443,519 28.33 |
2020 | |
| 3,554,628 | ||
| 2,440,127 | ||
| 1.46 | ||
| 3,554,628 | ||
| 2,440,127 3,346 |
||
| 2,443,473 | ||
| 1.45 | ||
〜 36 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
-
(v) Revenue from contracts with customers
-
Disaggregation of revenue
| Primary geographical markets: Asia the Middle East, India, Red Sea United States, South America Main service line: Freight Rentals Appropriated dock Other service |
For the three months ended September 30 2021 2020 $ 30,902,563 8,782,053 16,950,098 4,043,145 22,874,672 6,837,998 $ 70,727,333 19,663,196 $ 69,331,687 18,275,679 431,185 988,206 211,354 193,819 753,107 205,492 $ 70,727,333 19,663,196 |
For the nine months ended September 30 |
For the nine months ended September 30 |
|---|---|---|---|
| 2021 $ 30,902,563 16,950,098 22,874,672 $ 70,727,333 $ 69,331,687 431,185 211,354 753,107 $ 70,727,333 |
2021 69,333,057 36,208,662 51,818,829 157,360,548 152,580,006 2,260,216 631,246 1,889,080 157,360,548 |
2020 | |
| 31,664,526 11,353,062 10,916,198 |
|||
| 53,933,786 | |||
| 50,634,289 2,228,818 592,087 478,592 |
|||
| 53,933,786 |
2.Contract balances
| 2021.9.30 Notes receivable $ 55,113 Accounts receivable 9,495,432 Less: allowance for doubtful receivables (1,683) Total $ 9,548,862 Contract assets $ 7,284,167 Contract liabilities (recognized as other current liabilities) $ 208,896 |
2020.12.31 52,358 3,589,704 (358) 3,641,704 1,530,849 241,658 |
2020.9.30 37,145 2,248,993 (358) 2,285,780 1,120,436 145,139 |
|---|---|---|
For details on accounts receivable and allowance for impairment, please refer to note 6(e).
The major change in the balance of contract assets and contract liabilities is the difference between the time frame in the performance obligation to be satisfied and the payment to be received.
〜 37 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(w) 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 Group has accumulated deficits, the profit should be reversed to offset the deficit.
For the three months ended September 30, 2021 and 2020 and for the nine months ended September 30, 2021 and 2020, the estimates of the remunerations to employees were $95,538 thousand, $24,082 thousand, $515,263 thousand and $48,298 thousand, respectively; the estimates of the remunerations to directors was $439,046 thousand, $24,082 thousand, $858,771 thousand and $48,298 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 costs or expenses for each period. If there are any subsequent adjustments to the actual remuneration amount, the adjustment will be regarded as changes in accounting estimates and will be reflected in profit or loss in the following year.
For the year ended December 31, 2020 and 2019, the remunerations to employees amounted to $143,617 thousand and $45,316 thousand, respectively; the remunerations to directors amounted to $143,617 thousand and $45,316 thousand, respectively. There were no differences between the actual amounts and the estimates of the remunerations. Related information is available on the website of the Market Observation Post System.
-
(x) Non-operating income and expenses
-
Interest income
The details of interest income were as follows:
| Interest income from bank deposits Other interest income |
For the three months ended September 30, 2021 2020 $ 19,902 11,598 - 22 $ 19,902 11,620 |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|---|
| 2021 $ 19,902 - $ 19,902 |
2021 52,126 5 52,131 |
2020 | |
| 60,468 48 |
|||
| 60,516 |
2. Other revenue
The details of other revenue were as follows:
| Dividend revenue Other revenue |
For the three months ended September 30, 2021 2020 $ 314,266 278,525 480 - $ 314,746 278,525 |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|---|
| 2021 $ 314,266 480 $ 314,746 |
2021 316,186 889 317,075 |
2020 | |
| 319,853 - |
|||
| 319,853 |
〜 38 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
3. Other gains and losses
The details of other gains and losses were as follows:
| For the three months ended September 30, 2021 2020 Foreign exchange gains $ 91,165 107,963 Gain (loss) on financial assets at fair value through profit or loss (279,308) (7,577) Gain on disposal of property, plant and equipment 7,427 62,552 Other gains 25,152 62,908 $ (155,564) 225,846 |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|
| 2021 269,358 704,795 30,199 86,756 1,091,108 |
2020 | |
| 196,472 71,652 135,999 128,859 |
||
| 532,982 |
4. Finance costs
The details of finance costs were as follows:
| Interest expense: Bank loans Bonds payable Commercial paper Lease liabilities |
For the three months ended September 30, 2021 2020 $ 55,118 36,564 36,850 38,995 5,040 4,107 93,665 33,031 $ 190,673 112,697 |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|---|
| 2021 $ 55,118 36,850 5,040 93,665 $ 190,673 |
2021 151,779 132,646 14,165 238,974 537,564 |
2020 | |
| 166,960 121,193 13,212 99,723 |
|||
| 401,088 |
- (y) Financial instruments
Except for the contention mentioned below, there was no significant change in the fair value of the Group’s financial instruments and degree of exposure to credit risk, liquidity risk and market risk arising from financial instruments. For the related information, please refer to note 6(x) of the consolidated financial statements for the year ended December 31, 2020.
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 Group has considerable customers worldwide and does not concentrate its transactions significantly with any single customer or in similar areas, the Group has no concentration of credit risk. The Group mitigates the credit risks by continuously monitoring customers’ credit risk and credit ratings, however, the Group’s policy usually does not require the customers to provide collateral.
〜 39 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
3) Credit risk of receivables
For credit risk exposure of note and trade receivables, please refer to note 6(e). 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(g) of the consolidated financial statements for the year ended December 31, 2020. There are no significant expected losses on other receivables and the financial assets at amortized cost by assessment.
2. Liquidity risks
The following are the contractual maturities of financial liabilities of the Group, including estimated interest payments and excluding the impact of netting arrangements:
| September 30, 2021 Non-derivative financial liabilities Short-term borrowings Secured bank loans Unsecured bank loans Commercial paper Account payables (including related parties) Other payables Payables to agents Bonds payable Lease liabilities (partial recognized as financial liabilities for hedging) Guarantee deposits received (recognized as other current liabilities and non- current guarantee deposits received) December 31, 2020 Non-derivative financial liabilities Short-term borrowings Secured bank loans Unsecured bank loans Commercial paper Account payables (including related parties) Other payables Payables to agents Bonds payable Lease liabilities (partial recognized as financial liabilities for hedging) Guarantee deposits received (recognized as other current liabilities and non- current guarantee deposits received) |
Carrying amount $ 230,000 25,127,026 483,024 4,809,086 11,792,723 5,296,341 99,027 12,600,000 16,528,443 1,127,362 $ 78,093,032 $ 50,000 13,775,190 2,845,475 2,809,861 8,386,638 2,994,247 127,385 16,400,000 7,731,745 820,722 $ 55,941,263 |
Contractual cash flows 230,200 26,358,714 487,594 4,866,951 11,792,723 5,296,341 99,027 13,046,960 17,159,321 1,127,362 80,465,193 50,175 14,326,853 2,891,741 2,829,574 8,386,638 2,994,247 127,385 16,979,410 8,306,741 820,722 57,713,486 |
Less than 6 months 230,200 2,089,503 111,293 8,935 11,792,723 5,296,341 99,027 57,290 4,789,077 1,127,362 25,601,751 50,175 1,621,950 372,010 3,465 8,386,638 2,994,247 127,385 3,116,850 999,176 820,722 18,492,618 |
6 to 12 months - 1,995,071 110,894 10,012 - - - 3,681,450 4,038,590 - 9,836,017 - 1,675,846 120,437 3,576 - - - 872,890 1,045,877 - 3,718,626 |
1 to 2 years - 4,561,105 181,576 1,529,271 - - - 91,940 4,252,224 - 10,616,116 - 3,094,098 938,270 7,132 - - - 3,738,740 1,537,635 - 9,315,875 |
2 to 5 years - 9,724,554 83,831 3,318,733 - - - 7,194,880 2,361,899 - 22,683,897 - 5,337,504 1,461,024 2,815,401 - - - 7,229,530 2,697,933 - 19,541,392 |
More than 5 years |
|---|---|---|---|---|---|---|---|
| - 7,988,481 - - - - - 2,021,400 1,717,531 - |
|||||||
| 11,727,412 | |||||||
| - 2,597,455 - - - - - 2,021,400 2,026,120 - |
|||||||
| 6,644,975 |
〜 40 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| September 30, 2020 Non-derivative financial liabilities Short-term borrowings Secured bank loans Unsecured bank loans Commercial paper Account payables (including related parties) Other payables Payables to agents Bonds payable Lease liabilities (partial recognized as financial liabilities for hedging) Guarantee deposits received(recognized as other current liabilities and other non-current guarantee deposits received) |
Carrying amount $ 1,830,000 11,984,960 2,181,091 3,329,458 7,981,980 2,233,344 19,160 13,900,000 5,761,331 739,351 $ 49,960,675 |
Contractual cash flows 1,830,840 12,239,534 2,210,752 3,357,879 7,981,980 2,233,344 19,160 14,391,200 6,305,047 739,351 51,309,087 |
Less than 6 months 1,830,840 1,438,009 122,481 8,223 7,981,980 2,233,344 19,160 33,040 494,884 739,351 14,901,312 |
6 to 12 months - 1,611,922 371,442 8,951 - - - 3,932,450 506,191 - 6,430,956 |
1 to 2 years - 3,000,868 1,440,177 1,826,857 - - - 3,714,490 973,311 - 10,955,703 |
2 to 5 years - 5,701,404 276,652 1,513,848 - - - 4,668,420 2,206,025 - 14,366,349 |
More than 5 years |
|---|---|---|---|---|---|---|---|
| - 487,331 - - - - - 2,042,800 2,124,636 - |
|||||||
| 4,654,767 |
The Group is do not expect that the cash flows included in the maturity analysis to occur significantly earlier or at significantly different amounts.
3. Market risk
1) Currency risk
The Group’s significant exposure to foreign currency risks was as follows:
| Fi | nancial assets Monetary items USD JPY CNY HKD MYR THB Non-monetary items VND nancial liabilities Monetary items USD JPY CNY INR MYR HKD |
2021.9.30 | 2020.12.31 | TWD 16,518,892 1,603,613 4,319,842 13,427 111,948 147,701 660,268 15,437,307 2,378,250 3,374,996 347,442 217,152 1,009,427 |
2020.9.30 | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| Foreign currency $ 1,349,788 38,084,219 919,232 114,580 27,879 141,230 594,664,000 647,727 36,330,278 401,409 703,452 31,425 44,179 |
Exchange rate 27.85 0.25 4.31 3.58 6.65 0.82 0.0012 27.85 0.25 4.31 0.38 6.65 3.58 |
TWD | Foreign currency 587,861 5,885,431 1,004,463 3,704 16,015 157,478 542,430,000 549,370 8,728,432 784,765 903,349 31,066 278,476 |
Exchange rate 28.10 0.27 4.30 3.62 6.99 0.94 0.0012 28.10 0.27 4.30 0.38 6.99 3.62 |
Foreign currency 416,178 8,127,511 622,643 45,658 18,403 88,656 458,052,000 464,196 8,888,059 301,796 692,768 23,468 308,721 |
Exchange rate TWD 28.99 12,065,001 0.27 2,230,583 4.26 2,651,005 3.74 170,784 6.97 128,305 0.92 81,179 0.0013 572,787 28.99 13,457,053 0.27 2,439,315 4.26 1,284,947 0.39 272,391 6.97 163,624 3.74 1,154,770 |
||||
| 37,591,608 9,478,512 3,960,612 409,738 185,307 116,265 727,334 18,039,191 9,041,986 1,729,516 263,889 208,873 157,985 |
||||||||||
Fi |
||||||||||
〜 41 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
2) Sensitivity analysis
The Group’ 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 September 30, 2021 and 2020, would have increased (decreased) the net profit before tax by $256,087 thousand and $12,129 thousand, respectively; the cash flow hedge would have increased (decreased) the equity by $34,683 thousand and $27,750 thousand, respectively. This analysis assumes that all other variables remain constant, and is performed on the same basis for the nine months ended September 30, 2021 and 2020.
3) Foreign Exchange Gain or Loss on Monetary Items
Since the Group has many kinds of functional currency, the information on foreign exchange gain (loss) on monetary items is disclosed by total amount. For the three months ended September 30, 2021 and 2020 and for the nine months ended September 30, 2021 and 2020, foreign exchange gains (including realized and unrealized portions) amounted to $91,165 thousand, $107,963 thousand, $269,358 thousand and $196,472 thousand, respectively.
4. Interest rate analysis
Please refer to the notes on liquidity risk management and the Group'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 Group management's assessment of the reasonably possible interest rate change.
If the interest rate had increased or decreased by 1%, the Group’s net profit before tax would have increased or decreased by $196,405 thousand and $184,761 thousand, respectively, for the nine months ended September 30, 2021 and 2020 with all other variable factors remaining constant. This is mainly due to the Group’s borrowing at variable rates.
5. Other market price risk
The sensitivity analyses for the changes in the securities price at the reporting date were performed using the same basis for the comprehensive income as illustrated below:
| Prices of securities at the reporting date |
For the nine months ended September 30, 2021 2020 Other comprehensive income after tax Net income (loss) Other comprehensive income after tax Net income (loss) $ 44,207 43,126 38,451 33,077 (44,207) (43,126) (38,451) (33,077) |
For the nine months ended September 30, 2021 2020 Other comprehensive income after tax Net income (loss) Other comprehensive income after tax Net income (loss) $ 44,207 43,126 38,451 33,077 (44,207) (43,126) (38,451) (33,077) |
|---|---|---|
| 2021 | ||
| Other comprehensive income after tax $ 44,207 (44,207) |
Net income (loss) |
|
| Increasing 1% Decreasing 1% |
〜 42 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
6. Fair value information
- 1) The Categories and Fair Values of Financial Instruments
The Group assesses its financial instruments at fair value through profit or loss and financial assets 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 Group’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 lease liability, disclosure of fair value information is not required:
| 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 Non-derivative financial assets mandatorily measured at fair value through profit or loss- domestic emerging stocks Sub-total Financial assets at fair value through other comprehensive income Domestic listed stocks Foreign listed stocks Unquoted equity instrument measured at fair value Sub-total Financial assets measured at amortized cost Cash and cash equivalents Current financial assets at amortized cost Notes receivable Accounts receivable Contract assets Other receivables Receivables from agents Guarantee deposits paid (recognized as other current assets and other non-current assets) Sub-total Total |
September 30, 2021 | September 30, 2021 | September 30, 2021 | ||
|---|---|---|---|---|---|
| Book value $ 5,380,613 10,140 5,390,753 3,690,397 730,327 455,053 4,875,777 69,560,394 64,166 55,113 9,493,749 7,284,167 752,423 1,789,583 231,845 89,231,440 $ 99,497,970 |
Fair value | ||||
| Level 1 5,380,613 10,140 5,390,753 3,690,397 730,327 - 4,420,724 - - - - - - - - - 9,811,477 |
Level 2 - - - - - - - - - - - - - - - - - |
Level 3 - - - - - 455,053 455,053 - - - - - - - - - 455,053 |
Total 5,380,613 10,140 |
||
| 5,390,753 | |||||
| 3,690,397 730,327 455,053 |
|||||
| 4,875,777 | |||||
| - - - - - - - - |
|||||
| - | |||||
| 10,266,530 |
〜 43 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| Financial liabilities measured at amortized cost Short-term borrowings Accounts payable Other payables Lease liabilities (including financial liabilities for hedging) Payables to agents Bonds payable (including current portion) Long-term borrowings (including current portion) Guarantee deposits received (recognized as other current liabilities and other non-current guarantee deposits received) Total 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 Non-derivative financial assets mandatory measured at fair value through profit or loss- domestic emerging stocks Sub-total Financial assets at fair value through other comprehensive income Domestic listed stocks Foreign listed stocks Unquoted equity instrument measured at fair value Sub-total |
September 30, 2021 | September 30, 2021 | September 30, 2021 | ||
|---|---|---|---|---|---|
| Book value $ 230,000 11,792,723 5,296,341 16,528,443 99,027 12,600,000 30,419,136 1,127,362 $ 78,093,032 |
Fair value | ||||
| Level 1 Level 2 Level 3 - - - - - - - - - - - - - - - - - - - - - - - - - - - December 31, 2020 |
Total - - - - - - - - |
||||
| - | |||||
| Fair value | |||||
| Level 1 4,836,764 8,076 4,844,840 3,377,664 660,115 - 4,037,779 |
Level 2 - - - - - - - |
Level 3 - - - - - 450,120 450,120 |
Total 4,836,764 8,076 |
||
| 4,844,840 | |||||
| 3,377,664 660,115 450,120 |
|||||
| 4,487,899 |
〜 44 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| Financial assets measured at amortized cost Cash and cash equivalents Notes receivable Accounts receivable Contract assets Other receivables Receivable from agents Guarantee deposits paid (recognized as other current assets and other non-current assets) Sub-total Total Financial liabilities measured at amortized cost Short-term borrowings Accounts payable Other payables Lease liabilities (including financial liabilities for hedging) Payables to agents Bonds payable (including current portion) Long-term borrowings (including current portion) Guarantee deposits received (recognized as other current liabilities and other non-current guarantee deposits received) Total |
December 31, 2020 | December 31, 2020 | December 31, 2020 | ||
|---|---|---|---|---|---|
| Book value $ 15,765,903 52,358 3,589,346 1,530,849 1,425,327 1,213,957 259,510 23,837,250 $ 33,169,989 $ 50,000 8,386,638 2,994,247 7,731,745 127,385 16,400,000 19,430,526 820,722 $ 55,941,263 |
Fair value | ||||
| Level 1 - - - - - - - - 8,882,619 - - - - - - - - - |
Level 2 - - - - - - - - - - - - - - - - - - |
Level 3 - - - - - - - - 450,120 - - - - - - - - - |
Total | ||
| - - - - - - - |
|||||
| - | |||||
| 9,332,739 | |||||
| - - - - - - - - |
|||||
| - |
〜 45 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| 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 Non-derivative financial assets mandatorily measured at fair value through profit or loss- domestic emerging stocks Non-derivative financial assets mandatorily measured at fair value through profit or loss- bond investment Sub-total Financial assets at fair value through other comprehensive income Domestic listed stocks Foreign listed stocks Unquoted equity instrument measured at fair value Sub-total Financial assets measured at amortized cost Cash and cash equivalents Financial assets at amortized cost- current Notes receivable Accounts receivable Contract assets Other receivables Receivable from agents Guarantee deposits paid (recognized as other current assets and other non-current assets) Sub-total Total |
September 30, 2020 | September 30, 2020 | September 30, 2020 | ||
|---|---|---|---|---|---|
| Book value $ 4,128,621 5,948 1,155,525 5,290,094 3,272,438 572,632 390,294 4,235,364 11,339,028 68,277 37,145 2,248,635 1,120,436 1,283,717 1,112,774 278,306 17,488,318 $ 27,013,776 |
Fair value | ||||
| Level 1 4,128,621 5,948 - 4,134,569 3,272,438 572,632 - 3,845,070 - - - - - - - - - 7,979,639 |
Level 2 - - - - - - - - - - - - - - - - - - |
Level 3 - - 1,155,525 1,155,525 - - 390,294 390,294 - - - - - - - - - 1,545,819 |
Total 4,128,621 5,948 1,155,525 |
||
| 5,290,094 | |||||
| 3,272,438 572,632 390,294 |
|||||
| 4,235,364 | |||||
| - - - - - - - - |
|||||
| - | |||||
| 9,525,458 |
〜 46 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| Financial liabilities measured at amortized cost Short-term borrowings Accounts payable Other payables Lease liabilities (including financial liabilities for hedging) Payable to agents Bonds payable (including current portion) Long-term borrowings (including current portion) Guarantee deposits received (recognized as other current liabilities and other non-current guarantee deposits received) Total |
September 30, 2020 | September 30, 2020 | September 30, 2020 | ||
|---|---|---|---|---|---|
| Book value $ 1,830,000 7,981,980 2,233,344 5,761,331 19,160 13,900,000 17,495,509 739,351 $ 49,960,675 |
Fair value | ||||
| Level 1 - - - - - - - - - |
Level 2 - - - - - - - - - |
Level 3 - - - - - - - - - |
Total - - - - - - - - |
||
| - |
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 Groups' 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.
〜 47 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
If the Groups' 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.
-
3) For the nine months ended September 30, 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, September 30, 2021 Opening balance, January 1, 2020 Total gains and losses recognized: In profit or loss In other comprehensive income Ending balance, September 30, 2020 |
Fair value through profit or loss Non-derivative mandatorily measured at fair value through profit or loss $ - - $ - $ 1,157,131 (1,606) - $ 1,155,525 |
Fair value through other comprehensive income Unquoted equity instruments 450,120 4,933 455,053 469,985 - (79,691) 390,294 |
Total 450,120 4,933 455,053 1,627,116 (1,606) (79,691) 1,545,819 |
|---|---|---|---|
〜 48 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the nine months ended September 30, 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 profit or loss, and presented in “other gains and losses” In other comprehensive income, and presented in “unrealized gains or losses from financial assets at fair value through other comprehensive income” |
For the three months ended September 30 2021 2020 $ - (5,778) 14,209 5,339 |
For the nine months ended September 30 |
|---|---|---|
| 2021 $ - 14,209 |
2021 2020 - (1,606) 4,933 (79,691) |
- 5) Quantified information on significant unobservable inputs (Level 3) used in fair value measurement
The Group’ s financial instruments that use Level 3 inputs to measure fair value include “ financial assets measured at fair value through profit or loss – debt investments without active markets” and “ financial assets measured at fair value through other comprehensive income – unlisted equity investments”.
Most of the Group'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.
Quantified information of significant unobservable inputs was as follows:
| Item Financial assets measured at fair value through profit or loss- Debt investment without active markets |
Valuation technique Discounted cash flow method |
Significant unobservable inputs Inter-relationship between significant unobservable inputs and fair value measurement ‧Liquidity-adjusted discount rate (0.2908% on September 30, 2020.) The estimated fair value would increase (decrease) if the liquidity -adjusted discount rate were lower (higher). |
|---|---|---|
〜 49 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| 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 September 30, 2021, December 31, 2020 and September 30, 2020, respectively) ‧ Price-to-book ratio (0.68, 0.73 and 0.64 on September 30, 2021, December 31, 2020 and September 30, 2020, respectively) ‧ EBITDA multiplier (11.82, 9.67 and 8.22 on September 30, 2021, December 31, 2020 and September 30, 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 Group's measurements in financial instruments fair values are reasonable, but if the Group 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:
| September 30, 2021 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 |
Positive and negative Profit changes Favorable 1% $ - 1% - 1% - $ - |
Profit | or loss Unfavorable - - - - |
Other comprehensive income Favorable Unfavorable 6,320 (6,320) 4,383 (4,383) 147 (147) 10,850 (10,850) |
|---|---|---|---|---|---|
| Favorable 6,320 4,383 147 10,850 |
〜 50 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| December 31, 2020 Financial assets at fair value through other comprehensive income Unlisted equity investment Unlisted equity investment Unlisted equity investment September 30, 2020 Financial assets at fair value through profit or loss Bond investment without an active market 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 Discount rate Price-to-book ratio multiplier EBITDA multiplier |
Positive and negative Profit changes Favorable 1% $ - 1% - 1% - $ - 1% $ 11,589 1% - 1% - 1% - $ 11,589 |
Profit | or loss Unfavorable - - - - (11,589) - - - (11,589) |
Other comprehensive income Favorable Unfavorable 6,252 (6,252) 4,362 (4,362) 123 (123) 10,737 (10,737) - - 5,421 (5,421) 3,777 (3,777) 102 (102) 9,300 (9,300) |
|---|---|---|---|---|---|
| Favorable 6,252 4,362 123 10,737 - 5,421 3,777 102 9,300 |
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.
(z) Financial risk management
There were no significant changes in the Group's financial risk management and policies as disclosed in Note 6(y) of the consolidated financial statements for the year ended December 31, 2020.
(aa) Capital management
Management believes that the objectives, policies and processes of capital management of the Group has been applied consistently with those described in the consolidated financial statements for the year ended December 31, 2020. Also, management believes that there were no significant changes in the Group's capital management information as disclosed for the year ended December 31, 2020. Please refer to Note 6(z) of the consolidated financial statements for the year ended December 31, 2020 for further details.
〜 51 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(ab) Investing and financing activities not affecting current cash flow
The Group’s investing and financing activities which did not affect the current cash flow in the nine months ended September 30, 2021 and 2020 were as follows:
- Acquired right-of-use assets through leasing, please refer to notes (6)(j).
Reconciliation of liabilities arising from financing activities were as follows:
| Long-term borrowings Short-term borrowings Bonds payable Lease liabilities (partial recognized as financial liabilities for hedging) Total liabilities from financing activities Long-term borrowings Short-term borrowings Bonds payable Lease liabilities (partial recognized as financial liabilities for hedging) Total liabilities from financing activities |
2021.1.1 $ 19,430,526 50,000 16,400,000 7,731,745 $ 43,612,271 2020.1.1 $ 15,730,733 70,000 13,900,000 5,128,986 $ 34,829,719 |
Cash flows 11,365,576 180,000 (3,800,000) (4,827,126) 2,918,450 Cash flows 2,102,845 1,760,000 - (679,258) 3,183,587 |
Non-cash | changes Foreign exchange movement (376,966) - - - (376,966) changes Foreign exchange movement (338,069) - - - (338,069) |
2021.9.30 30,419,136 230,000 12,600,000 16,528,444 |
|---|---|---|---|---|---|
| Others - - - 13,623,825 13,623,825 Non-cash |
|||||
| 59,777,580 | |||||
| 2020.9.30 17,495,509 1,830,000 13,900,000 5,761,331 |
|||||
| Others - - - 1,311,603 1,311,603 |
|||||
| 38,986,840 | |||||
(7) Related-Party Transactions
(a) Names and relationship with related parties
Name of related party
ALPHA TOTAL SOLUTION PTE. LTD. HAI PHONG INTERNATIONAL CONTAINER TERMINAL CO LTD. (HAI PHONG)
Hyaline Shipping (HK) Co., Ltd. INTERASIA LINES (M) SDN. BHD.
Relationship with the Company
Subsidiary of APLI
An associate
Same director with the Group Related party in substance
〜 52 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Name of related party Relationship with the Company INTERASIA LINES SINGAPORE PTE. Related party in substance LTD. PHUC XUAN MARITIME SERVICE CO., Joint Venture LTD. TRANSTOTAL AGENCIA MARITIMA S.A. Related party in substance Wan Hai Lines (Japan), Ltd. Same director with the Group Wan Hai Lines (UAE) LLC. An associate Apezgo Digital Information Co., Ltd. Subsidiary of APLI Formosa Wonderworld Co., Ltd. Related party in substance New World Container services Corporation Subsidiary of APLI Taipei Port Container Terminal Corp. (Taipei Corporate director of the Group Port) Ennea Solar Energy LLC. Related party in substance An Chun Tally Co., Ltd. Related party in substance ASIA PACIFIC LOGISTICS Related party in substance INTERNATIONAL CO., LTD. (APLI) AP PETROLEUM BUSINESS CO., LTD Subsidiary of APLI AP INTERNATIONAL TRAVEL SERVICE Subsidiary of APLI CO., LTD. JOHNSON CHECKER CO., LTD Related party in substance Express Container Terminal Corp. (ECTC) Related party in substance QINGDAO PORT AND WIN Joint Venture INTERNATIONAL LOGISTICS CO., LTD. CHIEN LAI ENTERPRISE CO., LTD Related party in substance Taian Insurance Co., Ltd. Related party in substance SUNSHINE SHIHLIN PAPER HOTEL Related party in substance New Safety Transportation Corp. (NSaTC) Related party in substance Shin Sheng Transportation CO. LTD Related party in substance Tan Cang-Cai Mep International Terminal An associate Co., Ltd. (Tan Cang-Cai Mep) New Sincere Transportation Corp. (NSTC) Related party in substance Wan Chun International Corp. (WCIC) Subsidiary of ECTC Interasia Lines Taiwan, Ltd. Related party in substance Universal Checker Co., Ltd. Related party in substance
Related party in substance Subsidiary of ECTC Related party in substance Related party in substance
〜 53 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
-
(b) Significant transactions with related parties
-
Sales to related parties:
| Other related parties Joint venture |
For the three months ended September 30, 2021 2020 $ 877,902 560,464 4,082 2,225 $ 881,984 562,689 |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|---|
| 2021 $ 877,902 4,082 $ 881,984 |
2021 2,297,741 11,539 2,309,280 |
2020 | |
| 1,428,964 6,233 |
|||
| 1,435,197 |
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.
- Consideration for services related to the entity:
| Associate Joint venture Other related parties |
For the three months ended September 30, 2021 2020 $ 91,204 26,699 487 584 1,325,450 907,041 $ 1,417,141 934,324 |
For the nine months ended September 30, |
For the nine months ended September 30, |
|---|---|---|---|
| 2021 $ 91,204 487 1,325,450 $ 1,417,141 |
2021 211,258 1,556 3,833,070 4,045,884 |
2020 | |
| 104,823 1,257 2,501,804 |
|||
| 2,607,884 |
The transaction terms with related parties were not significantly different from those with 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.
- Receivables from related parties and other assets
Receivables of the Group from related parties were as follows:
| Item Accounts receivable Other receivables Other receivables Receivables from agents Receivables from agents Other current assets |
Related party categories Other related parties Associate Other related parties Other related parties -WHL Japan Associate Other related parties |
2021.9.30 $ 83,372 - 77,491 1,258,560 53,167 - $ 1,472,590 |
2020.12.31 146,139 183 64,610 981,342 31,604 - 1,223,878 |
2020.9.30 176,505 135 65,740 898,101 31,010 389 1,171,880 |
|---|---|---|---|---|
〜 54 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
- Payables from related parties and other liabilities
Payable of the Group related parties were as follows:
| Item Accounts payable Accounts payable Other payables Other current liabilities |
Related party categories Other related parties Joint venture Other related parties Other related parties |
2021.9.30 $ 356,466 6,423 8,102 41,896 $ 412,887 |
2020.12.31 267,272 6,425 6,530 5,273 285,500 |
2020.9.30 |
|---|---|---|---|---|
| 305,196 6,427 6,776 2,994 |
||||
| 321,393 |
5. Other related-party transactions
For the three months ended, and for the nine months ended September 30, 2021 and 2020, the Group received payments of claims from other related parties amounting to $101 thousand, $1,130 thousand, $733 thousand, and $1,336 thousand, respectively.
For the three months ended, and for the nine months ended September 30, 2021 and 2020, the Group received payment of human supporting service from other related parties amounting to $4,588 thousand, $4,465 thousand, $13,517 thousand, and $13,633 thousand, respectively.
For the three months ended, and for the nine months ended September 30, 2021 and 2020, the Group purchased miscellaneous from other related parties amounting to $6,575 thousand, $4,465 thousand, $13,838 thousand, and $20,837 thousand, respectively.
6. Leasing
On January 1, 2019, the Group rented office buildings from its related parties to be used as its offices and 10-18 years lease contracts were signed. The rental fees were determined based on nearby office rental rates, therefore, the total value of the contracts was $18,465 thousand. For the three months ended, and for the nine months ended September 30, 2021 and 2020, the Group recognized the amount of $113 thousand, $117 thousand, $344 thousand, and $338 thousand as interest expense, respectively. As of September 30, 2021, December 31, 2020 and September 30, 2020, the balance of lease liabilities amounted to $11,110 thousand, $11,647 thousand, and $11,567 thousand, respectively.
On January 1, 2019 and July 1, 2020, the Group rented containers from its other related parties, 1.5-12 years lease contracts were signed. The rental fees were determined based on market price, therefore, the total value of the contract was $62,622 thousand. For the three months ended, and for the nine months ended September 30, 2021 and 2020, the Group recognized the amount of $220 thousand, $248 thousand, $680 thousand, and $737 thousand as interest expense, respectively. As of September 30, 2021, December 31, 2020 and September 30, 2020, the balance of lease liabilities amounted to $42,888 thousand, $47,069 thousand, and $48,448 thousand, respectively.
〜 55 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(c) Key management personnel remuneration
Key management personnel remuneration comprised:
| For the three months ended | For the three months ended | For the three months ended | For the three months ended | For the nine months ended | For the nine months ended | For the nine months ended | |||
|---|---|---|---|---|---|---|---|---|---|
| September 30, | September 30, | ||||||||
| 2021 | 2020 | 2021 | 2020 | ||||||
| Shorts-term employee | $ | 447,770 | 31,911 | 885,602 | 71,141 | ||||
| benefits | |||||||||
| Post-employment benefits | 46 | 43 | 135 | 128 | |||||
| $ | 447,816 | 31,954 | 885,737 | 71,269 | |||||
| Pledged Assets | |||||||||
| The carrying values of pledged assets were as follows: | |||||||||
| Assets | Objective | 2021.9.30 | 2020.12.31 | 2020.9.30 | |||||
| Time deposits (recognized in | other | Registration of | $ | 5,490 | 6,184 | 6,034 | |||
| current assets) | container storage and | ||||||||
| truck lease contract | |||||||||
| Time deposits (recognized in | other | Refundable deposits | of | 104,505 | 104,505 | 106,225 | |||
| non-current assets) | harbor bureau and | ||||||||
| lease contract for | |||||||||
| wharf | |||||||||
| Guarantee deposit paid | Lease contract for | 121,850 | 148,821 | 166,047 | |||||
| (recognized in other non-current | wharf, building lease | ||||||||
| assets) | contract and lawsuit | ||||||||
| Wharf equipment (recognized in | Long-term loans | - | - | 67,230 | |||||
| Property, plant and equipment) | |||||||||
| Containers (recognized in | Long-term loans | 10,095,228 | 9,109,185 | 9,342,065 | |||||
| Property, plant and equipment) | |||||||||
| Vessels (recognized in Property, | Long-term loans | 24,356,581 | 13,051,797 | 11,123,050 | |||||
| plant and equipment) | |||||||||
| Land and Buildings (recognized in | Long-term loans | 2,506,268 | 2,516,131 | 13,654 | |||||
| Property, plant and equipment) | |||||||||
| Other equipment(recognized | in | Long-term loans | 20,445 | - | - | ||||
| property, plant and equipment) | |||||||||
| Land and Buildings(recognized in | Long-term loans | 1,524,366 | - | - | |||||
| investment property) | |||||||||
| $ | 38,734,733 | 24,936,623 | 20,824,305 |
(8) Pledged Assets
The carrying values of pledged assets were as follows:
(9) Significant Contingencies and Commitments
(a) Contract for port rental
To increase the quality of service and to decrease the cost of operations, the Group entered into a contract to lease a wharf in Japan in March 2003, and renewed it in April 2008. The renewed lease period is 20 years, from March 2008 to March 2028. As of September 30, 2021, the lease deposit amounting to JPY 255,775,000 (approximately TWD 63,658 thousand) was recorded in guarantee deposits paid.
〜 56 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
The Group co-operated with the Kaohsiung Harbor Bureau to renovate containers and wharf facilities in December 2008 and rented the No. 63 and 64 wharf repair centers and straddle carrier. From the date of beginning renovation to the date the Harbor Bureau examined the construction, the rental period lasted 13 years and 7 months, and the total contract amount was $68,609 thousand, which was reclassified as leased assets on December 31, 2010, to replace previous prepayment for equipment.
The Group rented the W29 to W32 stacking yards from Keelung Harbor Bureau in February 2006, and the rental period is for 30 years beginning from the date of completion of inspection.
(b) Vessel construction contract
Considering the Group's current fleet deployment and long-term development plan, the Group decided to acquire eight container ships of 3,036 TEUs from JAPAN MARINE UNITED CORPORATION, and twelve container ships of 2,038 TEUs from CHINA SHIPBUILDING TRADING COMPANY, LTD. and GUANGZHOU WENCHONG SHIPYARD CO.,LTD, costing JPY 37,680,000 thousand and USD 315,936 thousand (approximately TWD 20,137,000 thousand), respectively. As of September 30, 2021, the Group has prepaid the amount of $1,759,764 thousand, which was recognized in other non-current assets. However, the container ships have transferred six of 2,028 TEUs ship and eight of 3,036 TEUs ships to the Group as of the above date.
In January 2021, the Group approved to purchase 12 container ships from JAPAN MARINE UNITED CORPORATION and NIHON SHIPYARD CO., LTD., with a carrying capacity of 3,013 TEUs, at a total transaction amount of USD 565,200 thousand (approximately TWD 15,786,000 thousand) for long-term development and fleet allocation considerations. As of September 30, 2021, the Group has prepaid the amount of $2,098,776 thousand, which was recognized in other non-current assets.
In March 2021, the Group approved to purchase 5 container ships from HYUNDAI HEAVY INDUSTRIES CO. LTD., with a carrying capacity of 13,200 TEUs, at a total transaction amount of USD 562,034 thousand (approximately TWD 16,034,817 thousand) for operational purpose. As of September 30, 2021, the Group has prepaid the amount of $1,565,263 thousand, which was recognized in other non-current assets.
In May 2021, the Group approved to construct 4 container ships from SAMSUNG HEAVY INDUSTRIES CO., LTD., also to purchase 4 container ships from the above supplier, with a carrying capacity of 13,100 TEUs, at a total transaction amount of USD 445,600 thousand (approximately TWD 12,414,416 thousand) and a range between USD 474,000 to USD 500,000 thousand (approximately between TWD 13,082,400 to TWD 13,800,000 thousand), respectively, for operational purpose. As of September 30, 2021, the Group has prepaid the amount of $3,785,506 thousand, which was recognized in other non-current assets.
In June 2021, the Group approved to purchase 12 container ships from NIHON SHIPYARD CO., LTD. and JAPAN MARINE UNITED CORPORATION, with a carrying capacity of 3,055 TEUs, at a total transaction amount of range between JPY 60,840,000 thousand to JPY 64,800,000 thousand (approximately between TWD 15,291,072 to TWD 16,286,349 thousand) for operational purpose. As of September 30, 2021, the Group has prepaid the amount of $1,514,204 thousand, which was recognized in other non-current assets.
〜 57 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
- (c) Ship purchase contract
For operational purposes, the Group entered into agreements in the period of three months ended March 31, 2021, and December 2020, to purchase 11 second-hand container ships, with a total price of approximately USD 293,680 thousand (TWD 8,371,348 thousand). The Group has already paid the amount of $201,523 thousand in advance (recognized in other non-current assets). Therefore, nine of the container ships have been transferred to the Group as of September 30, 2021.
- (d) As of September 30, 2021, the total amount claimed to the Group is approximately $10,667 thousand, and the related cases are under negotiation or under trial.
(10) Losses Due to Major Disasters: None.
(11) Significant Subsequent Events
In October 2021, the Group approved to purchase 1 container Ship from Filia T Shipping Limited, with a carrying capacity of 1,774 TEUs, at a total transaction amount of $41,000 thousand for operational purposes.
According to its asset allocation and operational considerations, the Group approved to purchase several second-hand container ships, at a total price of not exceeding USD $200,000 thousand (approximately TWD $5,540,000 thousand), based on a resolution made during the Board Meeting held on November 9, 2021.
(12) Others
- (a) Employee benefits, depreciation, depletion, and amortization expenses, categorized as operating cost or expense, were as follows:
| By function By item |
For the three months ended September 30, 2021 |
For the three months ended September 30, 2021 |
For the three months ended September 30, 2021 |
For the three months ended September 30, 2020 |
For the three months ended September 30, 2020 |
For the three months ended September 30, 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 |
699,794 7,097 17,339 - 52,861 3,859,760 7,286 |
666,402 68,685 19,652 442,172 24,976 71,100 5,449 |
1,366,196 75,782 36,991 442,172 77,837 3,930,860 12,735 |
541,125 6,534 16,983 - 39,308 1,362,785 5,815 |
552,045 42,742 22,126 26,845 19,467 60,873 11,911 |
1,093,170 49,276 39,109 26,845 58,775 1,423,658 17,726 |
| By function By item |
For the nine months ended September 30, 2021 |
For the nine months ended September 30, 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 |
1,942,349 21,463 52,095 - 138,601 9,355,288 19,422 |
2,275,565 203,520 69,125 867,890 74,439 207,098 18,598 |
4,217,914 224,983 121,220 867,890 213,040 9,562,386 38,020 |
1,562,255 19,527 50,915 - 108,367 3,976,684 14,721 |
1,639,767 131,169 69,396 56,053 53,706 179,821 37,111 |
3,202,022 150,696 120,311 56,053 162,073 4,156,505 51,832 |
〜 58 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(b) Seasonality of operations:
The Group's operations were not affected by seasonality or cyclicality factors.
(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 nine months ended September 30, 2021:
- 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 |
Collateral | Collateral | 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 |
8,355,000 - 83,550 |
- - 31,815 |
- - 1.53~1.64% |
1 1 1 |
- - - |
Note (4) Note (3) Note (4) |
- - - |
Promissory note - Promissory note |
8,355,000 - 83,550 |
44,280,416 141,233 12,202,890 |
44,280,416 141,233 12,202,890 |
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:
-
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.
-
Individual funding loan limits for short-term borrower cannot exceed 40 percent of the Company's net worth.
-
An individual loaned amount between the foreign companies whose voting shares are wholly owned by the Company directly or indirectly, or the foreign companies whose voting shares are wholly owned by the Company directly or indirectly to the Company, shall not exceed 40 percent of the lending company's net worth.
Note 6: Eliminated in the consolidated financial statement.
2. Guarantees and endorsements for other parties:
(In thousands of TWD)
| Number | Name of the company |
Counter-party and endor |
of guarantee sement |
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 |
Amount of Property pledged on guarantees and endorsements |
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) |
||||||||||||
| 0 | The Company | WHL Singapore | 2 | 221,402,082 | 22,936,176 | 15,899,570 | 15,665,122 | - | % 14.36 |
221,402,082 | Y | N | N |
Note 1: Relationship with the Company
-
The companies with which it has business relations.
-
Subsidiaries in which the company directly or indirectly holds more than 50% of its total outstanding common shares.
-
The parent company which directly or indirectly holds more than 50% of its voting rights.
-
Subsidiaries in which the company directly or indirectly holds more than 90% of its voting rights.
-
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.
-
Shareholders making endorsements and/or guarantees for their mutually invested company in proportion to their shareholding percentage.
-
Companies in same type of business providing guarantees of pre-sale contracts according to the regulation.
〜 59 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Note 2: According to the Company's "Policy and Procedures for Guarantee and Endorsement":
-
External endorsements and guarantees made by the Company may not exceed 200% of the Company's net worth.
-
Endorsements and guarantees made to a single enterprise may not exceed 40% of the Company or its subsidiaries' net worth.
-
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.
-
Endorsements and guarantees made by the Company and its subsidiaries to a single enterprise may not exceed 50% of the Company's net worth.
-
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.
Note 3: Eliminated in the consolidated financial statements.
- Securities held as of September 30, 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 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 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. 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. |
- - - - - - - - - - - - - - - - - |
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 profit or loss-current 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 profit or loss-current 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 profit or loss-current 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 profit or loss-current 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 profit or loss-current Financial assets at fair value through profit or loss-current Financial assets at fair value through profit or loss-current |
12,256,696 376,288 245,480 9,127,898 1,108,000 2,291,162 4,030,000 77,440 454,000 89,111 984,058 957,526 23,753,862 435,050 17,634,646 20,356,132 16,107,208 |
672,893 42,709 20,596 239,151 37,229 83,169 1,015,560 8,131 263,320 5,979 17,123 114,424 408,566 32,629 565,190 368,446 363,218 |
% 1.44 % 0.01 % - % 0.55 % 0.55 % 0.01 % 0.16 % - % - % 0.02 % 0.12 % 0.03 % 0.42 % 0.22 % 0.13 % 0.18 % 0.12 |
672,893 42,709 20,596 239,151 37,229 83,169 1,015,560 8,131 263,320 5,979 17,123 114,424 408,566 32,629 565,190 368,446 363,218 |
〜 60 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED 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 The Company The Company The Company The Company The Company The Company The Company The Company WHL Singapore |
The Eslite Spectrum Corporation Shih Wei Navigation Co., Ltd. Taiwan Cooperative Financial Holding Co., Ltd. Taiwan Secom Co., Ltd. DomesticEmerging |
- - - - - 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 profit or loss-current 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 Financial assets at fair value through other comprehensive income-non-current Financial assets at fair value through other comprehensive income-non-current |
1,078,000 678,680 31,543,051 3,303,000 358,309 9,045,088 27,520,000 79,315,476 781,250 20,090,000 |
63,171 39,635 697,101 322,373 10,140 649,437 3,040,960 438,348 16,705 730,327 |
% 2.27 % 0.24 % 0.23 % 0.73 % 0.09 % 3.48 % 0.35 % 15.25 % 15.63 % 20.29 |
63,171 39,635 697,101 322,373 10,140 649,437 3,040,960 438,348 16,705 730,327 |
|
| stocks: Tigerair Taiwan 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 |
-
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.
-
Acquisition of real estate for which the dollar amount reaches $300 million or 20% or more of paid in capital: None.
-
Disposition of real estate for which the dollar amount reaches $300 million or 20% or more of paid-in capital: None.
〜 61 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
- 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 |
WHL- Vietnam Taipei Port WHL- Singapore WHL- Singapore WHL- Hongkong WHL (Japan) IAL Singapore IAL Singapore Hyaline NSTC ASIA PACIFIC LOGISTICS INTERNATI ONAL CO.,L TD. (APLI) |
Subsidiary Corporate director of the company Subsidiary Subsidiary Subsidiary Same director with the company Related party in substance Related party in substance Same director with the company Related party in substance Related party in substance |
Commission fee Container fee, Terminal handling charges Rent income, Commission revenue, Shipping agent revenue Oil expense, Vessel rental expense, Slot charter expense Commission fee Commission fee Joint operation revenue, Container leases revenue, Shipping agent revenue, Vessel rental revenue Joint operation cost, Container rental expense Commission fee Tow charge Container fee |
404,109 741,720 (3,674,158) 9,161,000 2,086,468 490,258 (1,134,755) 543,900 419,397 496,111 253,508 |
% 0.98 % 1.79 % 4.45 % 22.16 % 5.05 % 1.19 % 1.37 % 1.32 % 1.01 % 1.20 % 0.61 |
30 days 30 days 30 days 30 days 30 days 30 days 30 days 30 days 30 days 30 days 30 days |
- - - - - - - - - - - |
- - - - - - - - - - - |
- (12) - (10,049,444) (620,967) (1,617) 21,369 - - (94,618) (7,029) |
% - % - % - % 50.08 % 3.14 % 0.01 % 0.13 % - % - % 0.48 % 0.04 |
Note 2 Note 2 Note 2 Note 2 |
〜 62 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| 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 WHL- Singapore WHL- Singapore WHL- Hongkong WHL- Malaysia WHL Thailand WHL-Vietnam WHL-India WHL-Korea |
Wan Chun International Corp. (WCIC) Wan Hai Lines (Malaysia) Sdn Bhd. New World Container services Corporation WHL Thailand WHL-Korea Tan Cang-Cai Mep International Terminal Co., Ltd. WHL-India The Company The Company The Company The Company The Company The Company The Company The Company |
Related party in substance Subsidiary Related party in substance Subsidiary Subsidiary Associate Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary |
Turnkey fee, Terminal handling charges Commission fee Container fee Commission fee Commission fee Terminal handing charges, Container fee Commission fee Rent expense, Commission fee, Shipping agent expense Oil revenue, Rent revenue, Slot charter expense Commission revenue Commission revenue Commission revenue Commission revenue Commission revenue Commission revenue |
137,812 156,436 112,623 163,132 159,567 124,076 195,224 3,674,158 (8,656,053) (2,086,468) (156,436) (163,132) (404,109) (195,224) (159,567) |
% 0.33 % 0.38 % 0.27 % 0.39 % 0.39 % 0.30 % 0.47 % 8.83 % 10.10 % 95.45 % 99.93 % 90.67 % 100.00 % 72.15 % 97.92 |
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 |
- - - - - - - - - - - - - - - |
- - - - - - - - - - - - - - - |
(14,250) - (11,925) (281,582) - - (19,652) - 10,049,444 620,967 - 281,582 - 19,652 - |
% 0.07 % - % 0.06 % 1.42 % - % - % 0.10 % - % 74.16 % 8.90 % - % 92.58 % - % 14.21 % - |
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.
〜 63 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
- Accounts receivable from related parties for which the dollar amount reaches $100 million or 20% or more of paid-in capital:
| 20% or more of | paid-in cap | ital: | ||||||
|---|---|---|---|---|---|---|---|---|
| Name of related party |
Counter-party | Relationship | Balance of receivables from related party |
Turnover rate |
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) The Company (Note 2) The Company (Note 2) The Company (Note 3) The Company (Note 2) The Company (Note 2) The Company (Note 2) WHL-Thailand (Note 2) WHL-HongKong (Note 2) Bao Sheng Shipping Agency Co., Ltd. WHL-Singapore (Note 2) WAN HAI LINES (USA) LTD. |
WHL-Malaysia WHL (Japan) Clipper WHL-Singapore WHL Phils. WHL Ecuador Shenzhen Uniwin International Logistics Ltd. The Company The Company The Company The Company The Company |
Subsidiary Same director with the Company Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary Subsidiary |
109,209 1,258,560 2,399,570 738,928 212,015 112,888 1,612,632 281,582 620,967 193,578 10,049,444 1,834,982 |
% - % - % - % - % - % - % - % - % - % - % - % - |
- - - - - - - - - - - - |
- - - - - - - - - - - - |
109,209 895,064 2,399,570 723,456 101,883 105,801 1,397,660 85,361 620,967 163,023 10,049,444 1,834,982 |
- - - - - - - - - - - - |
Note 1: Eliminated in the consolidated financial statements.
Note 2: Including accounts receivable, contract assets and receivable from agent.
Note 3: Other receivable.
9. Derivative transactions: None.
- Business relationships and significant inter-company transactions:
| Number | Name of the company |
Name of the counter-party |
Existing relationship with the counter-party |
Transaction details during 2021 | Transaction details during 2021 | ||
|---|---|---|---|---|---|---|---|
| Account name | Amount | Terms of trading | Percentage of the total consolidated revenue or total assets |
||||
| 0 0 0 0 0 |
The Company The Company The Company The Company The Company |
Clipper international shipping agency Ltd. WHL-Singapore WHL-Hongkong WHL-Singapore WHL-Singapore |
1 1 1 1 1 |
Agent current-debit Account payable Commission expense Rent income, Commission revenue, Shipping agent revenue Oil expense, Vesse rental expense, Slot charter revenue |
2,399,570 (10,049,444) 2,086,468 (3,674,158) l 9,161,000 |
No significant differences No significant differences No significant differences No significant differences No significant differences |
% 1.12 % 4.67 % 1.33 % 2.33 % 5.82 |
Note 1: numbers denote the following:
-
0 represents the Company.
-
Subsidiaries are listed by names and numbered starting with 1.
Note 2: relationship with the listed companies:
-
The Company to subsidiary
-
Subsidiary to the Company
-
Subsidiary to subsidiary
-
Note 3: The disclosed amounts are above 1% of total assets for balance sheet accounts or 1% of total operating revenue for income statement accounts of the Group.
〜 64 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(b) Information on investees
For the nine months ended September 30, 2021, the following is the information on investees (excluding investees in Mainland china):
| 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 The Company The Company The Company The Company The Company WHL-Singapore WHL-Singapore WHL-Singapore WHL-Singapore WHL-Singapore WHL-Singapore WHL-Singapore WHL-Singapore WHL-Singapore WHL-Singapore WHL-Singapore WHL-Singapore 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. 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. |
Singapore Japan Vietnam Taiwan Taiwan Vietnam Philippines Hong Kong Malaysia Malaysia Korea Singapore Thailand Vietnam Vietnam Peru Ecuador Vietnam Singapore |
Transportation and shipping agency service, vessel rental service, 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 Transportation and shipping agency services ODD operations Transportation and shipping agency services Transportation and shipping agency services Container yard business Transportation and investment |
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 8,691 60,857 1,942 10,246 9,186 625,026 |
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 8,691 60,857 1,942 1,627 9,186 625,026 |
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 - - 245,124 99,000 - 28,262,221 |
% 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 % 100.00 % 100.00 % 99.00 % 99.00 % 49.00 % 100.00 |
81,529,443 23,727 429,777 151,181 40,037 566,924 22,797 5,144,750 119,580 17,052 121,467 759,795 103,399 307,504 86,251 48,633 26,775 26,397 104,363 |
46,031,008 1,381 291,261 9,031 5,037 179,149 13,101 1,607,769 49,768 404 78,580 225,726 82,758 294,137 29,422 51,209 9,418 36,006 4,033 |
46,169,938 1,381 62,126 4,967 3,527 29,560 13,101 1,607,769 49,768 404 78,580 225,726 40,551 294,137 29,422 50,697 9,324 17,643 4,033 |
Subsidiary (Note 2、3) Subsidiary (Note 3) Associate (Note 1、4) Subsidiary (Note 3) Subsidiary (Note 3) Associate (Note 1、4) 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) 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) |
〜 65 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
| Name of the investor |
Name of investee | Location | Major operations | Initial investment amount | Initial investment amount | Ending balance | Ending balance | Ending balance | Net income (loss) of the investee |
Investment income (losses) |
Notes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Ending balance |
Beginning balance |
Shares | Ratio of shares |
Book value | |||||||
| WHL-Singapore WHL-Singapore WHL INTL. WHL INTL. WHL INTL. WHL INTL. WHL INTL. WHL Hongkong Bravely International Pte. Ltd. WAN HAI LINES (USA) LTD. Wan Hai Lines (India) PVT 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 |
America Myanmar Dubai Cayman India Peru Ecuador Hong Kong Myanmar America India |
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 Managing container, storage and logistic service House rental and management Managing container, storage and logistics services |
437,514 1,075 1,365 173,463 69 20 178 570,480 127,584 359,760 395 |
437,514 1,075 1,365 173,463 69 20 - 570,480 127,584 359,760 395 |
284,381 35,000 147 5,550,000 10,000 2,476 1,000 144,640,000 4,000,000 - 100,000 |
% 100.00 % 70.00 % 49.00 % 100.00 % 100.00 % 1.00 % 1.00 % 100.00 % 80.00 % 100.00 % 50.00 |
451,027 898 33,728 5,425 307,778 491 270 1,187,295 64,727 362,794 288 |
21,171 566 65,376 (199) 153,262 51,209 9,418 197,719 8,305 7,967 (32) |
21,171 396 32,034 (199) 153,262 512 94 197,719 6,644 7,967 (16) |
Indirect subsidiary (Note 3) Indirect subsidiary (Note 3) Associate 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) Associate |
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.
-
Note 4: The recognition of investment gains and losses in the current period is based on the financial reports of investment companies that have not been reviewed by accountants during the same period.
-
(c) Information on investment in Mainland China
-
Information on investment in Mainland China:
| 1. Inform | ation on i | nvestm | ent 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 |
Accumulated Inward Remittance of Earnings |
| Remittance amount |
Recoverable amount |
|||||||||||
| Guangzhou Wan Hai Information Technology Ltd. Shenzhen Uniwin International Logistics Ltd. Clipper International Shipping Agency Ltd. Blue Ocean Logistics (Shanghai) Ltd. |
Information software service Freight transportation and acting as agent for transport affairs International shipping agency services Containers, storage and international transportation services |
7,922 644,016 4,070 32,596 |
(1) (1) (1) (1) |
- - - - |
- - - - |
- - - - |
- - - - |
(1,231) 163,539 69,948 25,809 |
% 100.00 % 100.00 % 49.00 % 100.00 |
(1,231) 163,539 34,275 25,809 |
20,091 1,002,682 44,614 100,133 |
- - - - |
〜 66 〜
(English Translation of Consolidated Financial Statements Originally Issued in Chinese) REVIEWED ONLY, NOT AUDITED IN ACCORDANCE WITH GENERALLY ACCEPTED AUDITING STANDARDS WAN HAI LINES LTD. AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
==> picture [436 x 141] intentionally omitted <==
----- Start of picture text -----
Beginning Ending remittance
remittance balance Current balance - Direct Current
- Cumulative remittance/recoverable Cumulative Net income /indirect investment Accumulated
Name of the investment investment (amount) investment (loss) shareholding gains and Inward
investee in Issued Method of (amount) from Remittance Recoverable (amount) from of the (%) by the losses Carrying Remittance
Mainland China Major operations capital investment Taiwan amount amount Taiwan investee Company (Note 2) Amount of Earnings
Shenzhen Yong International 29,068 (1) - - - - 5,409 90.00 % 4,868 37,447 -
Chun International shipping
Shipping management
Management Co.,
Ltd.
Wan Hang Tours Retailing and 287,330 (1) - - - - (2,221) 50.00 % (1,111) 114,941 -
Co., Ltd. Catering
management
Qingdao port & Container yard 50,188 (1) - - - - 16,143 50.00 % 8,071 40,963 -
Win International station
Logistics Co., Ltd.
----- End of picture text -----
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 | 66,420,624 |
Note: The Company's investments in Mainland China were mostly from the investees' self-owned capital in indirect subsidiaries.
3. Significant transactions:
As of September 30, 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:
| Shareholding Shareholder’s Name |
Shares | Percentage |
|---|---|---|
| Yi Chun (Liberia) Shipping Co., Ltd. Asia Pacific Logistics International Co., Ltd. TCE CCE |
285,234,291 176,854,398 170,902,859 170,902,859 |
% 12.85 % 7.97 % 7.70 % 7.70 |
Note: The information on major shareholders is based on the number of ordinary shares and special shares
held by shareholders with ownership of 5% or more that have been issued without physical registration
by the Company as of September 30, 2021. The share capital in consolidated financial report may differ from the actual number of shares that have been issued without physical registration due to different preparation basis.
(14) Segment Information
The segment’s operating results are reviewed regularly by the entity’s chief operating decision maker to make decisions pertaining to the allocation of resources to the segment and to assess its performance for which the discrete financial information is available. Only one reportable segment of the Consolidated Company was identified, and it is mainly associated with shipping operations. Please refer to the consolidated balance sheets and consolidated statements of income for segment profit or loss, segment asset details, and segment liabilities details.
〜 67 〜