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WEI CHUAN Audit Report / Information 2020

Nov 10, 2020

51742_rns_2020-11-10_300396c8-2751-4cfe-a8ad-3b34a346b51a.pdf

Audit Report / Information

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WEI CHUAN FOODS CORPORATION AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS AND

INDEPENDENT AUDITORS’ REPORT

DECEMBER 31, 2020 AND 2019


For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.

~1~

WEI CHUAN FOODS CORPORATION

Declaration of Consolidated Financial Statements of Affiliated Enterprises

For the year ended December 31, 2020, pursuant to ‘Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises’, the entities that are required to be included in the consolidated financial statements of affiliates are the same as those required to be included in the consolidated financial statements of parent and subsidiary companies under IFRS 10. Also, if relevant information that should be disclosed in the consolidated financial statements of affiliates has all been disclosed in the consolidated financial statements of parent and subsidiary companies, it shall not be required to prepare separate consolidated financial statements of affiliates.

Hereby declare,

Wei Chuan Foods Corporation March 29, 2021

~2~

INDEPENDENT AUDITORS’ REPORT TRANSLATED FROM CHINESE

PWCR 20000255

To the Board of Directors and Shareholders of Wei Chuan Foods Corporation

Opinion

We have audited the accompanying consolidated balance sheets of Wei Chuan Foods Corporation and subsidiaries (the “Group”) as at December 31, 2020 and 2019, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission.

Basis for opinion

We conducted our audit of the consolidated financial statements as of and for the year ended December 31, 2020 in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and generally accepted auditing standards in the Republic of China; and in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants, “Rule No. Financial-Supervisory-Securities-Auditing-1090360805 issued by the Financial Supervisory Commission on February 25, 2020” and generally accepted auditing standards in the Republic of China for our audit of the consolidated financial statements as of and for the year ended December 31, 2019. Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the consolidated financial statements section of our report. We are independent of the Group in

~3~

accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Group’s 2020 consolidated financial statements. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

Key audit matters for the Group’s 2020 consolidated financial statements are stated as follows:

Estimation of sales incentives

Description

Refer to Note 4(31) for accounting policy on revenue, Note 5(2) for the uncertainty of accounting judgments, assumptions and estimates in relation to revenue recognition and Note 6(23) for details of revenue.

The Group enters into different sales incentive agreements with different sales customers due to the nature of the industry. The Group pays incentives to sales customers if they meet the sales targets at various reward and promotion activities that the Group launches over a number of periods for cooperating with customers and distributors to promote products. International Financial Reporting Standards require that if sales incentives are substantively linked to operating revenue, the Group shall combine the two transactions and record the sales incentives as a deduction item to operating revenue.

The Group calculates and estimates the sales incentive amounts based on the actual sales amounts and the contract terms negotiated with sales customers. Given that the aforementioned process to recognise sales incentives usually involves management judgment and the calculations are relatively complicated, we consider the estimation of sales incentives a key audit matter.

~4~

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

  1. Obtained an understanding of the Group’s internal control designed for sales incentives and tested the effectiveness of the control, such as ascertained whether the calculations and estimates of each main sales incentive were reviewed by an authorised supervisor.

  2. Obtained the reports derived from the Group’s system and the relevant proofs of delivery, and then sampled and verified the actual sales volumes and unit prices.

  3. Obtained the sales agreements of the Group’s main sales customers. Used the actual sales amounts to recalculate the incentives based on the terms specified in the agreement.

  4. Performed tests of subsequent deductions and write-offs for the balances of incentives payable that are material on the balance sheet date.

Evaluation of inventories

Description

Refer to Note 4(12) for accounting policy on inventory evaluation, Note 5(2) for critical judgement in relation to inventory evaluation, and Note 6(4) for details of inventories.

The Group is primarily engaged in the manufacture and sale of dairy products, beverages and soy sauce. Due to the high competitiveness of similar products in the food market, the growing consumer awareness of food safety in recent years and the short shelf-life of most dairy products, there is a higher risk of inventories losing value or becoming obsolete if the products are not selling as expected.

The Group applies judgments and estimates in determining the net realisable value of inventories on balance sheet date and then writes down the inventory costs to the net realisable value. Given that the inventories are the main operating assets for the Group, the evaluation of inventories involves management judgments and evaluation amounts are material to the financial statements, we consider the evaluation of inventories a key audit matter.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

  1. Obtained the policies for inventory valuation and determined whether the policies

~5~

applied in provision of allowance for inventory valuation losses in the different periods are in agreement.

  1. Observed physical inventory count at the end of period to identify whether there are obsolete, damaged or unsalable inventories.

  2. Obtained aging statements of each kind of inventory and tested the changes in ages of inventory. Selected samples with inventory number and verified the date of manufacture, checked the accuracy of classification range of inventory ages.

  3. Obtained net realizable value statement of each kind of inventory and checked the applied calculation logic. Tested relevant parameters, including: sales or purchases data, reasonableness of marketing to sales ratio calculation, and relevant estimate document. Checked and compared allowance for valuation losses that the Group should provision at the lower of cost and net realizable value.

Other matter – Parent company only financial reports

We have audited and expressed an unqualified opinion on the parent company only financial statements of Wei Chuan Food Corporation as at and for the years ended December 31, 2020 and 2019.

Responsibilities of management and those charged with governance for the consolidated financial statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

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

~6~

alternative but to do so.

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

Auditors’ responsibilities for the audit of the consolidated financial statements

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

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

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

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

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

~7~

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

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

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

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

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

~8~

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

Wu, Yu-Lung

Huang, Shih-Chun

For and on behalf of PricewaterhouseCoopers, Taiwan March 29, 2021

----------------------------------------------------------------------------------------------------------------------------------------The accompanying consolidated financial statements are not intended to present the financial position and results of operations and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and independent auditors’ report are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice. As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

~9~

WEI CHUAN FOODS CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars)

Assets Notes
6(1) and 8
6(3)
6(3)
6(3) and 7(2)
7(2)
6(4)
7(2)
6(2)
6(5)
6(6) and 8
6(7)
6(8) and 8
6(9)
6(10)
6(30)
6(11) and 8
December31, %
11
-
13
1
-
-
7
1
-
33
-
-
52
3
1
1
1
7
2
67
100
2020
December31, 2019
Amount
1,905,431
$ 21,996
2,277,509
213,946
82,476
4,241
1,204,996
158,563
6,198
5,875,356
33,452
17,686
9,426,888
629,264
131,801
174,911
121,744
1,348,994
271,425
12,156,165
18,031,521
$
Amount
2,221,758
$ 26,308
2,363,467
274,378
101,985
5,351
1,266,774
267,267
9,226
6,536,514
33,443
18,306
9,780,396
662,640
133,733
149,594
104,519
1,407,368
270,430
12,560,429
19,096,943
$
%
Current assets
1100
Cash and cash equivalents
1150
Notes receivable, net
1170
Accounts receivable, net
1180
Accounts receivable due from related parties, net
1200
Other receivables
1220
Current tax assets
130X
Inventories
1410
Prepayments
1470
Other current assets
11XX
Total current assets
Non-current assets
1510
Non-current financial assets at fair value through profit or loss
1550
Investments accounted for using the equity method
1600
Property, plant and equipment
1755
Right-of-use assets
1760
Investment property, net
1780
Intangible assets
1830
Non-current biological assets
1840
Deferred tax assets
1900
Other non-current assets
15XX
Total non-current assets
1XXX
Total assets
12
-
12
1
1
-
7
1
-
34
-
-
51
4
1
1
1
7
1
66
100

(Continued)

~10~

WEI CHUAN FOODS CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars)

Liabilities andEquity Notes
Amount
%
Amount
%
6(13)
1,770,429
$ 10
3,159,229
$ 17
6(14)
349,939
2
40,000
-
6(23)
90,909
1
70,944
-
299
-
6,602
-
1,485,952
8
1,507,668
8
7(2)
65,716
-
60,108
-
6(15) and 9(1)
2,076,044
12
1,998,678
10
54,051
-
153,534
1
78,278
-
108,922
1
6(16)
133,826
1
184,766
1
6,105,443
34
7,290,451
38
6(16)
3,549,532
20
3,130,080
17
6(30)
831,224
4
987,384
5
161,093
1
154,431
1
6(17)
528,441
3
590,802
3
5,070,290
28
4,862,697
26
11,175,733
62
12,153,148
64
6(19)
5,060,629
28
5,060,629
27
6(20)
36,113
-
36,103
-
6(21)
682,715
4
551,470
3
302,706
2
-
-
1,018,043
6
1,590,372
8
6(22)
252,501)
(
2)
(
302,706)
(
2)
(
6,847,705
38
6,935,868
36
8,083
-
7,927
-
6,855,788
38
6,943,795
36
9
11
18,031,521
$ 100
19,096,943
$ 100
December31,2020
December31,2019
December31, 2019
%
Current liabilities
2100
Short-term borrowings
2110
Short-term notes and bills payable
2130
Current contract liabilities
2150
Notes payable
2170
Accounts payable
2180
Accounts payable to related parties
2200
Other payables
2230
Current tax liabilities
2280
Current lease liabilities
2300
Other current liabilities
21XX
Total current liabilities
Non-current liabilities
2540
Long-term borrowings
2570
Deferred tax liabilities
2580
Non-current lease liabilities
2600
Other non-current liabilities
25XX
Total non-current liabilities
2XXX
Total liabilities
Equity attributable to owners of parent
Share capital
3110
Ordinary share
Capital surplus
3200
Capital surplus
Retained earnings
3310
Legal reserve
3320
Special reserve
3350
Unappropriated retained earnings
Other equity interest
3400
Other equity interest
31XX
Total equity attributable to owners of parent
36XX
Non-controlling interests
3XXX
Total equity
Significant contingent liabilities and unrecognised contract
commitments
Significant events after the balance sheet date
3X2X
Total liabilities and equity
17
-
-
-
8
-
10
1
1
1
38
17
5
1
3
26
64
36
-
36
100

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

~11~

WEI CHUAN FOODS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

YEARS ENDED DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars, except earnings per share amounts)

Items Notes
Amount
%
Amount
%
6(23) and 7(2)
18,650,871
$ 100
20,228,119
$ 100
6(4)(28) and 7(2)
13,206,608)
(
71)
(
14,105,933)
(
70)
(
5,444,263
29
6,122,186
30
6(28)
3,826,312)
(
21)
(
4,403,028)
(
22)
(
789,926)
(
4)
(
921,574)
(
4)
(
229,180)
(
1)
(
235,496)
(
1)
(
12(2)
3,792)
(
-
17,482)
(
-
4,849,210)
(
26)
(
5,577,580)
(
27)
(
595,053
3
544,606
3
6(24)
22,816
-
44,720
-
6(25) and 7(2)
274,506
2
228,186
1
6(26)
198,643)
(
1)
(
1,103,465
6
6(27)
150,224)
(
1)
(
192,079)
(
1)
(
6(5)
620)
(
-
699
-
52,165)
(
-
1,184,991
6
542,888
3
1,729,597
9
6(30)
6,746)
(
-
378,718)
(
2)
(
536,142
$ 3
1,350,879
$ 7
Year ended December 31
2020
2019
Year ended December 31 Year ended December 31
2020 2019
%
4000
Operating revenue
5000
Operating costs
5950
Gross profit from operations
Operating expenses
6100
Selling expenses
6200
General and administrative expenses
6300
Research and development expenses
6450
Expected credit losses
6000
Total operating expenses
6900
Operating profit
Non-operating income and expenses
7100
Interest income
7010
Other income
7020
Other gains and losses
7050
Finance costs
7060
Share of loss (profit) of associates and joint ventures accounted
for using the equity method
7000
Total non-operating income and expenses
7900
Profit before income tax
7950
Income tax expense
8200
Profit for the year
7

(Continued)

~12~

WEI CHUAN FOODS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

YEARS ENDED DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars, except earnings per share amounts)

Items Notes
Amount
%
Amount
%
6(18)
1,469
$ -
37,524)
($ -
1,469
-
37,524)
(
-
51,133
-
165,756)
(
1)
(
6(30)
881)
(
-
1,727
-
50,252
-
164,029)
(
1)
(
51,721
$ -
201,553)
($ 1)
(
587,863
$ 3
1,149,326
$ 6
535,196
$ 3
1,349,985
$ 7
946
-
894
-
536,142
$ 3
1,350,879
$ 7
586,864
$ 3
1,148,516
$ 6
999
-
810
-
587,863
$ 3
1,149,326
$ 6
6(31)
6(31)
Year ended December 31
2020
2019
1.06
$ 2.67
$ 1.06
$ 2.67
$
Year ended December 31 Year ended December 31 Year ended December 31
2020 %
Amount
%
-
37,524)
($ -
-
37,524)
(
-
-
165,756)
(
1)
(
-
1,727
-
-
164,029)
(
1)
(
-
201,553)
($ 1)
(
3
1,149,326
$ 6
3
1,349,985
$ 7
-
894
-
3
1,350,879
$ 7
3
1,148,516
$ 6
-
810
-
3
1,149,326
$ 6
2019
1.06
2.67
$ 1.06
2.67
$
2019
%
Components of other comprehensive income (loss) that will
not be reclassified to profit or loss
8311
Gains (losses) on remeasurements of defined benefit plans
8310
Components of other comprehensive income that will not be
reclassified to profit or loss
Components of other comprehensive income that will be
reclassified to profit or loss
8361
Exchange differences on translation
8399
Income tax related to components of other comprehensive
income(loss) that will be reclassified to profit or loss
8360
Components of other comprehensive income (loss) that will be
reclassified to profit or loss
8300
Other comprehensive income (loss)
8500
Total comprehensive income
Profit, attributable to:
8610
Owners of parent
8620
Non-controlling interests
Profit for the year
Comprehensive income attributable to:
8710
Owners of parent
8720
Non-controlling interests
Total comprehensive income
Basic earnings per share
9750
Profit for the year
Diluted earnings per share
9850
Profit for the year
-
-
6
7
-
7
6
-
6
2.67
$ $ 2.67

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

~13~

WEI CHUAN FOODS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

YEARS ENDED DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars)

Year ended December 31,2019 Notes Equityattributable to owners ofparent Equityattributable to owners ofparent
Ordinaryshare
5,060,629
$ -
-
-
-
-
-
-
5,060,629
$ 5,060,629
$ -
-
-
-
-
-
-
-
5,060,629
$
Capital surplus
31,936
$ -
-
-
-
-
4,167
-
36,103
$ 36,103
$ -
-
-
-
-
-
10
-
36,113
$
Retained earnings
Legal reserve
475,607
$ -
-
-
75,863
-
-
-
551,470
$ 551,470
$ -
-
-
131,245
-
-
-
-
682,715
$
6(22)
6(21)
6(21)
4(3)
6(22)
6(21)
6(21)
6(21)
4(3)
Balance at January 1, 2019
Profit for the year
Other comprehensive loss for the year
Total comprehensive income (loss) for the year
Appropriation and distribution of 2018 retained
earnings
Legal reserve appropriated
Cash dividends
Capital surplus - dividends unclaimed by
shareholders
Changes in non-controlling interests
Balance at December 31, 2019
Year ended December 31,2020
Balance at January 1, 2020
Profit for the year
Other comprehensive income for the year
Total comprehensive income for the year
Appropriation and distribution of 2019 retained
earnings
Legal reserve appropriated
Special reserve appropriated
Cash dividends
Capital surplus - dividends unclaimed by
shareholders
Changes in non-controlling interests
Balance at December 31, 2020

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

~14~

WEI CHUAN FOODS CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before income tax
Adjustments
Adjustments to reconcile profit (loss)
Depreciation expense
Amortisation expense
Expected credit loss
Interest expense
Interest income
Net gain on financial assets or liabilities at fair value through profit
or loss
Proceeds from disposal of non-current assets classified as held for sale
Share of profit (loss) of associates accounted for using the equity method
Losses on disposal of property, plant and equipment and biological assets
(Reversal of) impairment loss on property, plant and equipment
Changes in operating assets and liabilities
Changes in operating assets
Financial assets and liabilities at fair value through profit or loss
Notes receivable
Accounts receivable
Accounts receivable due from related parties
Other receivables
Inventories
Prepayments
Other current assets
Other non-current assets
Changes in operating liabilities
Current contract liabilities
Notes payable
Accounts payable
Accounts payable to related parties
Other payables
Other current liabilities
Other non-current liabilities
Cash (outflow) inflow generated from operations
Interest received
Interest paid
Income taxes paid
Net cash provided by operating activities
Notes
2020
2019
542,888
$ 1,729,597
$ 6(28)
1,083,955
1,040,251
6(28)
21,123
19,469
12(2)
23,575)
(
35,814)
(
6(27)
150,224
192,079
6(24)
22,816)
(
44,720)
(
6(26)
9)
(
5)
(
6(26)
-
1,269,341)
(
6(5)
620
699)
(
6(26)
36,969
93,895
6(26)
9,720)
(
55,867)
(
-
13)
(
4,316
27,159
81,874
236,220
60,432
57,048)
(
47,575
88,120
61,778
4,920
108,704
28,700
3,028
414
1,035
1,085)
(
19,965
26,916
6,303)
(
777)
(
21,716)
(
108,139)
(
5,608
33,340)
(
120,101
272,592)
(
3,293)
(
587)
(
50,580)
(
100,144
2,212,183
1,707,857
22,816
44,720
156,864)
(
192,870)
(
204,516)
(
131,274)
(
1,873,619
1,428,433
Year ended December 31
Year ended December 31 Year ended December 31
2019
1,428,433

(Continued)

~15~

WEI CHUAN FOODS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from disposal of non-current assets classified as held for sale
Proceeds from disposal of financial assets at fair value through profit or loss
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Acquisition of intangible assets
Acquisition of biological assets
Proceeds from disposal of biological assets
Increase in other non-current assets - prepayments for business facilities
Decrease (increase) in other non-current assets - guarantee deposits paid
Decrease (increase) in other non-current assets - restricted bank deposits
Income taxes paid
Net cash flows (used in) from investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in short-term borrowings
Increase in short-term notes and bills payable
Payments of lease liabilities
Repayments of long-term borrowings
Proceeds from long-term borrowings
Decrease in other non-current liabilities - guarantee deposits received
Dividends paid
Changes in non-controlling interests
Proceeds from dividends unclaimed by shareholders
Net cash flows used in financing activities
Effect of exchange rate changes
Net decrease in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Notes
2020
2019
-
$ 2,107,824
$ -
27,942
6(32)
493,109)
(
1,013,269)
(
7,416
47,165
6(9)
47,990)
(
34,788)
(
6(32)
63,331)
(
66,700)
(
17,634
33,790
54,139)
(
49,437)
(
6(11)
2,932
5,162)
(
6(11)
2,000
1,500)
(
-
471,152)
(
628,587)
(
574,713
6(33)
1,388,800)
(
1,067,846)
(
6(33)
310,000
110,000
6(33)
149,891)
(
155,269)
(
6(33)
1,139,045)
(
1,949,909)
(
6(33)
1,505,418
797,462
6(17)
11,774)
(
54,283)
(
6(21)
675,037)
(
404,850)
(
843)
(
5,270)
(
10
4,167
1,549,962)
(
2,725,798)
(
11,397)
(
45,165)
(
316,327)
(
767,817)
(
6(1)
2,221,758
2,989,575
6(1)
1,905,431
$ 2,221,758
$ Year ended December 31
Year ended December 31 Year ended December 31
2019
2,221,758
$

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

~16~

WEI CHUAN FOODS CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2020 AND 2019

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

1. History and Organisation

  • (1) Wei Chuan Foods Corporation (the “Company”) was incorporated as a company limited by shares under the provisions of the Company Act of the Republic of China (R.O.C.) and other related regulations in September 1953. The Company is primarily engaged in manufacturing, processing and sale of dairy products, beverages and instant foods. The information regarding the main business activities that the Company and its subsidiaries (the “Group”) are engaged in is provided in Note 4(3).

  • (2) The Company’s shares have been listed on Taiwan Stock Exchange since February 1962.

2. The Date of Authorisation for Issuance of the Financial Statements and Procedures for Authorisation

  • These consolidated financial statements were authorised for issuance by the Board of Directors on March 29, 2021.

3. Application of New Standards, Amendments and Interpretations

(1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”) New standards, interpretations and amendments endorsed by the FSC effective from 2020 are as follows:

follows:
New Standards, Interpretations and Amendments Effective date by
International Accounting
Standards Board

Amendments to IAS 1 and IAS 8, ‘Disclosure initiative-definition of
material’
Amendments to IFRS 3, ‘Definition of a business’
Amendments to IFRS 9, IAS 39 and IFRS 7, ‘Interest rate benchmark
reform’
Amendment to IFRS 16, ‘Covid-19-related rent concessions’
Note: Earlier application from January 1, 2020 is allowed by FSC.
January 1, 2020
January 1, 2020
January 1, 2020
June 1, 2020 (Note)

~17~

The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.

(2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Group

New standards, interpretations and amendments endorsed by the FSC effective from 2021 are as follows:

follows:
New Standards, Interpretations and Amendments
Effective date by
International Accounting
Standards Board

Amendments to IFRS 4, ‘Extension of the temporary exemption from
applying IFRS 9’
Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16, ‘Interest
Rate Benchmark Reform - Phase 2’

January 1, 2021
January 1, 2021

The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.

(3) IFRSs issued by IASB but not yet endorsed by the FSC

New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs as endorsed by the FSC are as follows:

as endorsed by the FSC are as follows:
New Standards, Interpretations and Amendments
Effective date by
International Accounting
Standards Board

Amendments to IFRS 3, ‘Reference to the conceptual framework’
Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets
between an investor and its associate or joint venture’
IFRS 17, ‘Insurance contracts’
Amendments to IFRS 17, ‘Insurance contracts’
Amendments to IAS 1, ‘Classification of liabilities as current or
non-current’
Amendments to IAS 1, ‘Disclosure of accounting policies’
Amendments to IAS 8, ‘Definition of accounting estimates’

January 1, 2022
To be determined by
International Accounting
Standards Board
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023

~18~

New Standards, Interpretations and Amendments
Effective date by
International Accounting
Standards Board

Amendments to IAS 16, ‘Property, plant and equipment: proceeds
before intended use’
Amendments to IAS 37, ‘Onerous contracts—cost of fulfilling a
contract’
Annual improvements to IFRS Standards 2018–2020

January 1, 2022
January 1, 2022
January 1, 2022

The Group continually evaluates the impact of the above standards and interpretations to the Group’s consolidated financial condition and financial performance. The quantitative impact will be disclosed when the assessment is complete.

4. Summary of Significant Accounting Policies

The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.

(1) Compliance statement

The consolidated financial statements of the Group have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the FSC (collectively referred herein as the “IFRSs”).

(2) Basis of preparation

  • A. Except for the following items, the consolidated financial statements have been prepared under the historical cost convention:

  • (a) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.

  • (b) Defined benefit liabilities recognised based on the net amount of pension fund assets less present value of defined benefit obligation.

  • B. The preparation of consolidated financial statements in conformity with IFRSs requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.

~19~

(3) Basis of consolidation

  • A. Basis for preparation of consolidated financial statements

  • (a) All subsidiaries are included in the Group’s consolidated financial statements. Subsidiaries are all entities (including structured entities) controlled by the Group. The Group controls an entity when the Group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses control of the subsidiaries.

  • (b) Inter-company transactions, balances and unrealised gains or losses on transactions between companies within the Group are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Group.

  • (c) Profit or loss and each component of other comprehensive income are attributed to the owners of the parent and to the non-controlling interests. Total comprehensive income is attributed to the owners of the parent and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

  • (d) Changes in a parent’s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognised directly in equity.

  • B. Subsidiaries included in the consolidated financial statements:

Name of investor
Name of subsidiary
Wei Chuan Foods
Corporation
KING CAN INDUSTRY
CORPORATION
Wei Chuan Foods
Corporation
CHINA YOUTH CO., LTD.
Wei Chuan Foods
Corporation
KANG CHUAN ENGINEERING
CO., LTD.
Wei Chuan Foods
Corporation
CONCOURSE
INTERNATIONAL INC.
Wei Chuan Foods
Corporation
Cheng Shuen Nung Ranch Dairy
Co., Ltd.
Wei Chuan Foods
Corporation
THAI WEI-CHUAN CO., LTD.
Wei Chuan Foods
Corporation
WEI-CHUAN INTERNATIONAL
LIMITED
Main business activities Ownership (%) Description

December
31, 2020
December
31, 2019
98.68
98.68
99.79
99.79
99.85
99.85
99.99
99.99
100.00
-
60.00
60.00
100.00
100.00
Process, manufacture and trade
of tinplate products such as tin
cans, tin boxes and bottle caps
Trade of vegetables and fruits as
well as agricultural and fishery
products
Planning, design and
implementation of construction
projects
General import and export trade
business
Livestock farm management
Food processing
General investment

Note 1
Note 2
Note 3
Note 4
Note 5
None
None

~20~

Name of investor
Name of subsidiary
Wei Chuan Foods
Corporation
WEI-CHUAN (BVI) CO., LTD.
Wei Chuan Foods
Corporation
WEI-CHUAN ASIAN
INVESTMENT LIMITED
KING CAN INDUSTRY
CORPORATION
KingCan (BVI) Corporation
KingCan (BVI)
Corporation
KUNSHAN KING CAN MOLD
INDUSTRIAL CO., LTD.
CONCOURSE
INTERNATIONAL INC.
CONCOURSE
INTERNATIONAL LIMITED
CONCOURSE
INTERNATIONAL
LIMITED
HANGZHOU CONCOURSE
TRADING CO., LTD.
WEI-CHUAN
INTERNATIONAL
LIMITED
WEI-CHUAN ASIAN
INVESTMENT LIMITED
WEI-CHUAN (BVI) CO.,
LTD.
Hangzhou Weichuan
Biotechnology Foods Co., Ltd.
WEI-CHUAN (BVI) CO.,
LTD.
HANGZHOU WEI-CHUAN
FOOD CO., LTD.
WEI-CHUAN (BVI) CO.,
LTD.
WEI CHUAN FOODS
INVESTMENT CO., LTD.
HANGZHOU
WEI-CHUAN FOOD
CO., LTD.
SUZHOU WEI-CHUAN FOODS
CO., LTD.
WEI CHUAN FOODS
INVESTMENT CO.,
LTD.
LANGFANG WEI-CHUAN
FOODS CO., LTD.
Main business activities Ownership (%) Description

December
31, 2020
December
31, 2019
100.00
100.00
1.00
1.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
99.00
99.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
General investment
General investment
General investment
Manufacture of food molds and
injection molds
General investment
General import and export trade
business
General investment
Manufacture and sale of food
products such as milk powder,
rice and wheat powder and
solid drinks
Manufacture and brand
marketing of refrigerated dairy
beverages
General investment
Manufacture and brand
marketing of refrigerated dairy
beverages
Manufacture and brand
marketing of refrigerated dairy
beverages

None
None
None
None
None
None
None
None
None
None
None
None

Note 1: On April 25, 2019, the shareholders of the investee resolved to reduce its capital to return the share capital of $158,102, and distribute cash of $111,110 and $111,963 from capital surplus and legal reverse, respectively. The capital reduction and distribution effective date was set on April 30, 2019. The change in non-controlling interests was ($5,016).

On June 21, 2019, the shareholders of the investee resolved to distribute earnings of $19,306 as cash dividends. The ex-dividend effective date was set on July 25, 2019. The change in non-controlling interests was ($254).

On June 22, 2020, the shareholders of the investee resolved to distribute earnings of $61,458 as cash dividends. The ex-dividend effective date was set on June 30, 2020. The change in non-controlling interests was ($809).

~21~

  • Note 2: In November 2016, the shareholders of the investee approved to dissolve the investee, which was approved by the competent authority in January 2017. The investee is in the process of liquidation.

  • Note 3: In December 2016, the Board of Directors of the investee resolved to dissolve the investee.

    • On August 25, 2020, the shareholders of the investee approved to reduce its capital to return the share capital of $23,000. The capital reduction effective date was set on August 26, 2020. The change in non-controlling interests was ($34).
  • Note 4:On August 12, 2019, the Board of Directors of the Company’s wholly-owned subsidiary, CONCOURSE INTERNATIONAL INC. (CONCOURSE), resolved to merge with the Company’s 99.97% owned subsidiary, GREEN GIANT CORPORATION, with CONCOURSE being the surviving company. The merger effective date was set on October 31, 2019 and the merger was approved by the Taipei City Government under the Order No. Fi-chanye-shang-zi-10856236820 , dated November 28, 2019. The change in non-controlling interests was ($20).

  • Note 5: To implement division of services and enhance competitiveness and operational performance, the Company invested $30,000 to establish a wholly-owned subsidiary, Cheng Shuen Nung Ranch Dairy Co., Ltd. (Cheng Shuen Nung), in April 2020.

    • The Board of Directors and the shareholders at their meeting on May 11, 2020 and June 23, 2020 resolved to spin off its business relating to the Linfengying Ranch to Cheng Shuen Nung in exchange for 54,929,989 new shares issued by Cheng Shuen Nung at a price of $10 (in dollars) per share at a consideration of $723,035. The ranch related business (including assets, liabilities and operation) was spun off from the Company to Cheng Shuen Nung. The effective date for the spin-off was set on December 31, 2020. The nature of spin off was a group reorganisation, according to IFRS and the letter of the Accounting Research And Development Foundation Interpretation 100-390, the accounting basis of Cheng Shuen Nung was the carrying amounts of assets and liabilities at the effective date for the spin-off.
  • C. Subsidiaries not included in the consolidated financial statements:

Name of investor Name of subsidiary Main business activities Ownership (%) Ownership (%) Description

December
31, 2020

December
31, 2019
WEI-CHUAN ASIAN
INVESTMENT
LIMITED
WEI-CHUAN
INTERNATIONAL
LIMITED

HEALTH CAN DEVELOPMENT
LIMITED
HEILONGJIANG WEI CHUAN
DAIRY CO.
General investment
Dairy and other products
75.00
70.00
75.00
70.00

Note 1
Note 2

~22~

Name of investor
Name of subsidiary
WEI-CHUAN
INTERNATIONAL
LIMITED
HEILONGJIANG WEI CHUAN
FOOD CO.
Main business activities Ownership (%) Description

December
31, 2020
December
31, 2019
67.00
67.00
Condiments and other products
Note 2
  • Note 1: The subsidiary was not included as a consolidated entity in the consolidated financial statements as its asset did not reach 0.05% of total assets of the parent company and it did not have operating revenue.

  • Note 2: The subsidiary was not included as a consolidated entity in the consolidated financial statements as it is in the process of liquidation.

  • D. Adjustments for subsidiaries with different balance sheet dates:

  • None.

  • E. Significant restrictions:

Cash and short-term deposits of $884,424 deposited in Mainland China are under local foreign exchange control which restricts the capital to be remitted outside the borders, except for normal dividend distribution.

  • F. Subsidiaries that have non-controlling interests that are material to the Group:

  • None.

(4) Foreign currency translation

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The consolidated financial statements are presented in New Taiwan dollars, which is the Company’s functional and the Group’s presentation currency.

  • A. Foreign currency transactions and balances

  • (a) Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions are recognised in profit or loss in the period in which they arise.

  • (b) Monetary assets and liabilities denominated in foreign currencies at the period end are re-translated at the exchange rates prevailing at the balance sheet date. Exchange differences arising upon re-translation at the balance sheet date are recognised in profit or loss.

~23~

  • (c) Non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in profit or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognised in other comprehensive income. However, non-monetary assets and liabilities denominated in foreign currencies that are not measured at fair value are translated using the historical exchange rates at the dates of the initial transactions.

  • (d) All foreign exchange gains and losses are presented in the statement of comprehensive income within ‘other gains and losses’.

  • B. Translation of foreign operations

  • (a) The operating results and financial position of all the group entities, associates and jointly controlled entities that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

    • i. Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;

    • ii. Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and

iii. All resulting exchange differences are recognised in other comprehensive income.

  • (b) Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing exchange rates at the balance sheet date.

(5) Classification of current and non-current items

  • A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:

  • (a) Assets arising from operating activities that are expected to be realised, or are intended to be sold or consumed within the normal operating cycle;

  • (b) Assets held mainly for trading purposes;

  • (c) Assets that are expected to be realised within twelve months from the balance sheet date;

  • (d) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to settle liabilities more than twelve months after the balance sheet date.

  • B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:

~24~

  • (a) Liabilities that are expected to be settled within the normal operating cycle;

  • (b) Liabilities arising mainly from trading activities;

  • (c) Liabilities that are to be settled within twelve months from the balance sheet date;

  • (d) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve months after the balance sheet date. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.

(6) Cash equivalents

Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.

(7) Financial assets at fair value through profit or loss

  • A. Financial assets at fair value through profit or loss are financial assets that are not measured at amortised cost or fair value through other comprehensive income.

  • B. On a regular way purchase or sale basis, financial assets at fair value through profit or loss are recognised and derecognised using trade date accounting.

  • C. At initial recognition, the Group measures the financial assets at fair value and recognises the transaction costs in profit or loss. The Group subsequently measures the financial assets at fair value, and recognises the gain or loss in profit or loss.

  • D. The Group recognises the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.

(8) Accounts and notes receivable

  • A. Accounts and notes receivable entitle the Group a legal right to receive consideration in exchange for transferred goods or rendered services.

  • B. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

~25~

(9) Impairment of financial assets

For financial assets at amortised cost, at each reporting date, the Group recognises the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognises the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable that do not contain a significant financing component, the Group recognises the impairment provision for lifetime ECLs.

(10) Derecognition of financial assets

The Group derecognises a financial asset when the contractual rights to receive the cash flows from the financial asset expire.

- (11) Leasing arrangements (lessor) operating leases

Lease income from an operating lease (net of any incentives given to the lessee) is recognised in profit or loss on a straight-line basis over the lease term.

(12) Inventories

The perpetual inventory system is adopted for inventory recognition. The cost is determined using the weighted-average method. The fixed production overheads are allocated based on the normal capacity of the production facilities. Normal capacity is the production expected to be achieved on average over a number of periods, taking into account the planned maintenance. The actual level of production may be used if it approximates normal capacity. Ending inventories are stated at the lower of cost and net realisable value. The item by item approach is used in applying the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business, less the cost of completion and selling expenses.

(13) Investments accounted for using the equity method / associates

  • A. Associates are all entities over which the Group has significant influence but not control. In general, it is presumed that the investor has significant influence, if an investor holds, directly or indirectly 20 percent or more of the voting power of the investee. Investments in associates are accounted for using the equity method and are initially recognised at cost.

~26~

  • B. The Group’s share of its associates’ post-acquisition profits or losses is recognised in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group does not recognise further losses, unless it has incurred legal or constructive obligations or made payments on behalf of the associate.

  • C. When changes in an associate’s equity do not arise from profit or loss or other comprehensive income of the associate and such changes do not affect the Group’s ownership percentage of the associate, the Group recognises change in ownership interests in the associate in ‘capital surplus’ in proportion to its ownership.

  • D. Unrealised gains on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the associates. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been adjusted where necessary to ensure consistency with the policies adopted by the Group.

(14) Property, plant and equipment

  • A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalised.

  • B. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.

  • C. Land is not depreciated. Other property, plant and equipment apply cost model and are depreciated using the straight-line method to allocate their cost over their estimated useful lives. Each part of an item of property, plant, and equipment with a cost that is significant in relation to the total cost of the item must be depreciated separately.

~27~

  • D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial year-end. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change. The estimated useful lives of property, plant and equipment are as follows:

Buildings and structures 5 ~ 60 years Machinery and equipment 2 ~ 30 years Office equipment 2 ~ 20 years Transportation equipment 2 ~ 10 years Others 2 ~ 30 years

(15) Leasing arrangements (lessee) - right-of-use assets/ lease liabilities

  • A. Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by the Group. For short-term leases or leases of low-value assets, lease payments are recognised as an expense on a straight-line basis over the lease term.

  • B. Lease liabilities include the net present value of the remaining lease payments at the commencement date, discounted using the incremental borrowing interest rate. Lease payments are comprised of fixed payments, less any lease incentives receivable.

  • The Group subsequently measures the lease liability at amortised cost using the interest method and recognises interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognised as an adjustment to the right-of-use asset when there are changes in the lease term or lease payments and such changes do not arise from contract modifications.

  • C. At the commencement date, the right-of-use asset is stated at cost comprising the amount of the initial measurement of lease liability.

The right-of-use asset is measured subsequently using the cost model and is depreciated from the commencement date to the earlier of the end of the asset’s useful life or the end of the lease term. When the lease liability is remeasured, the amount of remeasurement is recognised as an adjustment to the right-of-use asset.

  • D. For lease modifications that decrease the scope of the lease, the lessee shall decrease the carrying amount of the right-of-use asset to reflect the partial or full termination of the lease, and recognise the difference between remeasured lease liability in profit or loss.

~28~

(16) Investment property

An investment property is stated initially at its cost and measured subsequently using the cost model. Except for land, investment property is depreciated on a straight-line basis over its estimated useful life of 38 ~ 60 years.

(17) Intangible assets

  • A. Computer software

Computer software is stated at cost and amortised on a straight-line basis over its estimated useful life of 1 to 10 years.

  • B. Goodwill

Goodwill arises in a business combination accounted for by applying the acquisition method.

(18) Biological assets

Biological assets are measured at fair value. However, biological assets may be measured at cost less accumulated depreciation if the fair value cannot be obtained from the active market, and the alternative estimation of the fair value is clearly not reliable. They are depreciated over the expected useful life using the straight-line method, which is primarily 5 years. In addition to acquisition cost, feeding costs are capitalised when incurred and are tested annually for impairment. Where there is objective evidence of impairment, an impairment loss is recognised.

(19) Impairment of non-financial assets

  • A. The Group assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. Except for goodwill, when the circumstances or reasons for recognising impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortised historical cost would have been if the impairment had not been recognised.

  • B. The recoverable amounts of goodwill, intangible assets with an indefinite useful life and intangible assets that have not yet been available for use are evaluated periodically. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. Impairment loss of goodwill previously recognised in profit or loss shall not be reversed in the following years.

~29~

  • C. For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each of the cash-generating units, or groups of cash-generating units, that is/are expected to benefit from the synergies of the business combination.

(20) Borrowings

  • A. Borrowings comprise long-term and short-term bank borrowings and other long-term and short-term loans. Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method.

  • B. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it relates.

(21) Notes and accounts payable

  • A. Accounts payable are liabilities for purchases of raw materials, goods or services and notes payable are those resulting from operating and non-operating activities.

  • B. The short-term notes and accounts payable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

(22) Financial liabilities at fair value through profit or loss

  • A. Financial liabilities are classified in this category of held for trading if acquired principally for the purpose of repurchasing in the short-term. Derivatives are also categorised as financial liabilities held for trading unless they are designated as hedges.

  • B. At initial recognition, the Group measures the financial liabilities at fair value. All related transaction costs are recognised in profit or loss. The Group subsequently measures these financial liabilities at fair value with any gain or loss recognised in profit or loss.

(23) Derecognition of financial liabilities

A financial liability is derecognised when the obligation specified in the contract is either discharged or cancelled or expires.

~30~

(24) Offsetting financial instruments

Financial assets and liabilities are offset and reported in the net amount in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously.

(25) Non-hedging derivatives

Non-hedging derivatives are initially recognised at fair value on the date a derivative contract is entered into and recorded as financial assets or financial liabilities at fair value through profit or loss. They are subsequently remeasured at fair value and the gains or losses are recognised in profit or loss.

(26) Provisions

Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, and it is probable that an outflow of economic resources will be required to settle the obligation and the amount of the obligation can be reliably estimated. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation on the balance sheet date, which is discounted using a pre-tax discount rate that reflects the current market assessments of the time value of money and the risks specific to the obligation. When discounting is used, the increase in the provision due to passage of time is recognised as interest expense. Provisions are not recognised for future operating losses.

(27) Employee benefits

A. Short-term employee benefits

Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognised as expense in that period when the employees render service.

B. Pensions

(a) Defined contribution plans

For defined contribution plans, the contributions are recognised as pension expense when they are due on an accrual basis. Prepaid contributions are recognised as an asset to the extent of a cash refund or a reduction in the future payments.

~31~

(b) Defined benefit plans

  • i. Net obligation under a defined benefit plan is defined as the present value of an amount of pension benefits that employees will receive on retirement for their services with the Group in current period or prior periods. The liability recognised in the balance sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets. The net defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The rate used to discount is determined by using interest rates of government bonds (at the balance sheet date) of a currency and term consistent with the currency and term of the employment benefit obligations.

  • ii. Remeasurements arising on defined benefit plans are recognised in other comprehensive income in the period in which they arise and are recorded as retained earnings.

  • iii. Past service costs are recognised immediately in profit or loss.

  • C. Termination benefits

Termination benefits are employee benefits provided in exchange for the termination of employment as a result from either the Group’s decision to terminate an employee’s employment before the normal retirement date, or an employee’s decision to accept an offer of redundancy benefits in exchange for the termination of employment. The Group recognises expense as it can no longer withdraw an offer of termination benefits or it recognises relating restructuring costs, whichever is earlier. Benefits that are expected to be due more than 12 months after balance sheet date shall be discounted to their present value.

  • D. Employees’ compensation and directors’ remuneration

  • Employees’ compensation and directors’ remuneration are recognised as expense and liability, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates.

(28) Income tax

  • A. The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or items recognised directly in equity, in which cases the tax is recognised in other comprehensive income or equity.

~32~

  • B. The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.

  • C. Deferred tax is recognised, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the balance sheet. Deferred tax is provided on temporary differences arising on investments in subsidiaries and associates, except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.

  • D. Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. At each balance sheet date, unrecognised and recognised deferred tax assets are reassessed.

  • E. Current income tax assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. Deferred tax assets and liabilities are offset on the balance sheet when the entity has the legally enforceable right to offset current tax assets against current tax liabilities and they are levied by the same taxation authority on either the same entity or different entities that intend to settle on a net basis or realise the asset and settle the liability simultaneously.

(29) Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or stock options are shown in equity as a deduction, net of tax, from the proceeds.

(30) Dividends

Cash dividends are recorded as liabilities in the Company’s financial statements in the period in which they are resolved by Company’s Board of Directors.

~33~

(31) Revenue recognition

  • A. The Group manufactures and sells food and packaging products. Sales are recognised when control of the products has transferred, being when the products are delivered to the customer. Delivery occurs when the customer has accepted the products in accordance with the sales contract, or the Group has objective evidence that all criteria for acceptance have been satisfied.

  • B. The products are often sold with volume discounts based on aggregate sales over a 12-month period. Revenue from these sales is recognised based on the price specified in the contract, net of the estimated sales discounts and allowances. Accumulated experience is used to estimate and provide for the sales discounts and allowances, using the expected value method, and revenue is only recognised to the extent that it is highly probable that a significant reversal will not occur. The estimation is subject to an assessment at each reporting date. A refund liability is recognised for expected sales discounts and allowances payable to customers in relation to sales made until the end of the reporting period. No significant financing component is deemed present as the sales are made with a credit term of 15 to 90 days, which is consistent with market practice.

  • C. A receivable is recognised when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.

(32) Government grants

Government grants are recognised at their fair value only when there is reasonable assurance that the Group will comply with any conditions attached to the grants and the grants will be received. Government grants are recognised in profit or loss on a systematic basis over the periods in which the Group recognises expenses for the related costs for which the grants are intended to compensate. Government grants related to property, plant and equipment are recognised as non-current liabilities and are amortised to profit or loss over the estimated useful lives of the related assets using the straight-line method.

(33) Operating segments

Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker. The Group’s Chief Operating Decision Mmaker is responsible for allocating resources and assessing performance of the operating segments.

~34~

5. Critical Accounting Judgements, Estimates and Key Sources of Assumption Uncertainty

The preparation of these consolidated financial statements requires management to make critical judgements in applying the Group’s accounting policies and make critical assumptions and estimates concerning future events. Assumptions and estimates may differ from the actual results and are continually evaluated and adjusted based on historical experience and other factors. Such assumptions and estimates have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year ; and the related information is addressed below:

(1) Critical judgements in applying the Group’s accounting policies

Based on the Group’s assessment, there is no significant uncertainty in the adoption of the accounting policies.

(2) Critical accounting estimates and assumptions

  • A. Revenue recognition

The Group estimates the incentives relating to the sales revenue based on the agreements. Provisions for such liabilities are recorded as a deduction item to sales revenues when the sales are recognised. The Group reassesses the reasonableness of estimates of incentives periodically.

  • B. Evaluation of inventories

As inventories are stated at the lower of cost and net realisable value, the Group must determine the net realisable value of inventories on balance sheet date using judgements and estimates. The Group evaluates the amounts of normal inventory consumption, obsolete inventories or inventories without market selling value on balance sheet date, and writes down the cost of inventories to the net realisable value. Such an evaluation of inventories is principally based on the demand for the products within the specified period in the future. Therefore, there might be material changes to the evaluation.

As of December 31, 2020, the Group recognised inventories amounting to $1,204,996.

  • C. Impairment loss on property, plant and equipment

The Group assesses impairment based on its subjective judgement and determines the separate cash flows of a specific group of assets, useful lives of assets and the future possible income and expenses arising from the assets depending on how assets are utilised and industrial characteristics. Any changes of economic circumstances or estimates due to the change of Group strategy might cause material impairment on assets in the future.

As of December 31, 2020, the Group recognised impairment loss on property, plant and equipment amounting to $9,426,888.

~35~

D. Realisability of deferred tax assets

Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the deductible temporary differences and unused tax losses can be utilised. Assessment of the realisability of deferred tax assets involves critical accounting judgements and estimates of the management, including the assumptions of expected future sales revenue growth rate and profit rate, available tax credits, tax planning, etc. Any variations in global economic environment, industrial environment, and laws and regulations might cause material adjustments to deferred tax assets.

As of December 31, 2020, the Group recognised deferred tax assets amounting to $1,348,994.

6. Details of Significant Accounts

(1) Cash and cash equivalents

ils of Significant Accounts
Cash and cash equivalents
Cash on hand and revolving funds
Checking accounts and demand deposits
Time deposits
December 31, 2020
3,045
$ 1,330,831
571,555

1,905,431
$
December31,2019
16,099
$ 1,146,196
1,059,463
2,221,758
$
  • A. The Group transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote.

  • B. As of December 31, 2020 and 2019, the Group’s cash and cash equivalents amounting to $8,000 and $10,000, respectively, were restricted due to the guarantee deposit paid for the operational use and were reclassified as other non-current assets. Refer to Notes 6(11) and 8 for more details.

(2) Financial assets at fair value through profit or loss

Financial assets
Non-current items:
Unlisted stocks
Valuation adjustment
December 31,2020
465,595
$ 432,143)
(
33,452
$
December 31,2019
469,499
$ 436,056)
(
33,443
$

~36~

  • A. Amounts recognised in profit or loss in relation to financial assets and liabilities at fair value through profit or loss are listed below:
Year ended December 31 December 31 December 31
2020 2019
Financial assets and liabilities mandatorily measured at
fair value through profit or loss
Unlisted stocks $ 9
$ -
Financial products -
18
Forward foreign exchange contracts - ( 13)
$ 9 $ 5
  • B. The Group entered into forward foreign exchange contracts to buy USD and sell RMB to hedge exchange rate risk of import and export proceeds. However, these forward foreign exchange contracts are not accounted for under hedge accounting.

  • C. Information relating to credit risk is provided in Note 12(2).

(3) Notes and accounts receivable (including related parties)

Notes receivable
Less: Allowance for uncollectible accounts
Accounts receivable
Less: Allowance for uncollectible accounts
Accounts receivable due from related parties
December 31, 2020
21,996
$ -
21,996
$ 2,324,245
$ 46,736)
(
2,277,509
$ 213,946
$
December 31,2019
26,312
$ 4)
(
26,308
$ 2,428,244
$ 64,777)
(
2,363,467
$ 274,378
$
  • A. Information relating to ageing analysis and credit risk of accounts receivable and notes receivables (including related parties) is provided in Note 12(2).

  • B. As of December 31, 2020 and 2019, accounts receivable and notes receivable were all from contracts with customers. Also, as of January 1, 2019, the balance of receivables from contracts with customers amounted to $2,937,511.

  • C. The Group has no accounts receivable and notes receivable pledged to others.

~37~

(4) Inventories

Raw materials and supplies
Work in progress
Finished goods
Merchandise inventory
Inventory in transit
Raw materials and supplies
Work in progress
Current finished goods
Merchandise inventory
Inventory in transit
Allowance for
Cost
valuation loss
597,058
$ 16,219)
($ 143,450

2,846)
(
464,281
19,271)
(
38,687

159)
(
15
-
1,243,491
$ 38,495)
($
December 31,2020
Allowance for
Cost
valuation loss
630,850
$ 15,880)
($ 124,345
3,148)
(
490,617
38,614)
(
78,272
133)
(
465
-
1,324,549
$ 57,775)
($ December 31,2019
Book value
580,839
$ 140,604
445,010

38,528

15

1,204,996
$ Book value
614,970
$ 121,197
452,003
78,139

465
1,266,774
$

A. The above inventories were not pledged as collateral.

B. The cost of inventories recognised as expense for the year:

Year ended December 31 Year ended December 31 Year ended December 31
2020 2019
Cost of goods sold $ 12,936,087
$ 13,801,787
(Gain on reversal of) loss on decline in market value ( 19,280)
1,880
Loss on scrapping inventory 195,333 220,188
Revenue from sales of scraps ( 11,018)
( 8,604)
Loss on excess capacity 105,486 90,682
$ 13,206,608
$ 14,105,933

Gain on reversal of decline in market value was because of the sale of inventories previously written down which was charged to cost of goods sold.

~38~

(5) Investments accounted for using the equity method

December 31,2020 December 31,2019
Shareholding Shareholding
Associates: Book value ratio Book value ratio
FU TING FOODS CO., LTD. $ 17,686
37.50% $ 18,306
37.50%

The carrying amount of the Group’s interests in all individually immaterial associates and the Group’s share of the operating results are summarised below:

As of December 31, 2020 and 2019, the carrying amount of the Group’s individually immaterial associates amounted to $17,686 and $18,306, respectively.

YearendedDecember31 YearendedDecember31 YearendedDecember31
2020 2019
Profit (loss) for the year from continuing operations ($ 620)
$ 699
Other comprehensive income, net of tax - -
Total comprehensive (loss) income ($ 620) $ 699

(Remainder of page intentionally left blank)

~39~

(6) Property, plant and equipment

Property, plant and equipment
At January 1
Cost
Accumulated depreciation and impairment

Opening net book amount as at January 1
Additions
Disposals
Reclassifications
Depreciation expense
Reversal of (impairment loss)
Net exchange differences
Closing net book amount as at December 31
At December 31
Cost
Accumulated depreciation and impairment
2020
Land
2,800,985
$ 6,910)
(

2,794,075
$ 2,794,075
$ -
-

-
-

-
-
2,794,075
$ 2,800,985
$ 6,910)
(

2,794,075
$
Buildings and
structures
3,850,180
$ 1,689,249)
(

2,160,931
$ 2,160,931
$ 3,867
923)
(

2,993
116,992)
(

728

17,166
2,067,770
$ 3,877,962
$ 1,810,192)
(

2,067,770
$
Machinery and
equipment
6,618,170
$ 4,270,778)
(

2,347,392
$ 2,347,392
$ 58,630
2,638)
(

193,851
453,012)
(

2,431)
(
24,438
2,166,230
$ 6,874,140
$ 4,707,910)
(

2,166,230
$
Office
equipment
774,422
$ 653,237)
(

121,185
$ 121,185
$ 22,266
122)
(

4,957
43,346)
(

-
432
105,372
$ 787,201
$ 681,829)
(

105,372
$
Unfinished
construction
Transportation
and equipment
equipment
under acceptance
410,655
$ 620,443
$ 390,164)
(
-

20,491
$ 620,443
$ 20,491
$ 620,443
$ 2,836
319,822
130)
(
-

1,202
206,407)
(
10,442)
(
-

-
-
96
9,778
14,053
$ 743,636
$ 404,395
$ 743,636
$ 390,342)
(
-

14,053
$ 743,636
$
Others
4,566,660
$ 2,850,781)
(
1,715,879
$ 1,715,879
$ 49,645
15,466)
(
50,581
285,517)
(
11,423
9,207
1,535,752
$ 4,625,546
$ 3,089,794)
(
1,535,752
$
Total
19,641,515
$ 9,861,119)
(
9,780,396
$
9,780,396
$ 457,066
19,279)
(
47,177
909,309)
(
9,720
61,117
9,426,888
$
20,113,865
$ 10,686,977)
(


9,426,888
$

~40~

2019

At January 1
Cost
Accumulated depreciation and impairment
Opening net book amount as at January 1
Additions
Disposals
Reclassifications
Depreciation expense
Reversal of (impairment loss)
Net exchange differences
Closing net book amount as at December 31
At December 31
Cost
Accumulated depreciation and impairment
Land
2,793,788
$ 6,910)
(
2,786,878
$ 2,786,878
$ -
-
7,197
-
-
-
2,794,075
$ 2,800,985
$ 6,910)
(
2,794,075
$
Buildings and
structures
3,963,415
$ 1,656,132)
(
2,307,283
$ 2,307,283
$ 6,298
48,878)
(
15,181
121,690)
(
51,211
48,474)
(
2,160,931
$ 3,850,180
$ 1,689,249)
(
2,160,931
$
Machinery and
equipment
6,327,388
$ 4,046,979)
(
2,280,409
$ 2,280,409
$ 94,839
11,810)
(
463,129
422,344)
(
3,856
60,687)
(
2,347,392
$ 6,618,170
$ 4,270,778)
(
2,347,392
$
Office
equipment
752,212
$ 640,461)
(
111,751
$
111,751
$ 43,614

418)
(
9,006
41,466)
(
97
1,399)
(
121,185
$ 774,422
$ 653,237)
(
121,185
$
Transportation
equipment
427,129
$ 390,113)
(
37,016
$ 37,016
$ 2,385
2,486)
(
1,047
17,051)
(
-
420)
(
20,491
$ 410,655
$ 390,164)
(
20,491
$
Unfinished
construction
and equipment
under acceptance
454,375
$ -
454,375
$ 454,375
$ 634,840
-
452,322)
(
-
-
16,450)
(
620,443
$ 620,443
$ -
620,443
$
Others
4,627,750
$ 2,670,888)
(
1,956,862
$ 1,956,862
$ 197,341
1,707)
(
132,765)
(
271,464)
(
703
33,091)
(
1,715,879
$ 4,566,660
$ 2,850,781)
(
1,715,879
$
Total
19,346,057
$ 9,411,483)
(
9,934,574
$
9,934,574
$ 979,317
65,299)
(
89,527)
(
874,015)
(
55,867
160,521)
(
9,780,396
$
19,641,515
$ 9,861,119)
(
9,780,396
$

A. The Group’s property, plant and equipment are for its own use.

  • B. Information about the property, plant and equipment that were pledged to others as collateral is provided in Note 8.

  • C. The above land items include $63,860 of farmland both as of December 31, 2020 and 2019. The title to the farmland will be transferred to the Company following the change of land category. However, the land was pledged as collateral in the amount of $86,300 to the Company in order to safeguard the interests of the Company.

  • D. The amounts of interest capitalised, which were calculated based on monthly average interest rates, for the years ended December 31, 2020 and 2019 were $223 and $428, respectively.

  • E. Information about the (gain on reversal of) impairment loss on property, plant and equipment is provided in Note 6(12).

~41~

(7) Leasing arrangements - lessee

  • A. The Group leases various assets including land, offices, warehouses, machinery and equipment and business vehicles. Rental contracts are typically made for periods of 1 to 50 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets cannot be subleased, lent, sold or granted in any different form to third parties without the consent of the lessor.

  • B. The carrying amount of right-of-use assets and the depreciation expense are as follows:

Land
Buildings and structures
Machinery and equipment
Transportation equipment
Land
Buildings and structures
Machinery and equipment
Transportation equipment
December31,2020
December31,2019
Carrying amount
Carrying amount
377,797
$ 381,494
$ 240,530
273,708
7,773
2,399
3,164
5,039
629,264
$ 662,640
$ YearendedDecember31
December31,2019
Carrying amount
381,494
$ 273,708
2,399
5,039
662,640
$
2020
Depreciationexpense
9,512
$ 149,843
4,294
1,874
165,523
$
2019
Depreciationexpense
9,951
$ 133,888
2,002
994
146,835
$
  • C. For the years ended December 31, 2020 and 2019, the additions to right-of-use assets were $137,600 and $296,774, respectively.

  • D. Information on profit or loss in relation to lease contracts is as follows:

Information on profit or loss in relation to lease contracts is as follows: as follows:
Items affecting profit or loss
Interest expense on lease liabilities
Expense on short-term lease contracts
Gain on lease modification
Year ended December 31
2020
10,664
$ 29,478
$ 149
$
2019
13,764
$
33,011
$
-
$
  • E. Apart from the cash outflow for the interest expense on lease liabilities and expenses on short-term lease contracts as aforementioned in Note 6(7)D, the cash outflow resulting from payments of the principal portion of the lease liability amounted to $149,891 and $155,269 for the years ended December 31, 2020 and 2019, respectively.

~42~

(8) Investment property, net

Investment property, net
2020
Buildings and
Land structures Total
At January 1
Cost $ 105,892
$ 95,733
$ 201,625
Accumulated depreciation - ( 49,992)
( 49,992)
Accumulated impairment ( 8,013) ( 9,887) ( 17,900)
$ 97,879 $ 35,854 $ 133,733
Opening net book amount as at
January 1 $ 97,879
$ 35,854
$ 133,733
Depreciation expense - ( 1,932) ( 1,932)
Closing net book amount as at
December 31 $ 97,879
$ 33,922
$ 131,801
At December 31
Cost $ 105,892
$ 95,733
$ 201,625
Accumulated depreciation - ( 51,924)
( 51,924)
Accumulated impairment ( 8,013) ( 9,887) ( 17,900)
$ 97,879
$ 33,922
$ 131,801
2019
Buildings and
Land structures Total
At January 1
Cost $ 113,089
$ 121,729
$ 234,818
Accumulated depreciation - ( 62,969)
( 62,969)
Accumulated impairment ( 8,013) ( 9,887) ( 17,900)
$ 105,076 $ 48,873 $ 153,949
Opening net book amount as at
January 1 $ 105,076
$ 48,873
$ 153,949
Reclassifications ( 7,197)
( 10,974)
( 18,171)
Depreciation expense - ( 2,045) ( 2,045)
Closing net book amount as at
December 31 $ 97,879 $ 35,854 $ 133,733
At December 31
Cost $ 105,892
$ 95,733
$ 201,625
Accumulated depreciation - ( 49,992)
( 49,992)
Accumulated impairment ( 8,013) ( 9,887) ( 17,900)
$ 97,879 $ 35,854 $ 133,733

~43~

  • A. Rental income from investment property and direct operating expenses arising from investment property are shown below:
Rental income from investment property
Direct operating expenses arising from the investment
property that generated rental income during the year
2020
2019
15,606
$
15,952
$ 1,932
$
2,045
$ Year ended December 31
  • B. The fair value of the investment property held by the Group as at December 31, 2020 and 2019 was $757,568 and $922,816, respectively, which was valued based on the transaction prices of similar property in the neighbouring areas. Valuations are categorised within Level 2 in the fair value hierarchy.

  • C. Information about the investment property that was pledged to others as collateral is provided in Note 8.

(9) Intangible assets

Intangible assets
2020
Computer
software Goodwill Total
At January 1
Cost $ 143,908
$ 53,781
$ 197,689
Accumulated amortisation and
impairment ( 48,095) - ( 48,095)
$ 95,813 $ 53,781 $ 149,594
Opening net book amount as at
January 1 $ 95,813
$ 53,781
$ 149,594
Additions - acquired separately 47,990 - 47,990
Amortisation expense ( 21,123)
- ( 21,123)
Net exchange differences 1,141 ( 2,691) ( 1,550)
Closing net book amount as at
December 31 $ 123,821 $ 51,090 $ 174,911
At December 31
Cost $ 194,237
$ 51,090
$ 245,327
Accumulated amortisation and
impairment ( 70,416) - ( 70,416)
$ 123,821 $ 51,090 $ 174,911

~44~

2019
Computer
software Goodwill Total
At January 1
Cost $ 131,378
$ 55,100
$ 186,478
Accumulated amortisation and
impairment ( 48,162) - ( 48,162)
$ 83,216 $ 55,100 $ 138,316
Opening net book amount as at
January 1 $ 83,216
$ 55,100
$ 138,316
Additions - acquired separately 34,788 - 34,788
Amortisation expense ( 19,469)
- ( 19,469)
Net exchange differences ( 2,722) ( 1,319) ( 4,041)
Closing net book amount as at
December 31 $ 95,813 $ 53,781 $ 149,594
At December 31
Cost $ 143,908
$ 53,781
$ 197,689
Accumulated amortisation and
impairment ( 48,095) -
( 48,095)
$ 95,813
$ 53,781 $ 149,594

A. Details of amortisation on intangible assets are as follows:

Year ended December 31 December 31
2020 2019
General and administrative expenses 21,123
$
$ 19,469

B. Goodwill is allocated as follows to the food segment and the value in use is used as recoverable amount:

amount:
Goodwill
Accumulated impairment
December 31,2020
51,090
$ -
51,090
$
December 31,2019
53,781
$ -
53,781
$

The excess of the consideration transferred over the fair value of the identifiable assets acquired and the liabilities assumed was recorded as goodwill at the acquisition date.

~45~

(10) Non-current biological assets

Non-current biological assets
2020
Immature
Biological assets biological assets Total
At January 1
Cost $ 44,123
$ 72,304
$ 116,427
Accumulated depreciation ( 11,908) - ( 11,908)
$ 32,215 $ 72,304 $ 104,519
Opening net book amount as at
January 1 $ 32,215
$ 72,304
$ 104,519
Additions - 67,156 67,156
Disposals ( 26,506)
( 16,234)
( 42,740)
Reclassifications 49,385 ( 49,385)
-
Depreciation expense ( 7,191) - ( 7,191)
Closing net book amount as at
December 31 $ 47,903 $ 73,841
$ 121,744
At December 31
Cost $ 58,517
$ 73,841
$ 132,358
Accumulated depreciation ( 10,614) - ( 10,614)
$ 47,903 $ 73,841 $ 121,744
2019
Immature
Biological assets biological assets Total
At January 1
Cost $ 121,388
$ 72,474
$ 193,862
Accumulated depreciation ( 34,896) - ( 34,896)
$ 86,492 $ 72,474 $ 158,966
Opening net book amount as at
January 1 $ 86,492
$ 72,474
$ 158,966
Additions 5,760 66,700 72,460
Disposals ( 95,551)
( 14,000)
( 109,551)
Reclassifications 52,870 ( 52,870)
-
Depreciation expense ( 17,356) - ( 17,356)
Closing net book amount as at
December 31 $ 32,215 $ 72,304 $ 104,519
At December 31
Cost $ 44,123
$ 72,304
$ 116,427
Accumulated depreciation ( 11,908) - ( 11,908)
$ 32,215 $ 72,304 $ 104,519

~46~

(11) Other non-current assets

Long-term notes and accounts receivable
Guarantee deposits paid
Prepayments for business facilities
Restricted bank deposits
Others
December 31,2020
156,516
$ 49,740

57,119
8,000

50

271,425
$
December 31,2019
156,516
$ 52,672
50,157

10,000
1,085

270,430
$

(12) Impairment of non-financial assets

The Group takes into consideration the utilisation of assets to assess at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. The recoverable amounts are estimated based on value in use of those assets. Information on impairment loss recognised or reversed based on the value in use of aforementioned assets for the Group’s food segment is as follows:

Group’s food segment is as follows:
(Impairment loss)/gain on reversal of
impairment loss-buildings and structures
(Impairment loss)/gain on reversal of
impairment loss-machinery and equipment
(Impairment loss)/gain on reversal of
impairment loss-office equipment
(Impairment loss)/gain on reversal of
impairment loss-others
Year ended December 31
Recognised
in other
Recognised in
comprehensive
profit or loss
income
728
$ -
$ 2,431)
(
-
-
-

11,423
-
9,720
$ -
$ 2020
Recognised
in other
Recognised in
comprehensive
profit or loss
income
51,211
$ -
$ 3,856
-
97
-
703
-
55,867
$ -
$ 2019
Recognised in
profit or loss
728
$ 2,431)
(
-
11,423
9,720
$
-
$ -
-
-
-
$

(13) Short-term borrowings

Short-term borrowings
Short-term borrowings
Secured borrowings
Unsecured borrowings
Material purchase borrowings
Other borrowings
December 31,2020
663,000
$ 984,882
35,227
87,320
1,770,429
$
Interest
rate range
1.15%~1.30%
1.05%~5.00%
1.37%~1.64%
4.67%
Collateral
Note 8
None
None
None

~47~

Bank borrowings
Secured borrowings
Unsecured borrowings
Material purchase borrowings
Other borrowings
December 31,2019
924,000
$ 1,814,456

291,889
128,884
3,159,229
$
Interest
rate range
1.30%~1.45%
1.45%~5.04%
1.70%~3.38%
4.67%
Collateral
Note 8
None
None
None
  • A. Other borrowings are the loans granted by the financial institutions in Mainland China to the Group’s subsidiaries in Mainland China for the working capital needs.

  • B. Information on the interest expense recognised in profit or loss is provided in Note 6(27).

(14) Short-term notes and bills payable

Short-term notes and bills payable
Amount
Short-term notes and bills payable (Note)
350,000
$ Less: Unamortised discount
61)
(
349,939
$ December
Amount
Short-term notes and bills payable (Note)
40,000
$ December
Note: Information on the pledged assets is provided in Note 8.
December 31,2020
Interest
raterange
1.08%~1.20%
31,2019
Interest
rate range
1.32%

(15) Other payables

Other payables
Sales commission payable
Salary, wages and bonus payable
Freight payable
Business tax payable
Advertisement expense payable
Machinery and equipment payable
Others
December31,2020
763,854
$ 408,744
283,518
129,512
105,130
80,245
305,041
2,076,044
$
December31,2019
682,592
$ 408,185
290,897
38,608
171,592
116,288
290,516
1,998,678
$

~48~

  • (16) Long term borrowings
Long-term borrowings
December31,2020 December31,2019
Unsecured borrowings $ 416,754
$ 446,949
Secured borrowings 3,252,000 2,850,000
3,668,754
3,296,949
Less: Current portion (shown as other current
liabilities) ( 119,222) ( 166,869)
$ 3,549,532 $ 3,130,080
Interest rate range 1.19%~4.70% 1.34%~5.04%
  • A. As of December 31, 2020, the Group has entered into the following loan facility agreements:

  • (a) A $1.7 billion loan facility agreement with United Overseas Bank that can be redrawn between May 9, 2020 and April 30, 2022.

  • (b) A $700 million loan facility agreement with Far Eastern International Bank that can be redrawn between September 9, 2020 and September 22, 2023.

  • (c) A $985 million loan facility agreement with Sunny Bank. Of the said loan facility, $550 million was drawn once on December 30, 2019, the principal was repaid monthly and was setteld on December 30, 2022. In addition, $435 million was drawn once on December 31, 2020. The principal was repaid monthly and was settled on December 31, 2023.

  • (d) A $120 million loan facility agreement with China Bills Finance Corporation that can be redrawn between June 18, 2020 and June 17, 2022.

  • (e) A RMB 200 million loan facility agreement with China Merchants Bank that can be redrawn between May 30, 2019 and May 30, 2024.

The above agreements entered into with United Overseas Bank and Far Eastern International Bank contain default clauses. The banks have the right to terminate the facility, cancel the undrawn facility or require the Company to make immediate repayment of the principal amount of loan facility withdrawn and outstanding and the relevant expenses if any events of default occur.

The events of default mainly include: Breach of commitments (including financial covenants) and restrictions or special agreements, etc.

As of December 31, 2020, the Group has no event of default.

  • B. Information on the pledged assets is provided in Note 8.

  • C. Information on the interest expense recognised in profit or loss is provided in Note 6(27).

~49~

(17) Other non-current liabilities

Other non-current liabilities
Accrued pension liabilities
Long-term deferred revenue
Guarantee deposits received
Others
December 31,2020
281,649
$ 176,902
67,674
2,216
528,441
$
December 31,2019
343,180
$ 168,174
79,448
-
590,802
$

(18) Pensions

  • A. Defined benefit pension plans

  • (a) The Company and its domestic subsidiaries have a defined benefit pension plan in accordance with the Labor Standards Act, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to be subject to the pension mechanism under the Law. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. The Company and its domestic subsidiaries contribute monthly an amount equal to 2% ~ 15% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement fund committee. Also, the Company and its domestic subsidiaries would assess the balance in the aforementioned labor pension reserve account by the end of December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Company and its domestic subsidiaries will make contributions for the deficit by next March.

  • (b) The amounts recognised in the balance sheet are as follows:

December31,2020 December31,2020 December31,2019 December31,2019
Present value of defined benefit obligations ($ 1,060,974)
($ 1,100,358)
Fair value of plan assets 779,325 757,178
Net defined benefit liability ($ 281,649) ($ 343,180)

~50~

(c) Movements in net defined benefit liabilities are as follows:

Present value of Present value of
defined benefit Fair value of Net defined
obligations Plan assets benefit liability
2020
Balance at January 1 ($ 1,100,358)
$ 757,178
($ 343,180)
Current service cost ( 5,182)
-
( 5,182)
Interest (expense) income ( 8,431)
5,996
( 2,435)
( 1,113,971)
763,174
( 350,797)
Remeasurements:
Return on plan assets (excluding amounts
included in interest income or expense) - 25,003 25,003
Change in financial assumptions ( 28,288)
- ( 28,288)
Experience adjustments 4,754 - 4,754
( 23,534)
25,003
1,469
Pension fund contribution -
67,679 67,679
Paid pension 76,531 ( 76,531)
-
Balance at December 31 ($ 1,060,974)
$ 779,325
($ 281,649)
Present value of
defined benefit Fair value of Net defined
obligations Plan assets benefit liability
2019
Balance at January 1 ($ 1,130,009)
$ 753,261
($ 376,748)
Current service cost ( 7,907)
- ( 7,907)
Interest (expense) income ( 13,271)
9,115 ( 4,156)
( 1,151,187) 762,376 ( 388,811)
Remeasurements:
Return on plan assets (excluding amounts
included in interest income or expense) - 25,048 25,048
Change in demographic assumptions 4,994 - 4,994
Change in financial assumptions ( 32,251)
-
( 32,251)
Experience adjustments ( 35,315)
- ( 35,315)
( 62,572)
25,048 ( 37,524)
Pension fund contribution - 83,155 83,155
Paid pension 113,401 ( 113,401) -
Balance at December 31 ($ 1,100,358) $ 757,178 ($ 343,180)

(d) The Bank of Taiwan was commissioned to manage the Fund of the Company’s and domestic subsidiaries’ defined benefit pension plan in accordance with the Fund’s annual investment and utilisation plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilisation of the Labor Retirement Fund” (Article 6: The scope of utilisation for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, over-the-counter, or private placement equity securities, investment in domestic or foreign real estate securitisation products, etc.). With regard to the utilisation of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts

~51~

accrued from two-year time deposits with the interest rates offered by local banks. If the earnings is less than aforementioned rates, government shall make payment for the deficit after being authorised by the Regulator. The Company and domestic subsidiaries have no right to participate in managing and operating that fund and hence the Company and domestic subsidiaries are unable to disclose the classification of plan assets fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31, 2020 and 2019 is given in the Annual Labor Retirement Fund Utilisation Report announced by the government.

  • (e) The principal actuarial assumptions used were as follows:
Discount rate
Future salary increases
Year ended December 31
2020
2019
0.30%~0.40%
0.70%~0.80%
1.00%~2.50%
1.00%~2.50%

Future mortality rate was estimated based on the 5th Taiwan Standard Ordinary Experience Mortality Table.

Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:

Discount rate Discount rate Future salaryincreases Future salaryincreases Future salaryincreases
Increase0.5% Decrease0.5% Increase0.5% Decrease0.5%
December 31, 2020
Effect on present value of
defined benefit obligation ($ 34,776) $ 36,891
$ 36,551 ($ 34,809)
December 31, 2019
Effect on present value of
defined benefit obligation $ 37,040
($ 39,350) ($ 39,165) $ 37,235

The sensitivity analysis above is based on one assumption which changed while the other conditions remain unchanged. In practice, more than one assumption may change all at once. The method of analysing sensitivity and the method of calculating net pension liability in the balance sheet are the same.

  • (f) Expected contributions to the defined benefit pension plans of the Group for the following year amount to $69,865.

  • (g) As of December 31, 2020, the Group’s weighted average duration of the retirement plan is

6.7 ~ 10 years. The analysis of timing of the future pension payment was as 6.7 ~ 10 years. The analysis of timing of the future pension payment was as follows:
Within 1 year $ 142,823
1-2 year(s) 85,143
2-5 years 280,269
5-10 years 342,813
$ 851,048

~52~

  • B. Defined contribution pension plans

  • (a) Effective July 1, 2005, the Company and its domestic subsidiaries have established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality. Under the New Plan, the Company and its domestic subsidiaries contribute monthly an amount no lower than 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum upon termination of employment. The pension costs under defined contribution pension plans of the Company and its domestic subsidiaries for the years ended December 31, 2020 and 2019, were $44,630 and $41,919, respectively.

  • (b) The Group’s mainland China subsidiaries, HANGZHOU CONCOURSE TRADING CO., LTD., Hangzhou Weichuan Biotechnology Foods Co., Ltd., HANGZHOU WEI-CHUAN FOOD CO., LTD., SUZHOU WEI-CHUAN FOODS CO., LTD. and LANGFANG WEI-CHUAN FOODS CO., LTD., have a defined contribution plan. Monthly contributions to an independent fund administered by the government in accordance with the pension regulations in the People’s Republic of China (PRC) are based on certain percentage of employees’ monthly salaries and wages. Other than the monthly contributions, the Group has no further obligations. In January 2020, because of the effect from COVID-19 outbreak in China, the China government reduce the provision rate of pension insurance starting from February 2020 to December 2020. The pension costs recognised for the years ended December 31, 2020 and 2019 were $94,864 and $103,110, respectively.

(19) Share capital

  • As of December 31, 2020, the Company’s authorised capital was $8,000,000 and the paid-in capital was $5,060,629 with a par value of $10 (in dollars) per share. All the shares issued by the company are ordinary shares. The number of shares issued and outstanding was 506,063 thousand shares. All proceeds from shares issued have been collected.

(20) Capital surplus

  • A. Pursuant to the R.O.C. Company Act, capital surplus arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided that the Company has no accumulated deficit. Further, the R.O.C. Securities and Exchange Act requires that the amount of capital surplus to be capitalised mentioned above should not exceed 10% of the paid-in capital each year. However, capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.

~53~

  • B. The dividends unclaimed by shareholders for over 5 years shall be recognised as capital surplus in accordance with Order No. Jing-Shang-10602420200 issued in September 2017 by the Ministry of Economic Affairs, R.O.C.

(21) Retained earnings

  • A. According to the Articles of Incorporation of the Company, the appropriation of the earnings was as follows:

  • (a)Under the Company’s Articles of Incorporation which was amended and resolved by the shareholders on June 27, 2019, every year’s earnings, if any, shall first be used to pay business income tax and offset prior years’ deficits and then 10% of the remaining amount shall be set aside as legal reserve, and setting aside or reversal for special reserve in accordance with related laws, if any, the Board of Directors should propose the distribution or to retain the remaining earnings along with prior accumulated undistributed earnings for the approval of the shareholders. The dividends shall be distributed in proportion to the number of shares held by each shareholder accordingly, and the dividends to shareholders every year shall account for at least 50% of net profit of the year. However, dividends are not distributed if the net profit of the year is lower than 5% of paid-in capital. Dividends can be distributed to shareholders in the forms of cash or stocks, provided the cash dividends shall not be less than 50% of the total dividends distributed. The Company may, by a resolution adopted by a majority vote at a meeting of the Board of Directors attended by two-thirds of the total number of directors, have the earnings in whole or in part distributed in the form of cash; and in addition thereto a report of such distribution shall be submitted to the shareholders at the shareholders’ meeting.

  • (b)Under the Company’s Articles of Incorporation which was amended and resolved by the shareholders on June 27, 2019, every year’s earnings, if any, shall first be used to pay business income tax and offset prior years’ deficits and then 10% of the remaining amount shall be set aside as legal reserve, and setting aside or reversal for special reserve in accordance with related laws, the remaining shall be appropriated as dividends which was set at annual rate of 6%, however, the dividends shall not be paid with the capital. If any, earnings can be distributed with accumulated retained earnings of last year as special reserve or to be retained after being resolved by the shareholders, and the remaining can be distributed according to the proportion of each shareholder. Shareholders’ dividends and bonus can be distributed in cash or stocks. However, the ratio of cash dividend shall not be less than 20%.

~54~

  • B. Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the distribution of the reserve is limited to the portion in excess of 25% of the Company’s paid-in capital.

  • C. In accordance with the regulations, the Company shall set aside special reserve from the debit balance on other equity items at the balance sheet date before distributing earnings. When debit balance on other equity items is reversed subsequently, the reversed amount could be included in the distributable earnings.

  • D. The appropriation of earnings by the Company

  • (a) The appropriation of 2018 earnings approved by the shareholders of the Company on June 27, 2019 is as follows:

27, 2019 is as follows:
Legal reserve
Cash dividends
Year ended December31,2018
Amount
75,863
$ 404,850
$
Earnings per
share(in dollars)
0.80
  • (b) The appropriation of 2019 earnings approved by the shareholders of the Company on June 23, 2020 is as follows:
23, 2020 is as follows:
Legal reserve
Special reserve
Cash dividends
Year ended December 31, 2019
Amount
131,245
$ 302,706
$ 675,037
$
Earnings per
share(in dollars)
1.3339
  • (c) The appropriation of 2020 earnings proposed by the Board of Directors on March 29, 2021 but not yet resolved by the shareholders of the Company is as follows
Year ended December 31,2020 Year ended December 31,2020
Earnings per
Amount share(in dollars)
Legal reserve $ 53,666
Reversal of special reserve ($ 50,205)
Cash dividends $ 268,213
0.53

~55~

(22) Other equity items

Other equity items
Year ended December31
2020 2019
At January 1 ($ 302,706)
($ 138,768)
Currency translation 50,205
( 163,938)
At December 31 ($ 252,501)
($ 302,706)

(23) Operating revenue

A. Disaggregation of revenue from contracts with customers

The Group derives revenue from the transfer of goods at a point in time in the following major segments:

segments:
Food segment
Packaging segment
Others
Year ended December 31
2020
Revenue
from contracts
withcustomers
17,802,265
$ 532,409
316,197

18,650,871
$
2019
Revenue
from contracts
withcustomers
19,422,917
$ 515,688
289,514
20,228,119
$

B. Contract liabilities

(a) The Group has recognised the revenue-related contract liabilities as a result of advance sales receipts for the sale of goods, which were recorded as current contract liabilities in the amounts of $90,909, $70,944 and $44,028 as of December 31, 2020 and 2019, and January 1, 2019, respectively.

(b) Revenue recognised for the years ended December 31, 2020 and 2019 that was included in the contract liability balance at the beginning of the period amounted to $67,961 and $41,472, respectively.

(24) Interest income

Interest income
Interest income from bank deposits 2020
2019
22,816
$ 44,720
$ YearendedDecember31
2019
44,720
$

~56~

(25) Other income

Other income
Year ended December 31
2020 2019
Rent income $ 42,562
$ 43,886
Royalty income 55,913 44,478
Government grant income (Note) 139,057 91,447
Others 36,974
48,375
$ 274,506
$ 228,186

Note: This pertains to the recognition of government subsidies during the year related to enterprise development and investments of property, plant and equipment.

(26) Other gains and losses

Other gains and losses
Year ended December 31
2020 2019
Net gains on financial assets or liabilities at fair
value through profit or loss $ 9
$ 5
Losses on disposal of property, plant and
equipment and biological assets ( 36,969)
( 93,895)
Proceeds from disposal of non-current assets classified
as held for sale (Note) - 1,269,341
Losses on sales of non-finished goods ( 114,820)
( 57,303)
Reversal of impairment loss on
property, plant and equipment 9,720 55,867
Net foreign exchange (losses) gains 4,787 ( 30,639)
Reversal of impairment loss on other receivables 27,367 53,296
Others ( 88,737)
( 93,207)
($ 198,643)
$ 1,103,465

Note: The Group entered into an agreement with SANLIH CINEMAS CO., LTD. to sell its assets, such as land, above-ground buildings and their auxiliary equipment, in the Pushin Ranch for a consideration of $2,663,000 following the approval of the Board of Directors on November 12, 2018. During the fourth quarter of 2018, the Group classified the aforementioned assets to ‘non-current asset held for sale’ and the related deferred tax liabilities to ‘liabilities directly relating to non-current assets held for sale’. On January 7, 2019, the Group completed the transfer of title to the aforementioned assets and recognised gain on disposal of non-current assets held for sale.

~57~

(27) Finance costs

Finance costs
Year ended December 31
2020 2019
Interest expense on bank borrowings $ 139,560
$ 178,315
Interest expense on lease liabilities 10,664 13,764
$ 150,224 $ 192,079

(28) Expenses by nature

Expenses by nature
Employee benefit expense
Depreciation expense (Note)
Amortisation expense on intangible assets
2020
2019
2,640,410
$ 2,514,673
$ 1,082,023
$ 1,038,206
$ 21,123
$ 19,469
$ Year ended December31
2,514,673
$
1,038,206
$ 19,469
$

Note: Including property, plant and equipment, right-of-use assets and depreciation expense of biological assets. Additionally, for the years ended December 31, 2020 and 2019, the amounts of depreciation expense on investment property that were recorded under other gains and losses were $1,932 and $2,045, respectively.

(29) Employee benefit expense

Employee benefit expense
Wages and salaries
Labour and health insurance fees
Pension costs (Note 1)
Directors’ remuneration
Other personnel expenses (Note 2)
Year ended December 31
2020
2,232,075
$ 112,133
147,111
23,917
125,174
2,640,410
$
2019
2,032,414
$ 108,426
156,942
23,141
193,750
2,514,673
$

Note 1: It included $0 and $150 of pension costs, recorded under non-operating expenses, arising

from personnel transfer during the years ended December 31, 2020 and 2019, respectively.

  • Note 2: It included meal expenses, employee benefits/welfare, education training and work uniforms, etc.

~58~

  • A. In accordance with the Articles of Incorporation of the Company, distributable profit of the current year, shall be distributed as employees’ compensation and directors’ remuneration in the form of cash. The ratio shall not be lower than 1% for employees’ compensation and shall not be higher than 5% for directors’ remuneration. The employees include the employees of the Company’s subsidiaries who meet certain specific requirements. If the Company incurs accumulated deficit, earnings should be reserved to cover losses prior to the appropriation of profit as employees’ compensation and directors’ remuneration according to the aforementioned ratios.

  • B. The employees’ compensation and directors’ remuneration are accrued based on the ratio of pre-tax profit of the year before deducting any employees’ compensation and directors’ remuneration. The accrued amounts are as follows:

remuneration. The accrued amounts are as follows:
Employees’ compensation
Directors’ remuneration
Year ended December 31
2020
6,510
$ 6,300
$
2019
22,005
$
6,812
$

The aforementioned employees’ compensation and directors’ remuneration were recorded under wages and salaries and directors’ remuneration.

Employees’ compensation and directors’ remuneration for 2019 as resolved by the Board of Directors of the Company were in agreement with those amounts recognised in the 2019 parent company only financial statements. As the actual distributed amount of employees’ compensation for 2019 was $21,097, the difference of $908 between the amounts resolved at the Board meeting and the actual distributed amount had been adjusted in the profit or loss of 2020. There was no difference between the amount resolved at the Board meeting and the actual distributed amount of directors’ remuneration.

Information about employees’ compensation and directors’ remuneration of the Company as resolved at the meeting of Board of Directors will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.

~59~

(30) Income tax

A. Income tax expense

(a) Components of income tax expense:

ome tax expense
Components of income tax expense:
YearendedDecember31
2020 2019
Current tax on profits for the year $ 117,930
$ 217,644
Land value increment tax for the year - 471,152
Prior year income tax overestimation ( 25,525)
( 7,953)
Tax on undistributed surplus earnings 9,880 8,596
Offshore income tax expense 2,757 3,787
Total current tax 105,042 693,226
Realised land value increment tax liabilities - ( 323,488)
Deferred tax:
Origination and reversal of temporary
differences ( 96,315)
409
Total deferred tax ( 96,315)
409
Others:
Effect of exchange rate changes ( 1,981)
8,571
Income tax expense $ 6,746 $ 378,718

(b) The income tax (charge)/credit relating to components of other comprehensive income is as follows:

Currency translation differences 2020
881
$
2019
1,727)
($
  • (c) For the years ended December 31, 2020 and 2019, the Company had no income tax charged/(credited) to equity during the year.

~60~

B. Reconciliation between income tax expense and accounting profit

Year ended Year ended December 31 December 31 December 31 December 31 December 31
2020 2019
Tax calculated based on profit before tax and
statutory tax rate (Note) $ 196,561
$ 512,184
Effects from items disallowed by tax regulation ( 34,290)
(
275,103)
Change in assessment of realisation of deferred tax
assets and liabilities ( 142,637)
(
10,457)
Prior year income tax under (over) estimation ( 25,525)
( 7,953)
Effects from land value increment tax -
147,664
Tax on undistributed surplus earnings 9,880
8,596
Offshore income tax expense 2,757
3,787
Income tax expense $ 6,746 $ 378,718
Note: The basis for computing the applicable tax rate are the rates applicable in the respective
countries where the Group entities operate.
Amounts of deferred tax assets or liabilities as a result of temporary differences and tax losse
are as follows:
2020
Recognised in other
Recognised in comprehensive Translation
January1 profit or loss income differences December 31
Deferred tax assets:
- Temporary differences:
Unrealised losses on overseas investments $ 89,721
($ 749)
$ -
$ -
$ 88,972
Unrealised accrued expenses 97,547 7,423 - 1,559 106,529
Unrealised loss for market value decline
and obsolete and slow-moving
inventories 11,555 ( 3,855)
- - 7,700
Impairment loss on fixed assets 18,882 ( 1,944)
- - 16,938
Accrued unused compensated absences 7,586 ( 366)
- - 7,220
Unrealised loss on doubtful debts 15,070 ( 8,479)
- 68 6,659
Pensions 152 - - - 152
Unrealised foreign exchange loss 3,813 ( 272)
- - 3,541
Others 42,039 ( 667)
- 670 42,042
- Tax losses 1,121,003 ( 51,817)
- 55 1,069,241
$ 1,407,368 ($ 60,726) $ -
$ 2,352
$ 1,348,994
Deferred tax liabilities:
- Temporary differences:
Reserve for land value increment tax ($ 643,041)
$ 81,141
$ -
$ -
($ 561,900)
Unrealised gains on overseas investments ( 340,611)
75,900 - - ( 264,711)
Currency translation differences ( 3,635)
- ( 881)
- ( 4,516)
Unrealised exchange gain ( 97)
- - - ( 97)
($ 987,384) 157,041 ( 881)
- ($ 831,224)
$ 419,984 $ 96,315 ($ 881) $ 2,352 $ 517,770

Note: The basis for computing the applicable tax rate are the rates applicable in the respective countries where the Group entities operate.

  • C. Amounts of deferred tax assets or liabilities as a result of temporary differences and tax losses are as follows:

~61~

2019

2019 2019 2019
Recognised in other
Recognised in comprehensive Translation
January1 profit or loss income differences December31
Deferred tax assets:
- Temporary differences:
Unrealised losses on overseas investments $ 89,719
$ 2
$ -
$ -
$ 89,721
Unrealised accrued expenses 70,904 30,309 - ( 3,666)
97,547
Unrealised loss for market value decline
and obsolete and slow-moving
inventories 9,553 326
- - 9,879
Impairment loss on fixed assets 32,826 ( 13,967)
- 23 18,882
Accrued unused compensated absences 8,358 ( 772)
- - 7,586
Unrealised loss on doubtful debts 3,274 12,212 - ( 416)
15,070
Pensions 152 - - - 152
Unrealised exchange loss 347 3,466 - - 3,813
Loss on decline in inventory market value 1,626 50 - - 1,676
Others 15,987 27,847 - ( 1,795)
42,039
- Tax losses 1,070,847 50,156 - - 1,121,003
$ 1,303,593 $ 109,629 $ - ($ 5,854)
$ 1,407,368
Deferred tax liabilities
- Temporary differences:
Reserve for land value increment tax ($ 643,041)
$ -
$ -
$ -
($ 643,041)
Unrealised gains on overseas investments ( 230,520)
( 110,091)
- - ( 340,611)
Currency translation differences ( 5,362)
- 1,727 - ( 3,635)
Unrealised exchange gain ( 150)
53 - - ( 97)
($ 879,073)
($ 110,038) $ 1,727 $ - ($ 987,384)
$ 424,520 ($ 409) $ 1,727
($ 5,854) $ 419,984
  • D. Expiration dates of the Company’s and its domestic subsidiaries’ unused tax losses and amounts of unrecognised deferred tax assets are as follows:

December 31, 2020

December 31, 2020
Year incurred
2009 ~ 2020
Amount filed/
assessed
7,798,946
$
Unused amount
7,476,107
$ December 31, 2019
Deferred taxassets
2,132,725
$
Expiry year
2019 ~ 2030
Year incurred
2009 ~ 2019
Amount filed/
assessed
6,506,274
$
Unused amount
6,504,244
$
Deferred tax assets
899,227
$
Expiry year
2019 ~ 2029
  • E. The amounts of deductible temporary difference that are not recognised as deferred tax assets are as follows:
assets are as follows:
Deductible temporary differences December31,2020
24,125
$
December31,2019
24,125
$

~62~

  • F. The status of the Company’s and its domestic subsidiaries’ income tax returns assessed and approved by the Tax Authority are as follows:

Status CHINA YOUTH CO., LTD. (Note) Assessed and approved to 2016 The Company, CONCOURSE INTERNATIONAL INC. and KING Assessed and approved CAN INDUSTRY CORPORATION to 2018 Assessed and approved KANG CHUAN ENGINEERING CO., LTD. to 2019

Note: The subsidiary was dissolved as approved by its shareholders at their meeting in November 2016, and the dissolution was approved by the regulatory authority in January 2017. It is currently in the process of liquidation.

(31) Earnings per share

Weighted average number of ordinary shares outstanding Earnings per Amount after tax (share in thousands) share (in dollars) Year ended December 31, 2020 Basic/Diluted earnings per share Profit attributable to ordinary shareholders of the parent $ 535,196 506,063 $ 1.06 Weighted average number of ordinary shares outstanding Earnings per Amount after tax (share in thousands) share (in dollars) Year ended December 31, 2019 Basic/Diluted earnings per share Profit attributable to ordinary shareholders of the parent $ 1,349,985 506,063 $ 2.67

~63~

(32) Supplemental cash flow information

Investing activities with partial cash payments:

Investing activities with partial cash payments:
Years ended December 31,
2020 2019
Purchase of property, plant and equipment and
biological assets $ 524,222
$ 1,051,777
Add: Opening balance of payable on equipment 116,288
150,240
Less: Ending balance of payable on equipment ( 80,245)
( 116,288)
Write-off of other receivables ( 3,825) ( 5,760)
Cash paid during the year $ 556,440
$ 1,079,969

(33) Changes in liabilities from financing activities

Changes in liabilities from financing activities vities
Long-term
Short-term
borrowings
Short-term
notes and
(including
borrowings
bills payable
Leaseliability
current portion)
At January 1
3,159,229
$ 40,000
$ 263,353
$ 3,296,949
$ g
g
activities
1,388,800)
(
310,000
149,891)
(
366,373
Impact of changes in foreign exchange rate
-
-
-
5,319
Changes in other non-cash items
-

61)
(
125,909
113
At December 31
1,770,429
$ 349,939
$ 239,371
$ 3,668,754
$ 2020
Long-term
Short-term
borrowings
Short-term
notes and
(including
borrowings
bills payable
Leaseliability
current portion)
At January 1
5,027,075
$ 50,000
$ 239,904
$ 3,539,197
$ g
g
activities
1,067,846)
(
110,000
155,269)
(
1,152,447)
(
Impact of changes in foreign exchange rate
-
-
-
9,555)
(
Changes in other non-cash items
800,000)
(
120,000)
(
178,718
919,754
At December 31
3,159,229
$ 40,000
$ 263,353
$ 3,296,949
$ 2019
2020
Long-term
borrowings
(including
current portion)
3,296,949
$ 366,373
5,319
113
3,668,754
$
Long-term
borrowings
(including
current portion)
3,296,949
$

~64~

7. Related Party Transactions

(1) Names of related parties and relationship

Names of related parties and relationship
Names of related parties
Relationship with the Company

TING HSIN (CAYMAN ISLANDS) HOLDING
CORP. (TING HSIN)
THE BREAD CO., LTD.
SHANGHAI DINGSHI WAREHOUSE
CO.,LTD (SHANGHAI DINGSHI)
Tianjin Tinglian FOODS Co., Ltd.
HANGZHOU TINGZHENG PACKING
MATERIAL CO.,LTD.
SHANGHAI TING SHENG FOODS CO., LTD.
TAIWAN TING QIAO RESTAURANT
MANAGEMENT CO. LTD.
Hangzhou Kenko&Ting Foods Co., Ltd.
Hangzhou Bingxin Green Packaging Co., Ltd.
Huaian Bingxin Green Packaging Co., Ltd.
Tianjin Bingxin Packaging Co., Ltd.
Shanghai Epurus Information Technologies Co.,
Ltd.
KANG CHENG CO., LTD.
ZHUMADIAN TINGSHENG FOODSTUFF
CO.,LTD
FU TING FOODS CO., LTD.
RIKKEI TRADING CORP.


An investor with significant influence over the
Company
An entity controlled by the investor with
significant influence over the Company
An entity controlled by the investor with
significant influence over the Company
An entity controlled by the investor with
significant influence over the Company
An entity controlled by the investor with
significant influence over the Company
An entity controlled by the investor with
significant influence over the Company
An entity controlled by the investor with
significant influence over the Company
An entity controlled by the investor with
significant influence over the Company
An entity controlled by the investor with
significant influence over the Company
An entity controlled by the investor with
significant influence over the Company
An entity controlled by the investor with
significant influence over the Company
An entity controlled by the investor with
significant influence over the Company
An entity controlled by the investor with
significant influence over the Company
An entity controlled by the investor with
significant influence over the Company
An investee accounted for using the equity
method by the Company
A director of the Company is also the chairman
of the entity

~65~

Names of related parties Relationship with the Company CHAMPION LINKER CORP. A director of the Company is also the chairman of the entity TAIWAN STAR TELECOM CORPORATION A director of the Company is also the chairman LIMITED of the entity HEILONGJIANG WEI CHUAN FOOD CO. A subsidiary of the Company not included as a consolidated entity HEILONGJIANG WEI CHUAN DAIRY CO. A subsidiary of the Company not included as a consolidated entity HEALTH CAN DEVELOPMENT LIMITED A subsidiary of the Company not included as a consolidated entity All directors, general managers and main Key management personnel and governing management personnel bodies of the Company

(2) Significant related party transactions

A. Sales transactions

(a) Operating revenue

Details of operating revenue arising from goods sold by the Group to related parties are as follows:

follows:
Other related parties Year ended December 31
2020
918,129
$
2019
1,282,928
$

The Group’s sales price, conditions and credit terms to related parties were approximately the same as those for third party customers. The credit terms for third party customers approximately ranged from 30 to 90 days after monthly billings.

(b) Accounts receivable

Details of accounts receivable arising from the aforementioned sales to related parties are as follows:

follows:
SHANGHAI DINGSHI
Others
December 31,2020
197,319
$ 16,627
213,946
$
December 31,2019
270,569
$ 3,809
274,378
$

~66~

B. Purchase transactions

  • (a) Costs of goods purchased

Details of goods purchased by the Group from related parties are as follows:

Year ended December 31
2020 2019
Associates $ 50,703
178,317
$
Other related parties 309,280 149,649
$ 359,983
327,966
$

Goods purchased from related parties are based on the price lists in force and terms agreed upon by both parties. Payment terms have no major difference between related parties and third parties, which are 30 ~ 90 days end of month for general suppliers.

  • (b) Accounts payable

Details of accounts payable arising from the aforementioned goods purchased from related parties are as follows:

parties are as follows:
Associates
Other related parties
December 31,2020
9,425
$ 56,291
65,716
$
December 31,2019
23,745
$ 36,363
60,108
$
  • (c) Prepayments

Prepayments arsing from goods purchased by the Group from related parties are as follows:

Other related parties December31,2020
10,029
$
December31,2019
-
$
  • C. Lease transactions

  • (a) Rent income

The Group leased some offices and plants (shown as ‘investment property’) to related parties, the details of rental revenue were as follows:

Lessee Leased object Rent calculation
andpayment
Monthly payment
Quarterly prepayment/
Monthly payment
Year ended December31 Year ended December31
2020
55
$ 6,192
6,247
$
2019
- Associates
- Other related
parties
Offices
Offices, plant and
others
60
$ 5,873
5,933
$

Other receivables arising from the aforementioned transactions as of December 31, 2020 and 2019 amounted to $69 and $5, respectively.

~67~

D. Other transactions

(a) Other income/ Other receivables

The amounts of other income and the related other receivables as of and for the years ended December 31, 2020 and 2019 between the Group and related parties were immaterial. Thus, details are not disclosed. In addition, the Group’s other receivables from service transactions

in previous years are as follows:

in previous years are as follows:
December 31, 2020 December 31,2019
Other related parties $ -
$ 27,015
Less: Allowance for uncollectible accounts - ( 27,015)
$ -
$ -

(b)Other ending balances

Receivables due from subsidiaries (shown as other receivables):

December31,2020 December31,2020 December 31,2019
Subsidiaries - HEILONGJIANG WEI
CHUAN FOOD and 2 others $ 4,308
$ 25,348
Less: Allowance for receivables due from
subsidiaries ( 300)
( 20,894)
$ 4,008
$ 4,454

E. Endorsements and guarantees provided to related parties

The Group’s other related party - TING HSIN acted as a joint guarantor for the loan agreement entered into by the Group with United Overseas Bank in 2017. Such joint guarantee liabilities were removed when the loan was repaid in full in May 2019.

(3) Key management compensation

Key management compensation
Salaries and other short-term employee benefits
Post-employment benefits
Year ended December 31
2020
79,561
$ 201
79,762
$
2019
75,173
$ 294
75,467
$

~68~

8. Pledged Assets

The Group’s assets pledged as collateral are as follows:

==> picture [489 x 158] intentionally omitted <==

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

Book value
Pledged asset December 31, 2020 December 31, 2019 Purpose
Restricted bank deposits (shown as Collateral for long-term material
other non-current assets) $ 8,000 $ 10,000 purchase
Land (shown as property, plant and Collateral for short-term notes and
equipment and investment property) bills as well as long-term and
2,655,687 2,655,687 short-term borrowings
Buildings and structures (shown as Collateral for short-term notes and
property, plant and equipment and bills as well as long-term and
investment property) 972,650 1,038,883 short-term borrowings
$ 3,636,337 $ 3,704,570
----- End of picture text -----

9. Significant Contingent Liabilities and Unrecognised Contract Commitments

(1) Contingencies

Regarding the misuse of lard oil supplied by TING HSIN OIL & FAT INDUSTRIAL CO., LTD. and CHENG-I FOOD CO., LTD., the Company was sued by the Consumers' Foundation, Chinese Taipei to bear a joint and several liability for compensation. The case is currently pending with the High Court. As of December 31, 2020, the Company has accrued contingent compensation of $1,000 (shown as other payables). Any subsequent impact arising from the incident will be assessed and recognised by the Company and disclosed in the financial statements.

(2) Commitments

  • A. As of December 31, 2020 and 2019, the Group has a promissory note for the credit facility of banks in the amounts of $10,207,400 and $9,565,040,000, respectively.

  • B. As of December 31, 2020 and 2019, the Group’s total unused letters of credit issued for the import of material and merchandise were $283,044 and $221,361, respectively.

  • C. As of December 31, 2020 and 2019, the total contract consideration, excluding the settled payment, arising from the contracts that the Group entered into for commissioning each construction project or purchasing of equipment, that it shall pay for the construction and equipment in future years amounted to $421,312 and $420,280, respectively.

  • D. As of December 31, 2020 and 2019, the Group has drawn from the endorsements and guarantees for the entities in the Group in the amounts of $981,122 and $1,007,945, respectively.

10. Significant Disaster Loss

None.

~69~

11. Significant Events after the Balance Sheet Date

Information on the appropriation of 2020 earnings proposed by the Board of Directors on March 29, 2021 but not yet resolved by the shareholders of the Company is provided in Note 6(21).

12. Other

(1) Capital management

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust to the optimal capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, or issue new shares. The Group monitors capital on the basis of the gearing ratio. This ratio is calculated as total liabilities divided by total capital. Total liabilities are the total amount of liabilities as shown in the consolidated balance sheet. Total capital is calculated as ‘equity’ as shown in the consolidated balance sheet plus total liabilities.

During the year ended December 31, 2020, the Group’s strategy was unchanged from 2019. As of December 31, 2020 and 2019, the gearing ratios were 62% and 64%, respectively.

(2) Financial instruments

A. Financial instruments by category

Financial instruments by category
Financial assets
Financial assets at fair value through profit or loss
Non-current financial assets mandatorily
measured at fair value through profit or loss
Financial assets at amortised cost
Cash and cash equivalents
Notes receivable, net
Accounts receivable, net
Accounts receivable due from related parties,
net
Other receivables
Other non-current assets
- Long-term notes and accounts receivable
- Guarantee deposits paid
- Restricted bank deposits
December 31,2020
33,452
$ 1,905,431
21,996
2,277,509
213,946
82,476
156,516
49,740
8,000
December 31,2019
33,443
$ 2,221,758
26,308
2,363,467
274,378
101,985
156,516
52,672
10,000

~70~

==> picture [461 x 31] intentionally omitted <==

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

December 31, 2020 December 31, 2019
Financial liabilities
----- End of picture text -----

Financial liabilities
Financial liabilities at amortised cost
Short-term borrowings $ 1,770,429
$ 3,159,229
Short-term notes and bills payable 349,939 40,000
Notes payable 299
6,602
Accounts payable 1,485,952 1,507,668
Accounts payable to related parties 65,716
60,108
Other payables 2,076,044 1,998,678
Long-term borrowings (including current
portion) 3,668,754
3,296,949
Other non-current liabilities
- Guarantee deposits received 67,674 79,448
Current lease liabilities 78,278 108,922
Non-current lease liabilities 161,093 154,431
  • B. Financial risk management policies

  • (a) The Group adopts a comprehensive risk management and control system to identify, evaluate and control all risks, including market risk (including exchange rate risk, interest rate risk and price risk), credit risk, liquidity risk, in order for the management to control these risks effectively.

  • (b) Risk management is carried out by a central treasury department (Group treasury) under policies approved by the managements. Group treasury identifies, evaluates and hedges financial risks in close co-operation with the Group’s operating units. The management provides written principles for overall risk management, as well as written policies covering specific areas and matters, such as foreign exchange risk, interest rate risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of excess liquidity.

  • C. Significant financial risks and degrees of financial risks

  • (a) Market risk

i. Foreign exchange risk

  • (i) Some of the Group’s sales and purchases are denominated in USD. The fair value changes according to the fluctuations in market exchange rates. As the Company offsets these market risks by matching the foreign currency assets and liabilities positions and their payment periods, it does not expect significant market risk.

  • (ii) The Group’s businesses involve some non-functional currency operations. The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:

~71~

==> picture [404 x 507] intentionally omitted <==

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

December 31, 2020
Foreign
currency
amount Book value
(In thousands) Exchange rate (NTD)
(Foreign currency: functional
currency)
Financial assets
Monetary items
USD:NTD 7,056 28.48 $ 200,955
USD:RMB 86 6.52 2,449
RMB:NTD 95,710 4.37 418,253
Financial liabilities
Monetary items
USD:NTD 274 28.48 $ 7,804
USD:RMB 4,000 6.52 113,920
RMB:NTD 1,031 4.37 4,505
December 31, 2019
Foreign
currency
amount Book value
(In thousands) Exchange rate (NTD)
(Foreign currency: functional
currency)
Financial assets
Monetary items
USD:NTD 11,117 29.98 $ 333,288
USD:RMB 86 6.98 2,578
RMB:NTD 110,247 4.30 474,062
Financial liabilities
Monetary items
USD:NTD 7,243 29.98 $ 217,145
USD:RMB 4,394 6.98 131,732
RMB:NTD 159 4.30 684
----- End of picture text -----

The total exchange gain (loss), including realised and unrealised, arising from significant foreign exchange variation on the monetary items held by the Group for the years ended December 31, 2020 and 2019, amounted to $4,787 and ($30,639), respectively.

~72~

Analysis of foreign currency market risk arising from significant foreign exchange variation:

(Foreign currency: functional
currency)
Financial assets
Monetary items
USD:NTD
USD:RMB
RMB:NTD
Financial liabilities
Monetary items
USD:NTD
USD:RMB
RMB:NTD
(Foreign currency: functional
currency)
Financial assets
Monetary items
USD:NTD
USD:RMB
RMB:NTD
Financial liabilities
Monetary items
USD:NTD
USD:RMB
RMB:NTD
Effect on other
Degree of
Effect on profit
comprehensive
variation
or loss
income or loss
1%
2,010
$ -
$ 1%
24
-
1%
4,183
-
1%
78)
($ -
$ 1%
1,139)
(
-

1%
45)
(
-

Year ended December31,2020
Sensitivityanalysis
Year ended December31,2019
Effect on other
Degree of
Effect on profit
comprehensive
variation
or loss
income or loss
1%
2,010
$ -
$ 1%
24
-
1%
4,183
-
1%
78)
($ -
$ 1%
1,139)
(
-

1%
45)
(
-

Year ended December31,2020
Sensitivityanalysis
Year ended December31,2019
Effect on other
Degree of
Effect on profit
comprehensive
variation
or loss
income or loss
1%
2,010
$ -
$ 1%
24
-
1%
4,183
-
1%
78)
($ -
$ 1%
1,139)
(
-

1%
45)
(
-

Year ended December31,2020
Sensitivityanalysis
Year ended December31,2019
Sensitivityanalysis
Degree of
Effect on profit
variation
or loss
1%
3,333
$ 1%
26
1%
4,741
1%
2,171)
($ 1%
1,317)
(
1%
7)
(
Effect on other
comprehensive
income or loss
-
$ -
-
-
$ -
-



B. Price risk

(i) The Group’s equity securities, which are exposed to price risk, are the held financial assets at fair value through profit or loss.

~73~

  • (ii) The Group has investments in equity securities. The prices of equity securities would change due to the change of the future value of investee companies. If the prices of these equity securities had increased/decreased by 1% with all other variables held constant, pre-tax profit for the years ended December 31, 2020 and 2019 would have increased/decreased by $335 and $334, respectively, as a result of gains/losses on equity securities classified as at fair value through profit or loss.

  • C. Cash flow and fair value interest rate risk

  • The Group’s main interest rate risk arises from long-term and short-term borrowings as well as short-term notes and bills payable. Borrowings issued at variable rates expose the Group to cash flow interest rate risk which is partially offset by cash and cash equivalents held at variable rates. Borrowings issued at fixed rates expose the Group to fair value interest rate risk. The Group’s long-term and short-term borrowings as well as short-term notes and bills payable are with floating rates. During the years ended December 31, 2020 and 2019, the Group’s borrowings at variable rates were denominated in NTD and RMB.

As of December 31, 2020 and 2019, if the borrowing interest rate had increased/decreased by 0.1% with all other variables held constant, pre-tax profit for the years ended December 31, 2020 and 2019 would have decreased/increased by $5,789 and $6,496, respectively. The main factor is that floating-rate borrowings result in increase/decrease in interest expense.

(b) Credit risk

  • i. Credit risk refers to the risk of financial loss to the Company arising from default by the clients or counterparties of financial instruments on the contract obligations. The main factor is that counterparties could not repay in full the note and accounts receivable based on the agreed terms.

  • ii. The Group manages their credit risk taking into consideration the entire group’s concern. According to the Group’s credit policy, each local entity in the Group is responsible for managing and analysing the credit risk for each of their new clients before standard payment and delivery terms and conditions are offered. Internal risk control assesses the credit quality of the customers, taking into account their financial position, past experience and other factors. Individual risk limits are set based on internal or external ratings in accordance with limits set by the managements. The utilisation of credit limits is regularly monitored.

  • iii. The Group adopts assumptions under IFRS 9 to assess whether there has been a significant increase in credit risk on that instrument since initial recognition. If the contract payments were past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.

~74~

  • iv. The Group adopts the assumptions under IFRS 9, the default occurs when the contract payments are past due over 90 days.

  • v. The Group classifies customers’ notes and accounts receivable in accordance with credit rating of customer, credit on trade and customer types. The Group applies the modified approach using a provision matrix based on the loss rate methodology to estimate the expected credit loss.

  • vi. The Group wrote-off the financial assets, which cannot be reasonably expected to be recovered, after initiating recourse procedures. However, the Group will continue executing the recourse procedures to secure their rights.

  • vii. After the Group identifies customer risks on an individual basis, and it classifies them into groups according to different credit risk characteristics, assesses the historical default rates, and uses the forecastability to adjust historical and timely information to assess the default possibility. The Group considers that in the financial industry, the default rate should not be lower than 0.03% for numerous and unidentifiable individual investors. However, in accordance with the policy, the Group traces the credit risk of customers at any time, the Group refers to the reference rate set by the financial industry as a basis of forecast adjustment, and adjusts the expected loss rate referring to monitoring indicator and the nature of risk. The loss rate methodology is as follows:

1~30 days 31~90 days Over 90 days
December 31, 2020 Notpast due past due past due past due Total
Expected loss rate 0.03%~0.78% 0.03%~1.33% 0.03%~1.88% 100.00%
Total book value $ 2,472,184 $ 32,368 $ 12,488 $ 43,147 $ 2,560,187
Loss allowance ($ 6,778) ($ 11) ($ 216) ($ 39,731) ($ 46,736)
1~30 days 31~90 days Over 90 days
December 31, 2019 Notpast due past due past due past due Total
Expected loss rate 0.03%~0.74% 0.03%~1.24% 0.03%~1.74% 100.00%
Total book value $ 2,604,494 $ 18,233 $ 33,840 $ 72,367 $ 2,728,934
Loss allowance ($ 1,516) $ - $ - ($ 63,265) ($ 64,781)

The above ageing analysis was based on past due date.

  • viii. Movements in relation to the Group’s loss allowance for accounts and notes receivable and other receivables are as follows:
At January 1
Expected credit loss (gain)
Write-offs
Effect of exchange rate changes
At December 31
2020 2020 Total
210,274
$ 23,575)
(
38,456)
(
4,236)
(
144,007
$
Accounts
Notes
receivables
receivables
64,777
$ 4
$ 3,811
4)
(
22,125)
(
-
273
-
46,736
$ -
$
Other
receivables
145,493
$ 27,382)
(
16,331)
(
4,509)
(
97,271
$

~75~

At January 1
Expected credit loss (gain)
Reclassifications
Write-offs
Effect of exchange rate changes
At December 31
Accounts
Notes
Other
receivables
receivables
receivables
51,169
$ 7
$ 198,445
$ 17,487

3)
(
53,298)
(
2,220)
(
-
2,220

26)
(
-

-

1,633)
(
-

1,874)
(
64,777
$ 4
$ 145,493
$ 2019
Total
249,621
$ 35,814)
(
-

26)
(
3,507)
(
210,274
$
  • (c) Liquidity risk

  • i. The Group chooses the equity instruments with sufficient liquidity when investing in the equity financial instruments. Group management monitors rolling forecasts of the Group’s liquidity requirements to ensure it has sufficient cash to meet operational needs, so it does not expect significant liquidity risk.

  • ii. Surplus cash held by the units over and above balance required for working capital management are transferred to the Group treasury. Group treasury invests surplus cash in interest bearing current accounts and time deposits, choosing instruments with appropriate maturities or sufficient liquidity to provide sufficient head-room as determined by the above-mentioned forecasts.

  • iii. As of December 31, 2020 and 2019, the amounts of undrawn available borrowing facilities were $10,861,311 and $8,352,274, respectively.

  • iv. The Group has no derivative financial liabilities. Except for the items disclosed in the following table, the Group’s non-derivative financial liabilities, which were classified by its maturity date, were due within one year and approximates the amounts which were shown in the balance sheets. The amounts disclosed in the table are the contractual undiscounted cash flows.

undiscounted cash flows.
December 31, 2020
Non-derivative
financial liabilities:
Lease liability
Long-term borrowings
(including current
portion)
December 31, 2020
Non-derivative
financial liabilities:
Lease liability
Long-term borrowings
(including current
portion)
Less than
1year
87,300
$ 142,966
Less than
1year
120,840
$ 223,738
Between 1
and 2year(s)
57,433
$ 2,474,139
Between 1
and 2year(s)
62,135
$ 2,500,760
Between 2
and 5years
46,729
$ 1,160,519
Between 2
and 5years
46,734
$ 706,907
Over 5years
56,759
$ -
Over 5years
64,881
$ -
Total
248,221
$ 3,777,624
Total
294,590
$ 3,431,405

~76~

(3) Fair value information

  • A. The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:

  • Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. A market is regarded as active where a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis.

  • Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

  • Level 3: Unobservable inputs for the asset or liability. The fair value of the Group’s investment in equity investment without active market is included in Level 3.

  • B. Fair value information of investment property at cost is provided in Note 6(8).

  • C. The carrying amounts of the Group’s financial instruments not measured at fair value, including cash and cash equivalents, notes receivable, accounts receivable (including related parties), other receivables, other non-current assets - long-term notes and accounts receivable, other non-current assets - guarantee deposits paid, other non-current assets - restricted bank deposits, short-term borrowings, short-term notes and bills payable, notes payable, accounts payable (including related parties), other payables, lease liabilities, long-term borrowings (including current portion) and other non-current liabilities - guarantee deposits received, are approximate to their fair values.

  • D. The related information of financial and non-financial instruments measured at fair value by level on the basis of the nature, characteristics and risks of the assets and liabilities at December 31, 2020 and 2019 are as follows:

  • (a) The related information of natures of the assets and liabilities is as follows:

December 31, 2020
Level 1
Assets
Recurring fair value measurements
Financial assets at fair value
through profit or loss
Equity securities
-
$ December 31, 2019
Level 1
Assets
Recurring fair value measurements
Financial assets at fair value
through profit or loss
Equity securities
-
$
Level 2
-
$ Level 2
-
$
Level 3
33,452
$ Level 3
33,443
$
Total
33,452
$
Total
33,443
$

Financial assets at fair value
through profit or loss
Equity securities

~77~

  • (b) The methods and assumptions the Group used to measure fair value are as follows:

    • i. Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques or by reference to counterparty quotes. The fair value of financial instruments measured by using valuation techniques can be referred to current fair value of instruments with similar terms and characteristics in substance, discounted cash flow method or other valuation methods, including calculated by applying model using market information available at the balance sheet date.

    • ii. When assessing non-standard and low-complexity financial instruments, for example, debt instruments without active market, interest rate swap contracts, foreign exchange swap contracts and options, the Group adopts valuation technique that is widely used by market participants. The inputs used in the valuation method to measure these financial instruments are normally observable in the market.

    • iii. The output of valuation model is an estimated value and the valuation technique may not be able to capture all relevant factors of the Group’s financial and non-financial instruments. Therefore, the estimated value derived using valuation model is adjusted accordingly with additional inputs, for example, model risk or liquidity risk and etc. In accordance with the Group’s management policies and relevant control procedures relating to the valuation models used for fair value measurement, management believes adjustment to valuation is necessary in order to reasonably represent the fair value of financial and non-financial instruments at the consolidated balance sheet. The inputs and pricing information used during valuation are carefully assessed and adjusted based on current market conditions.

  • E. For the years ended December 31, 2020 and 2019, there was no transfer between Level 1 and Level 2.

  • F. The following chart is the movement of Level 3 for the years ended December 31, 2020 and 2019:

2019:
At January 1
Gains recognised in profit or loss
At December 31
2020
Financialproduct
-
$ -
-
$
Non-derivative
equityinstrument
33,443
$ 9
33,452
$
Total
33,443
$ 9
33,452
$

~78~

2019
Non-derivative
Financial product equity instrument Total
At January 1 $ 29,089
$ 33,443
$ 62,532
Gains recognised in profit or loss 18 - 18
Sold in the year ( 27,942)
-
( 27,942)
Effect of exchange rate changes ( 1,165) -
( 1,165)
At December 31 $ -
$ 33,443 $ 33,443
  • G. For the years ended December 31, 2020 and 2019, there was no transfer into or out from Level 3.

  • H. Treasury segment is in charge of valuation procedures for fair value measurements being categorised within Level 3, which is to verify independent fair value of financial instruments. Such assessment is to ensure the valuation results are reasonable by applying independent information to make results close to current market conditions, confirming the resource of information is independent, reliable and in line with other resources and represented as the exercisable price, and frequently calibrating valuation model, performing back-testing, updating inputs used to the valuation model and making any other necessary adjustments to the fair value. In addition to Level 3 fair value measurements applicable to the above valuation models, the Group also directly refers to fair value information provided by the financial institutions.

  • I. The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:

value measurement:
Fair value at
December 31, 2020
Non-derivative equity instrument:
Unlisted shares-
LI JIA
CONSTRUCTION
$ 5,617
Unlisted shares-
CONNECTION
INVESTMENT etc.
27,835
Fair value at
December 31, 2020
Valuation technique Significant
unobservable
input
Range
(weighted

average)
Relationship
of inputs to
fair value
The higher the
discount for lack
of marketability,
the lower the fair
value
N/A

Market
approach-price-to-
book ratio
Net asset value

Discount for lack
of marketability
N/A


25%
-

~79~

Fair value at
December 31, 2019
Non-derivative equity instrument:
Unlisted shares
LI JIA
CONSTRUCTION
$ 11,947
Unlisted shares-
CONNECTION
INVESTMENT, etc.
21,496
Fair value at
December 31, 2019
Valuation technique Significant
unobservable
input
Range
(weighted

average)
Relationship
of inputs to
fair value
The higher the
discount for lack
of marketability,
the lower the fair
value
N/A

Market
approach-price-to-
book ratio
Net asset value

Discount for lack
of marketability
N/A


25%
-
  • J. The Group has carefully assessed the valuation models and assumptions used to measure fair value. However, use of different valuation models or assumptions may result in different measurement. If net asset value from financial assets and liabilities categorised within Level 3 had increased or decreased by 1%, profit or loss would not have been significantly impacted as of December 31, 2020 and 2019.

(4) Others

  • A. The impact of oil incidents caused by the upstream suppliers on the Company since the fourth quarter of 2013 is as follows:

  • (a) The Company’s oil OEM supplier was suspected of misusing the oil adulterated with copper chlorophyllin by CHANG CHI FOODSTUFF FACTORY CO., LTD. (CHANG CHI). The Company recognised losses associated with product returns, inventory loss and related expenses in the amount of $179,337 as of 31 December, 2017 due to the impact of this incident.

    • The Company was sued for violating the Act Governing Food Safety and Sanitation as a result of the oil and food safety incident casued by CHANG CHI. On April 27, 2017, the Intellectual Property Court rendered a decision in favour of the Company, but some representatives were charged with fraud for mislabeling oil. The court also confiscated $32,929 in revenue gained from the sales of these products. The Company has petitioned to the Council of Grand Justices for an interpretation on whether the confiscation was reasonable.

On November 27, 2019, the Taiwan Changhua District Court ruled that CHANG CHI, KAO, CHEN-LI, WEN, JUI-PIN and CHOU, KUN-MING are jointly liable to compensate the Company for $66,595 and related interests, for which the Company has obtained a certificate of the obligatory claim.

~80~

  • (b) Due to more problematic oil was announced by the government organisations between September 2014 and October 2014, the Company has taken countermeasures such as taking the initiative to remove the products from shelves as a precautionary measure, notifying the competent authorities and compensating customers for returned products. The Company recognised losses associated with returns of certain affected products and compensation in the amount of $226,017 during the period from 2014 to 2015.

  • (c) To safeguard the interests of the Company, the Company continually filed lawsuits for compensation against a number of suppliers supplying problematic oil depending upon each circumstance. The remaining cases, CHANG GUANN CO., LTD., TING HSIN OIL & FAT INDUSTRIAL CO., LTD. and CHENG-I FOOD CO., LTD are pending with the courts. In May 2019, the court advised LIHAO ENTERPRISE CO., LTD. a settlement to compensate the Company for $1,276, which was recognised by the Company. The Company’s management resolutely safeguards the rights and interests of the Company and shareholders and may take necessary legal actions in due course depending on the hearing process.

  • B. The Group entered into a loan repayment agreement with WANG DE XING TEA COMPANY (an investee company whose 51% shares were originally held by the Group but sold in January 2016). The entity has been repaid the principal and interest in accordance with the agreement. However, in term of the last repayment of USD 2.965 million due on October 1, 2020, the Company agreed to amend the repayment schedule considering the impact of the COVID-19 pandemic on the entity’s operation, the enhancement of collateral provided and the good credit of the entity on the past repayments. The remaining payments will be repaid in three instalments over three years.

The Group has provided for a full loss allowance in accordance with generally accepted accounting principles for the aforementioned receivables in the previous year after considering the risk of default.

13. Supplementary Disclosures

(1) Significant transactions information

  • A. Loans to others: Please refer to table 1.

  • B. Provision of endorsements and guarantees to others: Please refer to table 2.

  • C. Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures): Please refer to table 3.

  • D. Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company's paid-in capital: Please refer to table 4.

  • E. Acquisition of real estate reaching NT$300 million or 20% of paid-in capital or more: None.

  • F. Disposal of real estate reaching NT$300 million or 20% of paid-in capital or more: Please refer to table 5.

~81~

  • G. Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more: Please refer to table 6.

  • H. Receivables from related parties reaching $100 million or 20% of paid-in capital or more: Please refer to table 7.

  • I. Trading in derivative instruments undertaken during the reporting periods: None.

  • J. Significant inter-company transactions during the reporting periods: Please refer to table 8.

(2) Information on investees

Names, locations and other information of investee companies (not including investees in Mainland China): Please refer to table 9.

(3) Information on investments in Mainland China

  • A. Basic information: Please refer to table 10.

  • B. Significant transactions, either directly or indirectly through a third area, with investee companies in the Mainland Area: Please refer to table 11.

(4) Major shareholders information

Major shareholders information: Please refer to table 12.

~82~

14. Segment Information

(1) General information

Management has determined the reportable operating segments based on the reports reviewed by the Chief Operating Decision-Maker that are used to make strategic decisions.

There is no material change in the basis for formation of entities and division of segments in the Group or in the measurement basis for segment information during this period. The accounting policies of the operating segments are in agreement with the significant accounting policies summarised in Note 4.

(2) Measurement of segment information

The accounting policies of operating segments are in agreement with the significant accounting policies summarised in Note 4. The post-tax net income is used to measure the Company’s operating segment profit (loss) and performance of the operating segments.

(3) Segment Information

The segment information provided to the Chief Operating Decision-Maker for the reportable segments is as follows:

~83~

Year ended December 31, 2020 2020
Packaging Adjustments
Food segment segment Others and eliminations Total
Revenue from external customers $ 17,802,265
$ 532,409
$ 316,197
$ -
$ 18,650,871
Inter-segment revenue 1,055,228 449,808 522,631 ( 2,027,667)
-
Total segment revenue $ 18,857,493 $ 982,217 $ 838,828 ($ 2,027,667) $ 18,650,871
Segment income (loss) $ 716,016
$ 79,590 $ 291,073
($ 550,537) $ 536,142
Segment income (loss), including:
Depreciation expense ($ 1,031,437)
($ 51,432)
($ 1,086)
- ($ 1,083,955)
Interest income 29,950 8,316 7,100 ( 22,550)
22,816
Interest expense ( 163,799)
( 3,484)
( 5,491)
22,550
( 150,224)
Share of profit or loss of investments accounted for using
the equity method 311,385 6,482 226,000 ( 544,487)
( 620)
Segment assets 16,667,335 666,362 697,824 - 18,031,521
Year ended December 31, 2019
Adjustments
Food segment Packagingsegment Others and eliminations Total
Revenue from external customers $ 19,422,917
$ 515,688
$ 289,514
$ -
$ 20,228,119
Inter-segment revenue 1,030,156 434,961 577,406 ( 2,042,523)
-
Total segment revenue $ 20,453,073 $ 950,649 $ 866,920 ($ 2,042,523) $ 20,228,119
Segment income (loss) $ 1,835,336 $ 76,190 $ 670,186 ($ 1,230,833) $ 1,350,879
Segment income (loss), including:
Depreciation expense ($ 990,622)
($ 48,544)
($ 1,085)
$ -
($ 1,040,251)
Interest income 35,275 11,688 24,000 ( 26,243)
44,720
Interest expense ( 204,835)
( 3,899)
( 9,588)
26,243 ( 192,079)
Share of profit or loss of investments accounted for using
the equity method 665,015 13,263 553,493 ( 1,231,072)
699
Segment assets 17,004,764 657,200 1,434,979 - 19,096,943

~84~

(4) Reconciliation for segment income (loss)

  • A. Sales between segments are carried out at arm’s length. The revenue from external customers reported to the Chief Operating Decision-Maker is measured in a manner consistent with that in the statement of comprehensive income.

  • B. The Company’s Chief Operating Decision-Maker assesses performance of operating segments and allocates resources based on post-tax net income, thus, reconciliation is not needed.

  • C. The amounts provided to the Chief Operating Decision Maker with respect to total assets are measured in a manner consistent with that of the financial statements.

~85~

(5) Information on products and services

Details of revenue are as follows:

Details of revenue are as follows:
Year ended December 31
2020 2019
Revenue from food manufacturing sales $ 17,802,265
$ 19,422,917
Revenue from trade of molds and other packaging 532,409 515,688
Others 316,197
289,514
$ 18,650,871
$ 20,228,119

(6) Geographical information

Geographical information for the years ended December 31, 2020 and 2019 is as follows:

Year ended December 31

Taiwan
Mainland China and others
Non-current
Revenue
assets
8,440,389
$ 5,765,449
$ 10,210,482
4,940,844
18,650,871
$ 10,706,293
$ 2020
Non-current
Revenue
assets
8,248,222
$ 5,913,496
$ 11,979,897
5,135,144
20,228,119
$ 11,048,640
$ 2019
Revenue
8,440,389
$ 10,210,482
18,650,871
$

Note: Non-current assets excluded financial instruments and deferred income tax assets.

(7) Major customer information

The Group’s major customers with which the sales revenues from a single customer accounting for more than 10% of total net operating revenue in the consolidated statement of comprehensive income. Details are as follows:

Taiwan Year ended December 31 Year ended December 31 Year ended December 31
Revenue
Segment
2,856,118
$ Food Segment
2020
2019
Revenue
2,856,118
$
Revenue
2,618,644
$
Segment
Food Segment

~85~

Wei Chuan Foods Corporation and subsidiaries Loans to others Year ended December 31, 2020 Table 1

No.
(Note1)
Table 1
Creditor Borrower General
ledger
account
Is a
related
party
Maximum
outstanding
balance during
the year
ended
December31,2020
Balance at
December31,2020
Actual amount
drawndown
Interest
rate
Nature of
loan
(Note2)
Amount of
transactions
with the
borrower
Reason
for short-term
financing
Allowance
for
doubtful
accounts
Collateral Collateral Limit on loans
granted to
a single party
Ceiling on
total loans
granted
Footnote
Expressed in thousands of NTD
(Except as otherwise indicated)
Ceiling on
total loans
granted
Footnote
Expressed in thousands of NTD
(Except as otherwise indicated)
Item Value
1
2
2
3
3
3
WEI-CHUAN(BVI)
CO., LTD.
HANGZHOU WEI-
CHUAN FOOD CO.,
LTD.
HANGZHOU WEI-
CHUAN FOOD CO.,
LTD.
KUNSHAN KING
CAN MOLD
INDUSTRIAL CO.,
LTD.
KUNSHAN KING
CAN MOLD
INDUSTRIAL CO.,
LTD.
KUNSHAN KING
CAN MOLD
INDUSTRIAL CO.,
LTD.
WANG DE XING
TEA COMPANY
Hangzhou Weichuan
Biotechnology Foods
Co., Ltd.
LANGFANG WEI-
CHUAN FOODS CO.,
LTD.
Hangzhou Weichuan
Biotechnology Foods
Co., Ltd.
HANGZHOU WEI-
CHUAN FOOD CO.,
LTD.
LANGFANG WEI-
CHUAN FOODS CO.,
LTD.
Other
receivables
Other
receivables
Other
receivables
Other
receivables
Other
receivables
Other
receivables
N
Y
Y
Y
Y
Y
89,691
$ 87,582
656,865
35,066
87,664
122,730
84,443
$ 87,320
654,900
34,928
87,320
122,248
84,443
$ 43,660
458,430
34,928
87,320
122,248
2.5000%~
3.8379%
3.8500%~
4.7500%
3.8500%~
4.7500%
3.8500%~
4.3500%
3.8500%~
4.3500%
3.8500%~
4.3500%
2
2
2
2
2
2
-
$ -
-
-
-
-
Loan repayment
and working
capital needs
Loan repayment
and working
capital needs
Loan repayment
and working
capital needs
Loan repayment
and working
capital needs
Loan repayment
and working
capital needs
Loan repayment
and working
capital needs
84,443)
($ -
-
-
-
-
Property
and tea
leaf
None
None
None
None
None
88,910
$ -
-
-
-
-
745,573
$ 1,499,005
1,499,005
134,315
134,315
134,315
1,491,145
$ 2,998,009
2,998,009
268,629
268,629
268,629
Notes 3 and 6
Note 4
Note 4
Note 5
Note 5
Note 5

Table 1, page 1

Note1: The Company is ‘0’; the subsidiaries are numbered in order starting from ‘1’. The same company shall have the same number.

Note 2: The numbers filled in for the nature of loans are as follows:

(1) Business transaction: 1.

  • (2) Short-term financing: 2.

Note 3: Ceiling on total loans granted and limit on loans granted to a single party as prescribed in WEI-CHUAN(BVI) CO., LTD.’s “Procedures for Provision of Loans” are as follows:

  • (1) Ceiling on total loans granted by WEI-CHUAN(BVI) CO., LTD. is 40% of net asset value based on the latest consolidated financial statements audited (reviewed) by independent auditors.

  • (2) For short-term financing, limit on loans granted to a single party by WEI-CHUAN(BVI) CO., LTD. is 20% of net asset value based on the latest consolidated financial statements audited (reviewed) by independent auditors.

  • (3) For loans granted between overseas companies in which WEI-CHUAN(BVI) CO., LTD. or Wei Chuan Foods Corporation holds100% of the voting shares directly or indirectly, ceiling on total loans granted is 100% of net asset value based on the latest consolidated financial statements audited (reviewed) by independent auditors.

Limit on loans granted to a single party is 100% of WEI-CHUAN(BVI) CO., LTD.’s net asset value based on the latest consolidated financial statements audited (reviewed) by independent auditors.

Note 4: Ceiling on total loans granted and limit on loans granted to a single party as prescribed in HANGZHOU WEI-CHUAN FOOD CO., LTD.’s “Procedures for Provision of Loans” are as follows:

  • (1) Ceiling on total loans granted by HANGZHOU WEI-CHUAN FOOD CO., LTD. is 40% of net asset value based on the latest consolidated financial statements audited (reviewed) by independent auditors.

  • (2) For short-term financing, limit on loans granted to a single party by HANGZHOU WEI-CHUAN FOOD CO., LTD. is 20% of net asset value based on the latest consolidated financial statements audited (reviewed) by independent auditors.

  • (3) For loans granted between overseas companies in which HANGZHOU WEI-CHUAN FOOD CO., LTD. or Wei Chuan Foods Corporation holds100% of the voting shares directly or indirectly, WEI-CHUAN(BVI) CO., LTD.’s ceiling on total loans granted is 100% of HANGZHOU WEI-CHUAN FOOD CO., LTD.’s net asset value based on the latest consolidated financial statements audited (reviewed) by independent auditors.

Limit on loans granted to a single party is 50% of HANGZHOU WEI-CHUAN FOOD CO., LTD.’s net asset value based on the latest consolidated financial statements audited (reviewed) by independent auditors.

Note 5: Ceiling on total loans granted and limit on loans granted to a single party as prescribed in KUNSHAN KING CAN MOLD INDUSTRIAL CO., LTD.’s “Procedures for Provision of Loans” are as follows:

  • (1) Ceiling on total loans granted by KUNSHAN KING CAN MOLD INDUSTRIAL CO., LTD. is 40% of net asset value based on its latest financial statements.

  • (2) For short-term financing, limit on loans granted to a single party by KUNSHAN KING CAN MOLD INDUSTRIAL CO., LTD. is 20% of net asset value based on its latest financial statements.

  • (3) For loans granted between overseas companies in which KUNSHAN KING CAN MOLD INDUSTRIAL CO., LTD. or Wei Chuan Foods Corporation holds100% of the voting shares directly or indirectly, ceiling on total loans granted is 100% of KUNSHAN KING CAN MOLD INDUSTRIAL CO., LTD.’s net asset value based on its latest financial statements.

Limit on loans granted to a single party is 50% of KUNSHAN KING CAN MOLD INDUSTRIAL CO., LTD.’s net asset value based on its latest financial statements.

  • Note 6: In order to focus on the core business, the Group transferred its entire equity interest of 51% in WANG DE XING TEA COMPANY and negotiated a repayment. However, the Group made full loss allowance in 2016 after considering the risk of default on the loan.

Table 1, page 2

Wei Chuan Foods Corporation and subsidiaries

Provision of endorsements and guarantees to others Year ended December 31, 2020

Table 2

Expressed in thousands of NTD (Except as otherwise indicated)

Number Endorser/
guarantor
Party being
endorsed/guaranteed
Party being
endorsed/guaranteed
Limit on
endorsements/
guarantees
provided for a
single party
(Note 2)
Maximum
outstanding
endorsement/
guarantee
amount as of
December 31, 2020
(Note 3)
Outstanding
endorsement/
guarantee
amount at
December 31, 2020
(Note 4)
Actual amount
drawn down
(Note 5)
Amount of
endorsements/
guarantees
secured with
collateral
Ratio of
accumulated
endorsement/
guarantee
amount to net
asset value of
the endorser/
guarantor
company (Note 6)
Ceiling on
total amount of
endorsements/
guarantees
provided
Provision of
endorsements/
guarantees by
parent
company to
subsidiary
Provision of
endorsements/
guarantees by
subsidiary to
parent
company
Provision of
endorsements/
guarantees to
the party in
Mainland
China
Footnote
Companyname Relationship
with the
endorser/
guarantor
(Note 1)
0
0
0
1
1
1
Wei Chuan Foods
Corporation
Wei Chuan Foods
Corporation
Wei Chuan Foods
Corporation
HANGZHOU WEI-
CHUAN FOOD CO., LTD.
HANGZHOU WEI-
CHUAN FOOD CO., LTD.
HANGZHOU WEI-
CHUAN FOOD CO., LTD.
Cheng Shuen Nung Ranch
Dairy Co., Ltd.
Hangzhou Weichuan
Biotechnology Foods Co.,
Ltd.
CONCOURSE
INTERNATIONAL INC.
Hangzhou Weichuan
Biotechnology Foods Co.,
Ltd.
LANGFANG WEI-
CHUAN FOODS CO.,
LTD.
SUZHOU WEI-CHUAN
FOODS CO., LTD.
(2)
(2)
(2)
(4)
(4)
(4)
2,282,568
$ 2,282,568
2,282,568
2,998,009
2,998,009
2,998,009
435,000
$ 219,160
998,250
43,832
438,320
876,640
435,000
$ 218,300
854,400
43,660
-
873,200
435,000
$ 135,346
70,228
43,660
-
296,888
665,037
$ -
-
-
-
-
6.35
3.19
12.48
1.46
-
29.13
6,847,705
$ 6,847,705
6,847,705
2,998,009
2,998,009
2,998,009
Y
Y
Y
N
N
N
N
N
N
N
N
N
N
Y
N
Y
Y
Y

Table 2, page 1

Note 1: Relationship between the endorser/guarantor and the party being endorsed/guaranteed is classified into the following seven categories; fill in the number of category each case belongs to:

  • (1) Having business relationship.

  • (2) The endorser/guarantor parent company owns directly and indirectly more than 50% voting shares of the endorsed/guaranteed subsidiary.

  • (3) The endorsed/guaranteed company owns directly and indirectly more than 50% voting shares of the endorser/guarantor parent company.

  • (4) The endorser/guarantor parent company owns directly and indirectly more than 90% voting shares of the endorsed/guaranteed company.

  • (5) Mutual guarantee of the trade made by the endorsed/guaranteed company or joint contractor as required under the construction contract.

  • (6) Due to joint venture, all shareholders provide endorsements/guarantees to the endorsed/guaranteed company in proportion to its ownership.

  • (7) Joint guarantee of the performance guarantee for pre-sold home sales contract as required under the Consumer Protection Act.

Note 2: 1. Provision of endorsements and guarantees by Wei Chuan Foods Corporation:

  • (1) Ceiling on total amount of endorsements/guarantees provided is Wei Chuan Foods Corporation’s net asset value.

  • (2) Limit on endorsements/guarantees provided for a single party is a third of total amount of endorsements/guarantees provided by Wei Chuan Foods Corporation.

  • (3) Ceiling on total amount of endorsements/guarantees provided by Wei Chuan Foods Corporation and its subsidiaries is 1.2 times of Wei Chuan Foods Corporation’s net asset value. Limit on endorsements/guarantees provided by Wei Chuan Foods Corporation and its subsidiaries for a single party is a third of total amount of endorsements/guarantees provided.

  • Provision of endorsements and guarantees by HANGZHOU WEI-CHUAN FOOD CO., LTD.:

  • (1) Ceiling on total amount of endorsements/guarantees provided is the net asset value based on its latest consolidated financial statements audited (reviewed) by independent auditors.

  • (2) Limit on endorsements/guarantees provided for a single party is the total amount of endorsements/guarantees provided by HANGZHOU WEI-CHUAN FOOD CO., LTD.

  • (3) Ceiling on total amount of endorsements/guarantees provided by HANGZHOU WEI-CHUAN FOOD CO., LTD. and its subsidiaries is 1.2 times of HANGZHOU WEI-CHUAN FOOD CO., LTD.’s net asset value based on its latest consolidated financial statements audited (reviewed) by independent auditors. Limit on endorsements/guarantees provided by HANGZHOU WEI-CHUAN FOOD CO., LTD. and its subsidiaries for a single party is the total amount of endorsements/guarantees provided. Note 3: Fill in the year-to-date maximum outstanding balance of endorsements/guarantees provided as of the reporting period.

  • Note 4: Fill in the amount approved by the Board of Directors or the chariman if the chairman has been authorised by the Board of Directors based on subparagraph 8, Article 12 of the Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies Note 5: The actual amount of endorsements/guarantees used by the endorsed/guaranteed company.

Note 6: For endorsements/guarantees provided by the Company, the net asset value is based on the Company’s latest financial statements.

For endorsements/guarantees provided by HANGZHOU WEI-CHUAN FOOD CO., LTD., the net asset value is based on the entity’s consolidated financial statements audited (reviewed) by independent auditors.

Table 2, page 2

Wei Chuan Foods Corporation and subsidiaries

Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures)

Year ended December 31, 2020

Securities held by
Table 3
Marketable securities Relationship with the
securities issuer
General
ledger account
Bookvalue
Ownership
(%)
Fairvalue
Footnote
As of December31,2020
(Except as otherwise indicated)
Expressed in thousands of NTD
Bookvalue
Ownership
(%)
Fairvalue
Footnote
As of December31,2020
(Except as otherwise indicated)
Expressed in thousands of NTD
Bookvalue
Ownership
(%)
Fairvalue
Footnote
As of December31,2020
(Except as otherwise indicated)
Expressed in thousands of NTD
Bookvalue
Ownership
(%)
Fairvalue
Footnote
As of December31,2020
(Except as otherwise indicated)
Expressed in thousands of NTD
Number of shares Bookvalue Ownership
(%)
Fairvalue
Wei Chuan Foods Corporation
Wei Chuan Foods Corporation
Wei Chuan Foods Corporation
Wei Chuan Foods Corporation
Wei Chuan Foods Corporation
Wei Chuan Foods Corporation
KANG CHUAN ENGINEERING
CO., LTD.
KANG CHUAN ENGINEERING
CO., LTD.
KANG CHUAN ENGINEERING
CO., LTD.
KANG CHUAN ENGINEERING
CO., LTD.
WEI-CHUAN INTERNATIONAL
LIMITED
WEI-CHUAN INTERNATIONAL
LIMITED
WEI-CHUAN ASIAN
INVESTMENT LIMITED
Stock of CONNECTION INVESTMENT CO.,
LTD.
Stock of COCORD BUILDERS ENTERPRISE
CO., LTD.
Stock of AN LI INVESTMENT CO., LTD.
Stock of RAINIER INVESTMENT CO., LTD.
Stock certificate of LI JIA CONSTRUCTION LTD.
GUANG CHANG INVESTMENT &
DEVELOPMENT CO., LTD.
Stock of COCORD BUILDERS ENTERPRISE
CO., LTD.
Stock of CONNECTION INVESTMENT CO.,
LTD.
Stock of RAINIER INVESTMENT CO., LTD.
Stock of AN LI INVESTMENT CO., LTD.
Stock certificate of Shanghai Wei Chuan Foods
Industrial Co., Ltd.
Stock certificate of Kuiling Wei-Chuan Food Ltd.
Stock certificate of Kuiling Wei-Chuan Food Ltd.
None
None
None
None
None
None
None
None
None
None
None
None
None
None
Non-current financial assets at fair value
through profit or loss
Non-current financial assets at fair value
through profit or loss
Non-current financial assets at fair value
through profit or loss
Non-current financial assets at fair value
through profit or loss
Non-current financial assets at fair value
through profit or loss
Non-current financial assets at fair value
through profit or loss
Non-current financial assets at fair value
through profit or loss
Non-current financial assets at fair value
through profit or loss
Non-current financial assets at fair value
through profit or loss
Non-current financial assets at fair value
through profit or loss
Non-current financial assets at fair value
through profit or loss
Non-current financial assets at fair value
through profit or loss
Non-current financial assets at fair value
through profit or loss
1,380,000
22,340,197
3,329,500
3,329,500
Note
-
545,431
41,400
82,650
82,650
Note
Note
Note
17,500
$ -
-
-
5,617
10,000
16.67
10.75
18.50
18.50
18.36
-
0.26
0.50
0.46
0.46
19.00
10.77
5.10
17,500
$ -
-
-
5,617
10,000
33,117
$
33,117
$
-
$ 335
-
-
-
-
-
-
$ 335
-
-
-
-
-
335
$
335
$

Note: The investee is a limited company without shares.

Table 3, page 1

Wei Chuan Foods Corporation and subsidiaries

Acquisition or sale of the same security with the accumulated cost exceeding $300 million or 20% of the Company's paid-in capital

Year ended December 31, 2020

Table 4
Investor
Marketable
securities
(Note1)
General
ledgeraccount
Counterparty
(Note2)
Relationship
with
theinvestor
Balance as at January1,2020 Balance as at January1,2020 Addition(Note 3) Addition(Note 3) Disposal(Note 3) Disposal(Note 3) Balance as atDecember31,2020
Expressed in thousands of NTD
(Except as otherwise indicated)
Balance as atDecember31,2020
Expressed in thousands of NTD
(Except as otherwise indicated)
Number of
shares
Amount Number of
shares
Amount Number of
shares
Selling price Bookvalue Gain (loss)
ondisposal
Number of
shares
Amount
Wei Chuan
Foods
Corporation
Cheng Shuen
Nung Ranch
Dairy Co., Ltd.-
common stocks
Investments
accounted for
using the equity
method
Cheng Shuen
Nung Ranch
Dairy Co., Ltd.
Subsidiary - $ - 57,929,989 $ 753,035 - $ - $ - $ - 57,929,989 $ 753,035

Note 1: Marketable securities in the table refer to stocks, bonds, beneficiary certificates and other related derivative securities

Note 2: Fill in the columns the counterparty and relationship if securities are accounted for under the equity method; otherwise leave the columns blank.

Note 3: Aggregate purchases and sales amounts should be calculated separately at their market values to verify whether they individually reach NT$300 million or 20% of paid-in capital or more.

  • Note 4: Paid-in capital referred to herein is the paid-in capital of parent company. In the case that shares were issued with no par value or a par value other than NT$10 per share, the 20 % of paid-in capital shall be replaced by 10% of equity attributable to owners of the parent in the calculation.

  • Note 5: In April 2020, the Company invested and established wholly owned subsidiary, Cheng Shuen Nung Ranch Dairy Co., Ltd.("Cheng Shuen Nung"), in cash in the amount of $30,000. Based on the resolutions of the Board of Directors on May 11, 2020 and of the shareholders on June 23, 2020, the Company spun-off ranch related business (including assets, liabilities and operation) to Cheng Shuen Nung. The effective date for the spin-off was set on December 31, 2020. Also, Cheng Shuen Nung increased its capital by issuing shares at a par value of NT$ 10. Among the new issuance, 54,929,989 shares with voting rights were issued to the Company as a consideration to receiving the ranch business valued at $723,035, the carrying amount of common stocks which were acquired was $753,035.

Table 4, page 1

Wei Chuan Foods Corporation

Disposal of real estate reaching NT$300 million or 20% of paid-in capital or more

Year ended Decmeber 31, 2020

Table 5

Expressed in thousands of NTD (Except as otherwise indicated)

(Note 4) (Note 4) (Note 4) Relationship Basis or reference Real estate Transaction date or Date of Disposal Status of collection Gains (losses) with the Reason for used in setting the Other disposed by Real estate date of the event acquisition Book value amount of proceeds on disposal Counterparty seller disposal price commitments WEI CHUAN Property of ranch Note 4 1972 $ 663,533 $ 663,533 Note 4 _ Cheng Shuen Subsidiaries Fulfill Carrying amount FOODS business to 2017 Nung Ranch Dairy specialisation to on the effective CORPORATION Co., Ltd. enhance date of spin-off competitiveness and management performance

  • Note 1: The appraisal result should be presented in the ‘Basis or reference used in setting the price’ column if the real estate disposed of should be appraised pursuant to the regulations.

  • Note 2: Paid-in capital referred to herein is the paid-in capital of parent company. In the case that shares were issued with no par value or a par value other than NT$10 per share, the 20 % of paid-in capital shall be replaced by 10% of equity attributable to owners of the parent in the calculation.

  • Note 3: Date of the event referred to herein is the date of contract signing date, date of payment, date of execution of a trading order, date of title transfer, date of board resolution, or other date that can confirm the counterparty and the monetary amount of the transaction, whichever is earlier.

  • Note 4: In April 2020, the Company invested and established wholly owned subsidiary, Cheng Shuen Nung Ranch Dairy Co., Ltd.(Cheng Shuen Nung), in cash in the amount of $30,000. Based on the resolutions of the Board of Directors on May 11, 2020 and of the shareholders on June 23, 2020, the Company spun-off ranch related business (including assets, liabilities and operation) to Cheng Shuen Nung. The effective date for the spin-off was set on

  • December 31, 2020. Also, Cheng Shuen Nung increased its capital by issuing shares at a par value of NT$ 10. Among the new issuance, 54,929,989 shares with voting rights were issued to the Company as a consideration to receiving the ranch business valued at $723,035, The carrying amount of the property which was spun off was $663,533.

Table 5, Page 1

Wei Chuan Foods Corporation and subsidiaries

Purchases or sales of goods from or to related parties reaching NT$100 million or 20% of paid-in capital or more

Year ended December 31, 2020

Table 6

Purchaser/seller
Table 6
Counterparty Relationship with the
counterparty
Transaction compared to third party
transactions
Differences in transaction terms
Percentage of
total notes/accounts
Balance
receivable (payable)
Footnote
(Except as otherwise indicated)
Expressed in thousands of NTD
Purchases
(sales)
Amount Percentage
of total
purchases
(sales)
Credit term Unit price Credit term Balance Percentage of
total notes/accounts
receivable (payable)
Wei Chuan Foods Corporation
Wei Chuan Foods Corporation
CONCOURSE INTERNATIONAL
INC.
KING CAN INDUSTRY
CORPORATION
HANGZHOU WEI-CHUAN FOOD
CO., LTD.
HANGZHOU WEI-CHUAN FOOD
CO., LTD.
Hangzhou Weichuan Biotechnology
Foods Co., Ltd.
HANGZHOU WEI-CHUAN FOOD
CO., LTD.
HANGZHOU CONCOURSE
TRADING CO., LTD.
KING CAN INDUSTRY
CORPORATION
CONCOURSE
INTERNATIONAL INC.
Wei Chuan Foods Corporation
Wei Chuan Foods Corporation
SHANGHAI DINGSHI
WAREHOUSE CO.,LTD
Hangzhou Weichuan
Biotechnology Foods Co., Ltd.
HANGZHOU WEI-CHUAN
FOOD CO., LTD.
CONCOURSE
INTERNATIONAL INC.
CONCOURSE
INTERNATIONAL INC.
Parent company to
subsidiary
Parent company to
subsidiary
Subsidiary to parent
company
Subsidiary to parent
company
Second-tier subsidiary
to other related party
Second-tier subsidiary
to second-tier
subsidiary
Second-tier subsidiary
to second-tier
subsidiary
Second-tier subsidiary
to subsidiary
Second-tier subsidiary
to subsidiary
Purchases
Purchases
Sales
Sales
Sales
Purchases
Sales
Purchases
Purchases
448,176
$ 333,875
333,875)
(
448,176)
(
843,545)
(
156,001
156,001)
(
363,118
158,865
0.11
0.08
0.56
0.46
0.09
0.02
0.49
0.07
0.84
60 - 90 days
60 - 90 days
60 - 90 days
60 - 90 days
30 - 45 days
30 days
30 days
30 days
60 days
In accordance with
agreement
No significant
difference from
general transactions
No significant
difference from
general transactions
In accordance with
agreement
No significant
difference from
general transactions
In accordance with
agreement
In accordance with
agreement
In accordance with
agreement
No significant
difference from
general transactions
No significant
difference from
general transactions
No significant
difference from
general transactions
No significant
difference from
general transactions
No significant
difference from
general transactions
No significant
difference from
general transactions
No significant
difference from
general transactions
No significant
difference from
general transactions
No significant
difference from
general transactions
No significant
difference from
general transactions
84,278)
($ 72,147)
(
72,147
84,278
197,318
30,807)
(
30,807
10,837)
(
5,554)
(
0.13
0.11
0.48
0.40
0.14
0.03
0.82
0.01
1.00

Table 6, page 1

Differences in transaction terms

Differences in transaction terms Differences in transaction terms
Purchaser/seller Counterparty Relationship with the
counterparty
Transaction compared to third party
transactions
Footnote
Purchases
(sales)
Amount Percentage
of total
purchases
(sales)
Credit term Unit price Credit term Balance Percentage of
total notes/accounts
receivable (payable)
HANGZHOU WEI-CHUAN FOOD
CO., LTD.
LANGFANG WEI-CHUAN FOODS
CO., LTD.
HANGZHOU WEI-CHUAN FOOD
CO., LTD.
LANGFANG WEI-CHUAN
FOODS CO., LTD.
HANGZHOU WEI-CHUAN
FOOD CO., LTD.
CHAMPION LINKER CORP.
Second-tier subsidiary
to second-tier
subsidiary
Second-tier subsidiary
to second-tier
subsidiary
Second-tier subsidiary
to other related party
Purchases
Sales
Purchases
854,739
$ 854,739)
(
123,360
0.17
1.00
0.02
30 days
30 days
30 days
No significant
difference from
general transactions
No significant
difference from
general transactions
No significant
difference from
general transactions
No significant
difference from
general transactions
No significant
difference from
general transactions
No significant
difference from
general transactions
126,337)
($ 126,337
3,087)
(
0.13
1.00
-

Table 6, page 2

Wei Chuan Foods Corporation and subsidiaries

Receivables from related parties reaching NT$100 million or 20% of paid-in capital or more

Year ended December 31, 2020

Table 7
Creditor
Counterparty Relationship
withthe counterparty
Balance as at
December31,2020
Turnover rate Overduereceivables Overduereceivables Amount collected
subsequent to the
Allowance for
balance sheet date
accounts
Expressed in thousands of NTD
(Except as otherwise indicated)
Amount collected
subsequent to the
Allowance for
balance sheet date
accounts
Expressed in thousands of NTD
(Except as otherwise indicated)
Amount Actiontaken
LANGFANG WEI-CHUAN FOODS
CO., LTD.
HANGZHOU WEI-CHUAN FOOD
CO., LTD.
HANGZHOU WEI-CHUAN FOOD
CO., LTD.
KUNSHAN KING CAN MOLD
INDUSTRIAL CO., LTD.
HANGZHOU WEI-CHUAN FOOD CO.,
LTD.
SHANGHAI DINGSHI WAREHOUSE
CO.,LTD
LANGFANG WEI-CHUAN FOODS
CO., LTD.
LANGFANG WEI-CHUAN FOODS
CO., LTD.
Second-tier subsidiary to
second-tier subsidiary
Second-tier subsidiary to
other related party
Second-tier subsidiary to
second-tier subsidiary
Second-tier subsidiary to
second-tier subsidiary
126,337
$ 197,318
458,430
122,248
8.17
3.61
N/A
N/A
-
$ -
-
-
None
None
None
None
126,337
$ 196,703
-
-
-
$ -
-
-

Table 7, page 1

Wei Chuan Foods Corporation and subsidiaries

Significant inter-company transactions during the reporting periods

Year ended December 31, 2020

Year ended December 31, 2020
Number
Table 8
Companyname Counterparty Relationship Transaction
(Except as otherwise indicated)
Expressed in thousands of NTD
General ledger account Amount Transaction terms Percentage of
consolidated total
operating revenues
or total assets(Note3)
0
0
0
1
0
0
1
3
1
1
2
1
1
Wei Chuan Foods Corporation
Wei Chuan Foods Corporation
Wei Chuan Foods Corporation
HANGZHOU WEI-CHUAN FOOD CO., LTD.
Wei Chuan Foods Corporation
Wei Chuan Foods Corporation
HANGZHOU WEI-CHUAN FOOD CO., LTD.
HANGZHOU CONCOURSE TRADING CO.,
LTD.
HANGZHOU WEI-CHUAN FOOD CO., LTD.
HANGZHOU WEI-CHUAN FOOD CO., LTD.
KUNSHAN KING CAN MOLD INDUSTRIAL
CO., LTD.
HANGZHOU WEI-CHUAN FOOD CO., LTD.
HANGZHOU WEI-CHUAN FOOD CO., LTD.
CONCOURSE INTERNATIONAL INC.
Hangzhou Weichuan Biotechnology Foods Co.,
Ltd.
Cheng Shuen Nung Ranch Dairy Co., Ltd.
SUZHOU WEI-CHUAN FOODS CO., LTD.
KING CAN INDUSTRY CORPORATION
CONCOURSE INTERNATIONAL INC.
CONCOURSE INTERNATIONAL INC.
CONCOURSE INTERNATIONAL INC.
LANGFANG WEI-CHUAN FOODS CO.,
LTD.
Hangzhou Weichuan Biotechnology Foods Co.,
Ltd.
LANGFANG WEI-CHUAN FOODS CO.,
LTD.
LANGFANG WEI-CHUAN FOODS CO.,
LTD.
Hangzhou Weichuan Biotechnology Foods Co.,
Ltd.
Parent company to subsidiary
Parent company to second-tier subsidiary
Parent company to second-tier subsidiary
Second-tier subsidiary to second-tier subsidiary
Parent company to subsidiary
Parent company to subsidiary
Second-tier subsidiary to subsidiary
Second-tier subsidiary to subsidiary
Second-tier subsidiary to second-tier subsidiary
Second-tier subsidiary to second-tier subsidiary
Second-tier subsidiary to second-tier subsidiary
Second-tier subsidiary to second-tier subsidiary
Second-tier subsidiary to second-tier subsidiary
Provision of endorsements and
guarantees
Provision of endorsements and
guarantees
Provision of endorsements and
guarantees
Provision of endorsements and
guarantees
Purchases
Purchases
Purchases
Purchases
Purchases
Purchases
Other receivables
Other receivables
Account payable
854,400
$ 435,000
218,300
873,200
448,176
333,875
363,118
158,865
854,739
156,001
122,248
458,430
126,337
Note 1
Note 1
Note 1
Note 1
In accordance with agreement
Same as third parties
In accordance with agreement
Same as third parties
Same as third parties
Same as third parties
Note 3
Note 3
Same as third parties
N/A
N/A
N/A
N/A
2.40%
1.79%
1.95%
0.85%
4.58%
0.84%
0.68%
2.54%
0.70%

Note 1: The endorsements and guarantees were provided in accordance with Procedures for Provision of Endorsements and Guarantees to Others, and the transaction amount was the outstanding endorsement/guarantee amount at the end of the year.

Note 2: Individual transaction amounts less than $100 million are not disclosed. In addition, the same transactions are not disclosed twice.

Note 3: The loans were granted in accordance with Procedures for Provision of Loans, and the transaction amount was the actual amount drawn down.

Table 8, page 1

Wei Chuan Foods Corporation and subsidiaries

Information on investees Year ended December 31, 2020

Information on investees
Year ended December 31, 2020
Information on investees
Year ended December 31, 2020
Investor
Table 9
Investee Location Main business
activities
Initial investment amount Shares held as at December 31,2020 Net profit (loss)
of the investee
for the year ended
Dcember 31,2020
Investment
income(loss)
recognised by
the Company
for the year ended
December 31,2020
Footnote
(Except as otherwise indicated)
Expressed in thousands of NTD
Balance as at
December 31,2020
Balance as at
December 31,2019
Number of shares Ownership (%) Book value
Wei Chuan Foods
Corporation
Wei Chuan Foods
Corporation
Wei Chuan Foods
Corporation
Wei Chuan Foods
Corporation
Wei Chuan Foods
Corporation
Wei Chuan Foods
Corporation
Wei Chuan Foods
Corporation
Wei Chuan Foods
Corporation
Wei Chuan Foods
Corporation
Wei Chuan Foods
Corporation
KING CAN INDUSTRY
CORPORATION
KING CAN INDUSTRY
CORPORATION
CONCOURSE
INTERNATIONAL INC.
CHINA YOUTH CO.,
LTD.
WEI-CHUAN
INTERNATIONAL
LIMITED
WEI-CHUAN(BVI) CO.,
LTD.
FU TING FOODS CO.,
LTD.
KANG CHUAN
ENGINEERING CO., LTD.
THAI WEI-CHUAN CO.,
LTD.
WEI-CHUAN ASIAN
INVESTMENT LIMITED
Cheng Shuen Nung Ranch
Dairy Co., Ltd.
KingCan (BVI)
Corporation
Taiwan
Taiwan
Taiwan
British Virgin Islands
British Virgin Islands
Taiwan
Taiwan
Thailand
Hong Kong
Taiwan
British Virgin Islands
Process, manufacture and trade
of tinplate products such as tin
cans, tin boxes and bottle caps
General import and export trade
business
Trade of vegetables and fruits
as well as agricultural and
fishery products
General investment
General investment
Livestock farm management
Planning, design and
implementation of construction
projects
Food processing
General investment
Livestock farm management
General investment
-
$ 1,959,112
212,041
787,549
2,547,071
75,000
377,499
37,919
-
753,035
123,213
-
$ 1,959,112
212,041
787,549
2,547,071
75,000
404,551
37,919
-
-
123,213
34,539,451
14,034,753
8,481,905
-
-
7,500,000
35,113,408
390,000
-
57,929,989
-
98.68
99.99
99.79
100.00
100.00
37.50
99.85
60.00
1.00
100.00
100.00
577,905
$ 220,537
8,002
56,321
3,715,641
17,686
205,430
7,829)
(
1)
(
752,831
275,616
73,115
$ 56,645
27)
(
3,744
189,661
1,654)
(
703
-
6,496)
(
204)
(
6,482
70,681
$ 52,083
27)
(
3,744
189,661
620)
(
702
-
65)
(
204)
(
6,482
-
-
Note 3
Note 1
Notes 1 and 2
-
Note 4
-
Note 1
-
Notes 1 and 2

Table 9, page 1

Investor Investee Location Main business
activities
Initial investment amount Initial investment amount Shares held as at December 31,2020 Shares held as at December 31,2020 Shares held as at December 31,2020 Net profit (loss)
of the investee
for the year ended
Dcember 31,2020
income(loss)
recognised by
the Company
for the year ended
December 31,2020
Footnote
Balance as at
December 31,2020
Balance as at
December 31,2019
Number of shares Ownership (%) Book value
CONCOURSE
INTERNATIONAL INC.
WEI-CHUAN
INTERNATIONAL
LIMITED
WEI-CHUAN ASIAN
INVESTMENT LIMITED
CONCOURSE
INTERNATIONAL
LIMITED
WEI-CHUAN ASIAN
INVESTMENT LIMITED
HEALTH CAN
DEVELOPMENT
LIMITED
Samoa
Hong Kong
Hong Kong
General investment
General investment
General investment
25,673
$ 255
4
25,673
$ 255
4
-
-
-
100.00
99.00
75.00
31,257
$ 182)
(
-
3,518
$ 6,496)
(
168)
(
3,518
$ 6,431)
(
-
Notes 1 and 2
Note 1
Note 1

Note 1: The investee is a limited company without shares.

Note 2: Information relating to the Company’s investment in the investees in Mainland China through investee companies, WEI-CHUAN(BVI) CO., LTD., KingCan (BVI) Corporation and CONCOURSE INTERNATIONAL LIMITED is provided in table 8. Note 3: The Company’s 99.79% owned investee, CHINA YOUTH CO., LTD., was dissolved as approved by its shareholders in November 2016 and the dissolution was approved by the competent authority in January 2017. Note 4: The Company’s 99.85% owned investee, KANG CHUAN ENGINEERING CO., LTD., was dissolved as resolved by its Board of Directors in December 2016.

Table 9, page 2

Wei Chuan Foods Corporation and subsidiaries

Information on investments in Mainland China Year ended December 31, 2020

Investee in
Mainland China
Table 10
Main business
activities
Paid-in capital Investment
method
(Note 1)
Accumulated
amount of
remittance from
Taiwan to
Mainland China
as of
January1,2020
Amount remitted back
to Taiwan for the year
ended December 31,2020
to Mainland China/
Amount remitted from Taiwan
Amount remitted back
to Taiwan for the year
ended December 31,2020
to Mainland China/
Amount remitted from Taiwan
Accumulated
amount
of remittance
from Taiwan to
Mainland China
as of December
31,2020
Net income of
investee as of
December
31,2020
Ownership
held by the
Company
(direct or indirect)
Investment income
(loss) recognised
by the Group
for the year
ended December
31,2020
Book value of
investments in
Mainland China
as of December
31,2020
Accumulated
amount
of investment
income
remitted back to
Taiwan as of
December 31,2020
Footnote
Expressed in thousands of NTD
(Except as otherwise indicated)
Accumulated
amount
of investment
income
remitted back to
Taiwan as of
December 31,2020
Footnote
Expressed in thousands of NTD
(Except as otherwise indicated)
Remitted to
Mainland China
Remitted back
to Taiwan
Fuzhou Kefu Convenient
Food Co., Ltd.
Kuiling Wei-Chuan Food
Ltd.
HEILONGJIANG WEI
CHUAN FOOD CO.
HEILONGJIANG WEI
CHUAN DAIRY CO.
Shanghai Wei Chuan Foods
Industrial Co., Ltd.
Hangzhou Weichuan
Biotechnology Foods Co.,
Ltd.
HANGZHOU WEI-
CHUAN FOOD CO., LTD.
WEI CHUAN FOODS
INVESTMENT CO., LTD.
KUNSHAN KING CAN
MOLD INDUSTRIAL CO.,
LTD.
HANGZHOU
CONCOURSE TRADING
CO., LTD.
Instant noodles
Monosodium glutamate
(MSG)
Condiments and other
products
Dairy and other products
Instant noodles and other
products
Manufacture and sale of
food products such as milk
powder, rice and wheat
powder and solid drinks
Manufacture and brand
marketing of refrigerated
dairy beverages
General investment
Manufacture of food molds
and injection molds
General import and export
trade business
48,440
$ 284,325
72,633
249,163
136,238
326,435
1,268,366
450,319
224,813
25,165
3
3
2
2
2
2
2
2
2
2
15,602
$ 44,349
19,896
121,501
22,278
326,435
1,268,366
450,319
98,716
25,165
-
$ -
-
-
-
-
-
-
-
-
-
$ -
-
-
-
-
-
-
-
-
15,602
$ 44,349
19,896
121,501
22,278
326,435
1,268,366
450,319
98,716
25,165
-
$ -
-
-
-
114,083)
(
266,131
33,328
6,475
3,515
37.50
15.87
67.00
70.00
19.00
100.00
100.00
100.00
98.68
99.99
-
$ -
-
-
-
114,083)
(
266,131
33,328
6,389
3,515
-
$ -
-
-
-
37,739)
(
3,049,100
568,348
275,231
30,794
-
$ -
-
-
-
-
513,959
-
278,426
-
-
-
Note 5
Note 5
Note 5
Note 6
Note 6
Note 6
Notes 7
Notes 8

Table 10, page 1

Investee in
Mainland China
Main business
activities
Paid-in capital Investment
method
(Note 1)
Accumulated
amount of
remittance from
Taiwan to
Mainland China
as of
January1,2020
Amount remitted back
to Taiwan for the year
ended December 31,2020
to Mainland China/
Amount remitted from Taiwan
Amount remitted back
to Taiwan for the year
ended December 31,2020
to Mainland China/
Amount remitted from Taiwan
Accumulated
amount
of remittance
from Taiwan to
Mainland China
as of December
31,2020
Net income of
investee as of
December
31,2020
Ownership
held by the
Company
(direct or indirect)
Investment income
(loss) recognised
by the Group
for the year
ended December
31,2020
Book value of
investments in
Mainland China
as of December
31,2020
Accumulated
amount
of investment
income
remitted back to
Taiwan as of
December 31,2020
Footnote
Remitted to
Mainland China
Remitted back
to Taiwan
LANGFANG WEI-
CHUAN FOODS CO.,
LTD.
SUZHOU WEI-CHUAN
FOODS CO., LTD.
Manufacture and brand
marketing of refrigerated
dairy beverages
Manufacture and brand
marketing of refrigerated
dairy beverages
449,250
386,361
2
2
-
-
-
-
-
-
-
-
33,545
4,568)
(
100.00
100.00
33,545
4,568)
(
564,831
366,767
-
-
Notes 9
Notes 10

Table 10, page 2

Companyname Accumulated
amount of
remittance
from Taiwan
to Mainland
China
as of
December31,2020
Investment
amount approved
by the
Investment
Commission of
the Ministry of
Economic
Affairs(MOEA)
Ceiling on
investments in
Mainland China
imposed by the
Investment
Commission of
MOEA(Note 4)
Wei Chuan Foods Corporation $ 3,194,141 $ 2,525,369 $ 4,113,473

Note 1: Investment methods are classified into the following three categories; fill in the number of category each case belongs to:

  • (1) Directly invest in a company in Mainland China..

  • (2) Through investing in an existing company in the third area, which then invested in the investee in Mainland China.

  • (3) Others

Note 2: Investment income (loss) recognised by the Group for the current year was valued based on each investee’s self-prepared financial statements of the same reporting period that were not audited or reviewed by independent auditors.

Note 3: The amounts shown in the table are expressed in New Taiwan dollars. Additionally, paid-in capital is translated using the exchange rates at the time of initial investment.

Note 4: The ceiling is 60% of consolidate net asset value in accordance with the regulations.

Note 5: The Company acquired 67%, 70% and 19% equity interest in HEILONGJIANG WEI CHUAN FOOD CO., HEILONGJIANG WEI CHUAN DAIRY CO. and Shanghai Wei Chuan Foods Industrial Co., Ltd., respectively, through its direct wholly-owned investee company, WEI-CHUAN INTERNATIONAL LIMITED.

Note 6: The Company acquired 100% equity interest in Hangzhou Weichuan Biotechnology Foods Co., Ltd., HANGZHOU WEI-CHUAN FOOD CO., LTD. and WEI CHUAN FOODS INVESTMENT CO., LTD. through its direct wholly-owned investee company, WEI-CHUAN(BVI) CO., LTD.

Note 7: The Company acquired 98.68% equity interest in KUNSHAN KING CAN MOLD INDUSTRIAL CO., LTD. through its indirect 98.68% owned investee company, KingCan (BVI) Corporation. Note 8: The Company acquired 99.99% equity interest in HANGZHOU CONCOURSE TRADING CO., LTD. through its indirect 99.99% owned investee company, CONCOURSE INTERNATIONAL LIMITED. Note 9: The Company acquired 100% equity interest in LANGFANG WEI-CHUAN FOODS CO., LTD. through its indirect wholly-owned investee company, WEI CHUAN FOODS INVESTMENT CO.

Note 10: The Company acquired 100% equity interest in SUZHOU WEI-CHUAN FOODS CO., LTD. through its indirect wholly-owned investee company, HANGZHOU WEI-CHUAN FOOD CO., LTD.

Table 10, page 3

Wei Chuan Foods Corporation and subsidiaries

Significant transactions conducted with investees in Mainland China directly or indirectly through other companies in the third areas Year ended December 31, 2020

Investee in Mainland China
Table 11
Sale(purchase) Sale(purchase) Propertytransaction Propertytransaction (payable)
Accounts receivable
(payable)
Accounts receivable
or collaterals
endorsements/guarantees
Provision of
or collaterals
endorsements/guarantees
Provision of
Financing Financing Interest during
the year ended
December 31,2020
Others
(Except as otherwise indicated)
Expressed in thousands of NTD
Interest during
the year ended
December 31,2020
Others
(Except as otherwise indicated)
Expressed in thousands of NTD
Amount % Amount % December 31,2020 % Balance at
December 31,2020
Purpose Maximum balance
during the
year ended
December 31,2020
Balance at
December 31,2020
Interest rate Interest during
the year ended
December 31,2020
Hangzhou Weichuan
Biotechnology Foods Co., Ltd.
$ - - $ - - $ - - $ 218,300 Provision of endorsements and
guarantees on loans
$ - -
$
- -
$
-

Note: Individual transaction amounts less than $100 million are not disclosed.

Table 11, page 1

Wei Chuan Foods Corporation and subsidiaries

Major shareholders information

Year ended December 31, 2020

Table 12

Table 12
Name of major shareholders Shares
Number of shares held(common shares) Number of shares held(preference shares) Ownership (%)
KANG CHENG CO., LTD.
KANG CHAU COMPANY LTD.
KONG SHENG INVESTMENT CORP.
KONG CHING CORP. LTD.
KONG FA INVESTMENT CORP.
50,523,000
50,407,000
36,688,000
35,880,000
29,828,000
-
-
-
-
-
9.98%
9.96%
7.24%
7.09%
5.89%

Note 1: The major shareholders information was derived from the data that the Company issued common shares (including treasury shares) and preference shares in dematerialised form which were registered and held by the shareholders above 5% on the last operating date of each quarter and was calculated by Taiwan Depository & Clearing Corporation. The share capital which was recorded in the financial statements may differ from the actual number of shares issued in dematerialised form because of a different calculation basis.

  • Note 2: If the aforementioned data contains shares which were held in trust by the shareholders, the data disclosed is the settlor’s separate account for the fund set by the trustee. As for the shareholder who reports share equity as an insider whose shareholding ratio is greater than 10% in accordance with Securities and Exchange Act, the shares include the self-owned shares and shares held in trust, and at the same time, the shareholder has the power to decide how to allocate the trust assets. The information on the reported share equity of insider is provided in the “Market Observation Post System”.

Table 12, page 1