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WPG — Audit Report / Information 2019
Nov 14, 2019
52368_rns_2019-11-14_537f9646-a9df-4f71-98c3-4907e4e399aa.pdf
Audit Report / Information
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WPG HOLDINGS LIMITED PARENT COMPANY ONLY FINANCIAL STATEMENTS AND
AUDIT REPORT OF INDEPENDENT ACCOUNTANTS
DECEMBER 31, 2019 AND 2018
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.
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AUDIT REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE
To the Board of Directors and Stockholders of WPG Holdings Limited
Opinion
We have audited the accompanying parent company only balance sheets of WPG Holdings Limited (the “Company”) as at December 31, 2019 and 2018, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2019 and 2018, and its financial performance and its cash flows for the years then ended in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers”.
Basis for opinion
We conducted our audits 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 (ROC GAAS). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Professional Ethics for Certified Public Accountants in the Republic of China (the “Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis 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 financial statements of the current period. These matters were addressed in the context of our audit of the parent company only financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.
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The key audit matters in relation to the parent company only financial statements for the year ended December 31, 2019 are outlined as follows:
Impairment assessment of investments accounted for under equity method
Description
Refer to Note 4(10) for accounting policy on investments accounted for under equity method, Note 5(2) for uncertainty of accounting estimates and assumptions in relation to impairment assessment of investments accounted for under equity method, and Note 6(3) for details of investments accounted for under equity method.
In 2010, the Company acquired 100% shareholding of Yosun Industrial Corp. (referred herein as “Yosun Industrial”) amounting to $12,939,060 thousand, and was recognized as investments accounted for under equity method. The Company uses the estimated future cash flows of each cash-generating unit and proper discount rate to assess whether the investment may be impaired. Given that the assumptions used in the calculation of recoverable amount requires significant management judgement with respect to the discount rate and the underlying cash flows, we consider impairment assessment of the investment a key audit matter.
How our audit addressed the matter
Our audit procedures in relation to the above key audit matter included:
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Assessing the process in which management evaluates the estimated future cash flows of each cash generating unit, and reconciling the input data used in the valuation model to the approved operational plan by management.
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Evaluating the reasonableness of the estimated growth rate, gross rate, discount rate and other significant assumptions used in the valuation model, by:
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(1) Comparing estimated growth rate and gross rate with historical data and our knowledge of the business and industry;
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(2) Comparing discount rate assumptions with respect to cash generating units’ capital cost and similar return on assets; and
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(3) Checking the setting of valuation model’s calculation formula.
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Comparing the recoverable value and book value of each cash-generating unit.
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Valuation of investments accounted for under equity method
Description
Refer to Note 4(10) for accounting policy on investments accounted for under equity method, and Note 6(3) for details of investments accounted for under equity method.
As at December 31, 2019, the balance of the Company’s investments in its subsidiaries, World Peace Industrial Co., Ltd. (referred herein as “World Peace Industrial”), Yosun Industrial, Silicon Application Corp. (referred herein as “Silicon Application”) and Asian Information Technology Inc. (referred herein as “Asian Information Technology”) amounted to $26,017,736 thousand, $12,581,042 thousand, $7,074,395 thousand and $6,178,954 thousand, respectively, and the investment income amounted to $3,335,885 thousand, $1,030,929 thousand, $920,534 thousand and $1,012,977 thousand, respectively for the year then ended. As the balance of investments accounted for under equity method constituted 71% of the Company’s total assets, and investment income constituted 95% of the Company’s profit before tax, we consider the assessment of investments accounted for under equity method, valuation of allowance for uncollectible accounts receivable, and recognition of purchase discounts and allowances of these subsidiaries as key audit matters as summarised below:
Valuation of allowance for uncollectible accounts receivable - World Peace Industrial, Yosun Industrial, Silicon Application and Asian Information Technology (collectively referred herein as the “Subsidiaries”)
Description
Refer to Note 4(10) of consolidated financial statements for accounting policy on accounts receivable, Note 5(2) of consolidated financial statements for uncertainty of accounting estimates and assumptions in relation to provision for uncollectible accounts receivable, and Note 6(5) of consolidated financial statements for details of accounts receivable and overdue receivables.
The Subsidiaries assess the collectibility of accounts receivable based on historical experience with its customers. As the estimation of allowance for uncollectible accounts is subject to management’s judgment in estimating future recovery, such as management’s assessment of customer’s credit risk, we consider the valuation of allowance for uncollectible accounts receivable a key audit matter.
How our audit addressed the matter
Our audit procedures in relation to the above key audit matter included:
- Obtaining an understanding of, and evaluating the formal approval process for the customer’s
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credit limit application.
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Checking the provision policy on allowance for uncollectible accounts, and assessing the reasonableness of provision policy.
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Checking the adequacy of the loss rate calculation by sampling the historical accounts receivable aging data and verifying the formula for the calculation of expected credit loss rate.
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Comparing the classification of accounts receivable aging with current year and prior year, and checking subsequent collections after balance sheet date to confirm recovery of outstanding receivables.
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For those accounts receivable specifically identified by management to have been impaired, evaluating propriety of impairment assessment against related supporting documents.
Recognition of purchase discounts and allowances - subsidiaries
Description
Refer to Note 4(13) of the consolidated financial statements for accounting policy on recognition of purchase discounts and allowances.
The Subsidiaries are engaged in operating sales channel for various electronic components. In line with industry practice, the Subsidiaries have entered into purchase discounts and allowances agreements with suppliers for various kinds and quantities of inventories. The Subsidiaries calculate and recognize the amount of purchase discounts and allowances in accordance with the agreement. The Subsidiaries negotiate the amount with the supplier, and after receiving credit note from supplier, the Subsidiaries pay the net amount.
The discounts and allowances from supplier are calculated either automatically by the system or manually. The Subsidiaries have to gather a lot of information to input in the system, such as the items subject to discount and corresponding discount rate, etc. Given that the Subsidiaries have a large volume of purchases, and have entered into various purchase discounts and allowances agreements with terms and conditions that vary with each agreement, we consider the recognition of purchase discounts and allowances a key audit matter.
How our audit addressed the matter
Our audit procedures in relation to the above key audit matter included:
- Understanding the process in recognizing purchase discounts and allowances, evaluating related
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internal control procedures and testing its effectiveness, checking the basic information set up in the computer system with respect to discount and allowance calculation randomly, and selecting samples to determine whether purchase discounts and allowances recognized were reviewed by an authorised supervisor.
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Selecting samples of purchase discounts and allowances, obtaining confirmed documents and approved credit note from supplier for selected commodity’s part number, and checking whether the part number and discount and allowance amount in obtained vouchers were consistent with the amounts recognized.
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Performing confirmation of selected material accounts payable, checking whether there is a difference between the amount of purchase discounts and allowances recognized based on credit note from supplier with the amount confirmed by the supplier, and investigating differences, if any. Selecting samples of outstanding accounts payable and checking whether subsequent payments were made after the balance sheet date.
Responsibilities of management and those charged with governance for financial statements
Management is responsible for the preparation and fair presentation of the financial statements in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Issuers” and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including audit committee, are responsible for overseeing the Company’s financial reporting process.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an ~6~
audit conducted in accordance with ROC GAAS 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 parent company only financial statements.
As part of an audit in accordance with ROC GAAS, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
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Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the financial statements to express an opinion on the financial statements. We are responsible for the direction, supervision and performance of the audit. We remain solely responsible for our audit opinion.
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We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Lin, Chun-Yao Chou, Chien-hung
for and on behalf of PricewaterhouseCoopers, Taiwan March 24, 2020
The accompanying parent company only 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 parent company only financial statements and report of independent accountants 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, Taiwan 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.
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WPG HOLDINGS LIMITED
PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2019 AND 2018
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
Assets |
Notes 6(1) 7(3) 7(3) 6(2) 6(3) and 8 6(4) 6(5) and 7(3) 6(6) and 8 6(7) 6(23) 6(8) |
December 31, 2019 Amount % $ 1,983,588 3 105,022 - 56 - 803,118 1 23,269 - 537 - 2,915,590 4 594,615 1 58,854,405 81 1,427,534 2 15,819 - 709,805 1 15,419 - 15,437 - 8,111,638 11 10,045 - 69,754,717 96 $ 72,670,307 100 |
December 31, 2018 Amount % $ 52,637 - 81,425 - 56 - 350,349 1 17,416 - 296 - 502,179 1 547,357 1 55,235,857 95 1,181,993 2 - - 715,151 1 7,691 - 12,134 - - - 5,245 - 57,705,428 99 $ 58,207,607 100 |
|---|---|---|---|
| Amount $ 1,983,588 105,022 56 803,118 23,269 537 2,915,590 594,615 58,854,405 1,427,534 15,819 709,805 15,419 15,437 8,111,638 10,045 69,754,717 $ 72,670,307 |
Amount $ 52,637 81,425 56 350,349 17,416 296 502,179 547,357 55,235,857 1,181,993 - 715,151 7,691 12,134 - 5,245 57,705,428 $ 58,207,607 |
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Current assets 1100 Cash and cash equivalents 1180 Accounts receivable - related parties, net 1200 Other receivables 1210 Other receivables - related parties 1410 Prepayments 1470 Other current assets 11XX Total current assets Non-current assets 1510 Financial assets at fair value through profit or loss - non-current 1550 Investments accounted for under equity method 1600 Property, plant and equipment 1755 Right-of-use assets 1760 Investment property, net 1780 Intangible assets 1840 Deferred income tax assets 1960 Prepayment for investments 1990 Other non-current assets 15XX Total non-current assets 1XXX Total assets |
(Continued)
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WPG HOLDINGS LIMITED PARENT COMPANY ONLY BALANCE SHEETS DECEMBER 31, 2019 AND 2018
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
Liabilities andEquity |
December 31, 2019 December 31, 2018 Notes Amount % Amount % 6(9) $ 7,200,000 10 $ 1,995,000 3 6(10) 998,987 1 619,593 1 1,603 - 1,018 - 288,929 1 281,344 1 7(3) 133,802 - 14,685 - 430,090 1 413,503 1 7,013 - - - 6(11) 4,664 - 55,145 - 9,065,088 13 3,380,288 6 6(11) and 8 - - 358,577 1 6(23) 78,413 - 73,873 - 8,890 - - - 6(12) 45,759 - 36,100 - 133,062 - 468,550 1 9,198,150 13 3,848,838 7 6(13) 16,790,568 23 16,790,568 29 6(13) 2,000,000 3 - - 6(14) 27,456,298 38 19,454,882 33 6(15) 6,021,073 8 5,274,872 9 2,602,682 4 4,124,936 7 14,022,230 19 11,316,193 19 6(16) ( 5,420,694)( 8)( 2,602,682)( 4) 63,472,157 87 54,358,769 93 9 11 $ 72,670,307 100 $ 58,207,607 100 |
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Current liabilities 2100 Short-term borrowings 2110 Short-term notes and bills payable 2150 Notes payable 2200 Other payables 2220 Other payables - related parties 2230 Current income tax liabilities 2280 Current lease liabilities 2300 Other current liabilities 21XX Total current liabilities Non-current liabilities 2540 Long-term borrowings 2570 Deferred income tax liabilities 2580 Non-current lease liabilities 2600 Other non-current liabilities 25XX Total non-current liabilities 2XXX Total liabilities Equity Capital 3110 Common stock 3120 Preference stock Capital reserve 3200 Capital reserve Retained earnings 3310 Legal reserve 3320 Special reserve 3350 Unappropriated earnings Other equity interest 3400 Other equity interest 3XXX Total equity Significant contingent liabilities and unrecognized contract commitments Significant events after the balance sheet date 3X2X Total liabilities and equity |
The accompanying notes are an integral part of these parent company only financial statements.
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WPG HOLDINGS LIMITED PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME YEARS ENDED DECEMBER 31, 2019 AND 2018
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS, EXCEPT EARNINGS PER SHARE DATA)
| 4000 5000 5900 7010 7020 7050 7000 7900 7950 8200 8311 8330 8349 8310 8361 8380 8399 8360 8300 8500 9750 9850 |
2019 2018 Items Notes Amount % Amount % Operating revenues 6(17) and 7(3)$ 7,384,531 100 $ 8,212,827 100 Operating costs 6(21)(22)and 7(3) (732,414) (10) (697,955) (8) Gross profit 6,652,117 90 7,514,872 92 Non-operating income and expenses Other income 6(18) 26,127 - 27,248 - Other gains or losses 6(19) 2,884 - ( 7,282) - Financial costs 6(20) (26,166) - (23,702) - Total non-operating income and expenses 2,845 - (3,736) - Income before income tax 6,654,962 90 7,511,136 92 Income tax expense 6(23) (201,561) (3) (49,126) (1) Profit for the year $ 6,453,401 87 $ 7,462,010 91 Other comprehensive income / (loss), net Components of other comprehensive income (loss) that will not be reclassified to profit or loss Loss on remeasurement of defined benefit plan 6(12) ($ 1,702) - ($ 5,479) - Share of other comprehensive income (loss) of subsidiaries, associates and joint ventures accounted for under equity method 11,399 - ( 107,723) ( 1) Income tax related to components of other comprehensive income that will not be reclassified to profit or loss 6(23) 339 - 1,841 - Other comprehensive income (loss) that will not be reclassified to profit or loss 10,036 - (111,361) (1) Components of other comprehensive income (loss) that will be reclassified to profit or loss Exchange differences on translation of foreign financial statements ( 200,675) ( 3) ( 26,739) - Share of other comprehensive (loss) income of subsidiaries, associates and joint ventures accounted for under equity method ( 2,620,770) ( 35) 1,683,772 20 Income tax related to components of other comprehensive income that will be reclassified to profit or loss 6(23) 3,433 - 564 - Other comprehensive income (loss) that will be reclassified to profit or loss (2,818,012) (38) 1,657,597 20 Other comprehensive income (loss), net ($ 2,807,976) (38) $ 1,546,236 19 Total comprehensive income $ 3,645,425 49 $ 9,008,246 110 Earnings per share (in dollars) Basic earnings per share 6(24) $ 3.84 $ 4.22 Diluted earnings per share 6(24) $ 3.84 $ 4.22 |
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The accompanying notes are an integral part of these parent company only financial statements.
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WPG HOLDINGS LIMITED
PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2019 AND 2018
| WPG HOLDINGS LIMITED PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2019 AND 2018 |
WPG HOLDINGS LIMITED PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2019 AND 2018 |
WPG HOLDINGS LIMITED PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2019 AND 2018 |
WPG HOLDINGS LIMITED PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2019 AND 2018 |
WPG HOLDINGS LIMITED PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2019 AND 2018 |
WPG HOLDINGS LIMITED PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY YEARS ENDED DECEMBER 31, 2019 AND 2018 |
ED F CHANGES IN EQUITY 019 AND 2018 |
ED F CHANGES IN EQUITY 019 AND 2018 |
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|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
2018 Balance at January 1, 2018 Effect of retrospective application of new standards Balance after restatement on January 1, 2018 Net income Other comprehensive income (loss) Total comprehensive income Appropriation and distribution of 2017 retained earnings Legal reserve Special reserve Cash dividends Capital reduction payments to shareholders Disposal of investments accounted for under equity method Reorganisation Difference between consideration and carrying amount of subsidiaries acquired or disposed Balance at December 31, 2018 2019 Balance at January 1, 2019 Net income Other comprehensive income (loss) Total comprehensive income (loss) Appropriation and distribution of 2018 retained earnings Legal reserve Reversal of special reserve Cash dividends Issuance of preference stock Changes in equity of associates and joint ventures accounted for under equity method Balance at December 31, 2019 |
Notes | Share | (EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS) capital Retained earnings Preference stock Capital reserve Legal reserve Special reserve Unappropriated earnings $ - $ 19,569,525 $ 4,544,073 $ - $ 13,279,694 - - - - ( 49,737 ) - 19,569,525 4,544,073 - 13,229,957 - - - - 7,462,010 - - - - ( 111,361 ) - - - - 7,350,649 - - 730,799 - ( 730,799 ) - - - 4,124,936 ( 4,124,936 ) - - - - ( 4,380,148 ) - - - - - - ( 112,053 ) - - - - ( 2,590 ) - - - - - - - ( 28,530 ) $ - $19,454,882 $ 5,274,872 $ 4,124,936 $11,316,193 $ - $19,454,882 $ 5,274,872 $ 4,124,936 $11,316,193 - - - - 6,453,401 - - - - 10,036 - - - - 6,463,437 - - 746,201 - ( 746,201 ) - - - ( 1,522,254 ) 1,522,254 - - - - ( 4,533,453 ) 2,000,000 7,994,638 - - - - 6,778 - - - $ 2,000,000 $27,456,298 $ 6,021,073 $ 2,602,682 $14,022,230 |
TAIWAN DOLLARS) Retained earnings |
Otherequityinterest | Totalequity | |||||||||
| Commonstock | Preference stock | Legal reserve | Special reserve | Unappropriated earnings |
Exchange differences of foreign financial statements |
Unrealized gains (losses) from financial assets measured at fair value through other comprehensive income |
Unrealized gain or loss or available-for-sale financialassets |
||||||||
6(15) 6(13) 6(14) 6(14) 6(25) 6(15) 6(13) 6(14) |
$ 18,250,618 - 18,250,618 - - - - - - ( 1,460,050 ) - - - $16,790,568 $16,790,568 - - - - - - - - $16,790,568 |
$ - - - - - - - - - - - - - $ - $ - - - - - - - 2,000,000 - $ 2,000,000 |
$ 19,569,525 - 19,569,525 - - - - - - - ( 112,053 ) ( 2,590 ) - $19,454,882 $19,454,882 - - - - - - 7,994,638 6,778 $27,456,298 |
$ 4,544,073 - 4,544,073 - - - 730,799 - - - - - - $ 5,274,872 $ 5,274,872 - - - 746,201 - - - - $ 6,021,073 |
$ - - - - - - - 4,124,936 - - - - - $ 4,124,936 $ 4,124,936 - - - - ( 1,522,254 ) - - - $ 2,602,682 |
$ 13,279,694 ( 49,737 ) 13,229,957 7,462,010 ( 111,361 ) 7,350,649 ( 730,799 ) ( 4,124,936 ) ( 4,380,148 ) - - - ( 28,530 ) $11,316,193 $11,316,193 6,453,401 10,036 6,463,437 ( 746,201 ) 1,522,254 ( 4,533,453 ) - - $14,022,230 |
($ 4,254,279 ) - ( 4,254,279 ) - 1,657,597 1,657,597 - - - - - - - ($ 2,596,682 ) ($ 2,596,682 ) - ( 2,818,012 ) ( 2,818,012 ) - - - - - ($ 5,414,694 ) |
$ - ( 6,000 ) ( 6,000 ) - - - - - - - - - - ($ 6,000 ) ($ 6,000 ) - - - - - - - - ($ 6,000 ) |
$ 129,342 ( 129,342 ) - - - - - - - - - - - $ - $ - - - - - - - - - $ - |
$ 51,518,973 ( 185,079 ) 51,333,894 7,462,010 1,546,236 9,008,246 - - ( 4,380,148 ) ( 1,460,050 ) ( 112,053 ) ( 2,590 ) ( 28,530 ) $54,358,769 $54,358,769 6,453,401 ( 2,807,976 ) 3,645,425 - - ( 4,533,453 ) 9,994,638 6,778 $63,472,157 |
The accompanying notes are an integral part of these parent company only financial statements.
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WPG HOLDINGS LIMITED
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2019 AND 2018
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
Cash flows from operating activities Income before income tax Adjustments Income and expenses Depreciation Amortization Interest expense Interest income Dividend income Share of profit of subsidiaries, associates and joint ventures accounted for under the equity method Gains on financial assets at fair value through profit or loss Changes in assets/liabilities relating to operating activities Net changes in assets relating to operating activities Accounts receivable - related parties, net Other receivables Other receivables - related parties Prepayments Other current assets Changes in operating liabilities Notes payable Other payables Other payables - related parties Other current liabilities Other non-current liabilities Cash inflow generated from operations Interest paid Income tax paid Interest received Dividends received Net cash provided by operating activities |
Notes 2019 2018 $ 6,654,962 $ 7,511,136 6(21) 25,133 18,611 6(21) 8,174 8,827 6(20) 23,279 30,650 6(18) ( 1,263 ) ( 127 ) 6(18) ( 4,128 ) ( 3,900 ) 6(17) ( 6,580,682 ) ( 7,486,801 ) 6(19) ( 12,602 ) ( 2,935 ) ( 23,597 ) ( 48,467 ) 8,584 ( 8 ) 640,097 451,045 ( 5,853 ) ( 3,888 ) ( 241 ) 193 585 - 7,990 20,947 ( 5,883 ) 480 141 666 7,957( 152 ) 742,653 496,277 ( 22,133 ) ( 20,123 ) ( 681,415 ) ( 469,496 ) 1,263 127 4,662,994 4,691,336 4,703,362 4,698,121 |
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(Continued)
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WPG HOLDINGS LIMITED
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31, 2019 AND 2018
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
Cash flows from investing activities Increase in prepayments for investments Acquisition of property, plant and equipment Acquisition of intangible assets Increase in guarantee deposits paid Proceeds from capital reduction of financial assets at fair value through profit or loss Acquisition of financial assets at fair value through profit or loss - non-current Capital increase in investees Proceeds from capital reduction of investments accounted for under equity method Net cash (used in) provided by investing activities Cash flows from financing activities Principal repayment of lease liability Increase in short-term borrowings Decrease in short-term borrowings Increase in short-term notes and bills payables Decrease in short-term notes and bills payables Decrease in long-term borrowings (including current portion of long-term borrowings) Increase (decrease) in other payables - related parties Distribution of cash dividends Issuance of preference stock Capital reduction payments to shareholders Net cash provided by (used in) financing activities Net increase in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year |
Notes 2019 2018 6(8) ( $ 8,111,638 ) $ - 6(26) ( 259,836 ) ( 257,524 ) 6(26) ( 15,902 ) ( 245 ) ( 4,800 ) ( 5,235 ) 22,666 - ( 57,322 ) ( 55,254 ) 7(3) ( 5,100,000 ) - 7(3) - 1,500,000 ( 13,526,832 ) 1,181,742 ( 6,959 ) - 6(27) 35,270,000 16,165,000 6(27) ( 30,065,000 ) ( 15,915,000 ) 6(27) 4,391,097 4,457,772 6(27) ( 4,011,703 ) ( 4,567,783 ) 6(27) ( 409,199 ) ( 47,242 ) 125,000 ( 110,000 ) 6(15) ( 4,533,453 ) ( 4,380,148 ) 6(13) 9,994,638 - 6(13) -( 1,460,050 ) 10,754,421( 5,857,451 ) 1,930,951 22,412 52,637 30,225 $ 1,983,588$ 52,637 |
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The accompanying notes are an integral part of these parent company only financial statements.
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WPG HOLDINGS LIMITED
NOTES TO THE PARENT COMPANY ONLY FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2019 AND 2018
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS,
EXCEPT AS OTHERWISE INDICATED)
1. HISTORY AND ORGANISATION
(1) WPG Holdings Limited (the Company) was incorporated as a company limited by shares under the provisions of the Company Law of the Republic of China, and as a holding company of World Peace Industrial Co., Ltd. and Silicon Application Corporation by exchanging shares of common stock on November 9, 2005. The Company’s shares were listed on the Taiwan Stock Exchange (TSE) and approved by the Financial Supervisory Commission, Executive Yuan, Securities and Futures Bureau on the same date. After restructuring, Richpower Electronic Devices Co., Ltd. became the Company on January 1, 2008. The Company acquired Pernas Electronics Co., Ltd., Asian Information Technology Inc., Yosun Industrial Corp. and AECO Technology Inc. by exchanging shares of common stock on July 16, 2008, February 6, 2009, November 15, 2010 and March 1, 2012, respectively. After the Company’s organisation restructuring on January 1, 2014, World Peace Industrial Co., Ltd., Silicon Application Corp. and Yosun Industrial Corp. acquired 100% shares in AECO Technology Co., Ltd., Pernas Electronics Co., Ltd. and Richpower Electronic Devices Co., Ltd. through share exchange, and consequently, AECO Technology Co., Ltd., Pernas Electronics Co., Ltd. and Richpower Electronic Devices Co., Ltd. became indirectly owned subsidiaries. The Company originally evaluated Genuine C&C, Inc. using equity method through its subsidiary, World Peace Industrial Co., Ltd. The Company acquired partial stocks of Genuine C&C, Inc. on April 8, 2015 and completed the purchase on April 15, 2015. After the purchase, the Company and World Peace Industrial Co., Ltd. collectively held 60.5% shares of Genuine C&C, Inc. which became the Company’s directly owned subsidiary. On September 1, 2017, the stock swap between Trigold Holdings Limited (Trigold) and the shareholders who previously owned Genuine C&C, Inc. was conducted at a stock swap ratio of 1:1. On the same day, Trigold was established and began OTC trading whereas Genuine C&C, Inc. was unlisted at OTC. The Company owned 60.5% equity of Trigold after the stock swap.
- (2) The Company was organized to create the management mechanism of the group, supervise the subsidiaries, integrate the whole group and improve operational efficiency. As of December 31, 2019, the Company’s authorized capital was $25,000,000 (certain shares can be issued as preference shares, and including $500,000 reserved for employee stock option certificate, restricted stocks to employees, preferred stocks with warrants and corporate bonds with warrants), and the paid-in capital was $18,790,568 with a par value of $10 (in dollars) per share.
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2. THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE PARENT COMPANY ONLY FINANCIAL STATEMENTS AND PROCEDURES FOR AUTHORIZATION
These parent company only financial statements were authorized for issuance by the Board of Directors on March 24, 2020.
3. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS
(1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRSs”) as endorsed by the Financial Supervisory Commission (“FSC”)
New standards, interpretations and amendments endorsed by the FSC effective from 2019 are as follows:
| follows: | |
|---|---|
| New Standards, Interpretations and Amendments Amendments to IFRS 9, ‘Prepayment features with negative compensation’ IFRS 16, ‘Leases’ Amendments to IAS 19, ‘Plan amendment, curtailment or settlement’ Amendments to IAS 28, ‘Long-term interests in associates and joint ventures’ IFRIC 23, ‘Uncertainty over income tax treatments’ Annual improvements to IFRSs 2015-2017 cycle |
Effective date by International Accounting Standards Board |
| January 1, 2019 January 1, 2019 January 1, 2019 January 1, 2019 January 1, 2019 January 1, 2019 |
Except for the following, the above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.
IFRS 16, ‘Leases’
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A. IFRS 16, ‘Leases’, replaces IAS 17, ‘Leases’ and related interpretations and SICs. The standard requires lessees to recognize a 'right-of-use asset' and a lease liability (except for those leases with terms of 12 months or less and leases of low-value assets). The accounting stays the same for lessors, which is to classify their leases as either finance leases or operating leases and account for those two types of leases differently. IFRS 16 only requires enhanced disclosures to be provided by lessors.
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B. The Group has elected to apply IFRS 16 by not restating the comparative information (referred herein as the ‘modified retrospective approach’) when applying “IFRSs” effective in 2019 as endorsed by the FSC. Accordingly, the Group increased both ‘right-of-use asset’ and ‘lease liability’ by $21,955 with respect to the lease contracts of lessees on January 1, 2019.
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C. The Company has used the following practical expedients permitted by the standard at the date of initial application of IFRS 16:
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(a) Reassessment as to whether a contract is, or contains, a lease is not required, instead,
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the application of IFRS 16 depends on whether or not the contracts were previously identified as leases applying IAS 17 and IFRIC 4.
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(b) The use of a single discount rate to a portfolio of leases with reasonably similar characteristics.
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(c) The accounting for operating leases whose period will end before December 31, 2019 as short-term leases and accordingly, rent expense of $88 was recognized for the year ended December31, 2019.
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(d) The exclusion of initial direct costs for the measurement of ‘right-of-use asset’.
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(e) The use of hindsight in determining the lease term where the contract contains options to extend or terminate the lease.
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(f) The adjustment of the ‘right-of-use asset’ by the amount of any provision for onerous leases.
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D. The Company calculated the present value of lease liabilities by using weighted average incremental borrowing interest rate of 1.595%.
| (2) | E. The Company recognized lease liabilities which had previously been classified as ‘operating leases’ under the principles of IAS 17, ‘Leases’. The reconciliation between operating lease commitments under IAS 17 measured at the present value of the remaining lease payments, discounted using the lessee’s incremental borrowing rate and lease liabilities recognized as of January 1, 2019 is as follows: Operating lease commitments disclosed by applying IAS 17 as at December 31, 2018 $ 22,043 Less: Short-term leases (88) Lease liabilities recognized as at January 1, 2019 by applying IFRS 16 $ 21,955 Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Company |
|---|---|
New standards, interpretations and amendments endorsed by the FSC effective from 2020 are as follows:
| follows: | |
|---|---|
| New Standards, Interpretations and Amendments 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’ |
Effective date by International Accounting Standards Board |
| January 1, 2020 January 1, 2020 January 1, 2020 |
The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.
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(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:
Effective date by International Accounting New Standards, Interpretations and Amendments Standards Board Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets To be determined by between an investor and its associate or joint venture’ International Accounting Standards Board IFRS 17, ‘Insurance contracts’ January 1, 2021 Amendments to IAS 1, ‘Classification of liabilities as current or January 1, 2022 non-current’
The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies applied in the preparation of these parent company only financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.
- (1) Compliance statement
These parent company only financial statements are prepared by the Company in accordance with the “Rules Governing the Preparation of Financial Statements by Securities Issuers”.
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(2) Basis of preparation
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A. Except for the following item, these parent company only financial statements have been prepared under the historical cost convention:
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(a) Financial assets at fair value through profit or loss.
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(b) Defined benefit liabilities is recognized based on the net amount of pension fund assets, less present value of defined benefit obligation.
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B. The preparation of financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the FSC (collectively referred herein as the “IFRSs”) requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 5.
(3) Foreign currency translation
Items included in the financial statements of the Company are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”).
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The parent company only financial statements are presented in New Taiwan dollars, which is the Company’s functional and presentation currency.
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A. Foreign currency transactions and balances
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(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 recognized in profit or loss in the period in which they arise.
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(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 recognized in profit or loss.
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(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 recognized 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 recognized 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.
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(d) All foreign exchange gains and losses are presented in the statement of comprehensive income within other gains or losses.
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B. Translation of foreign operations
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(a) The operating results and financial position of all the Company entities that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
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i. Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;
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ii. Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and
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iii. All resulting exchange differences are recognized in other comprehensive income.
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(b) When a foreign operation partially disposed of or sold is an associate, exchange differences that were recorded in other comprehensive income are proportionately reclassified to profit or loss as part of the gain or loss on sale. In addition, if the Company retains partial interest in the former foreign associate after losing significant influence over the former foreign associate, such transactions should be accounted for as disposal of all interest in these foreign operations.
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- (c) When the foreign operation partially disposed of or sold is a subsidiary, cumulative exchange differences that were recorded in other comprehensive income are proportionately transferred to the non-controlling interest in this foreign operation. In addition, if the Company retains partial interest in the former foreign subsidiary after losing control of the former foreign subsidiary, such transactions should be accounted for as disposal of all interest in these foreign operations.
- (d) 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.
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(4) Classification of current and non-current items
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A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:
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(a) Assets arising from operating activities that are expected to be realized, or are intended to be sold or consumed within the normal operating cycle;
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(b) Assets held mainly for trading purposes;
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(c) Assets that are expected to be realized within twelve months from the balance sheet date;
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(d) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to pay off liabilities more than twelve months after the balance sheet date.
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B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:
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(a) Liabilities that are expected to be paid off within the normal operating cycle;
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(b) Liabilities arising mainly from trading activities;
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(c) Liabilities that are to be paid off within twelve months from the balance sheet date;
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(d) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve months after the balance sheet date.
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(5) Cash and cash equivalents
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Cash equivalents refer to short-term highly liquid investments that are readily convertible to known amount of cash and 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 commitment in operations are classified as cash equivalents.
(6) Financial assets at fair value through profit or loss
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A. Financial assets at fair value through profit or loss are financial assets that are not measured at amortized cost or fair value through other comprehensive income.
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B. On a regular way purchase or sale basis, financial assets at fair value through profit or loss are recognized and derecognized using trade date accounting.
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C. At initial recognition, the Company measures the financial assets at fair value and recognizes the transaction costs in profit or loss. The Company subsequently measures the financial assets at fair value, and recognizes the gain or loss in profit or loss.
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D. The Company recognizes the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Company and the amount of the dividend can be measured reliably.
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(7) Accounts and notes receivable
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A. Accounts and notes receivable entitle the Company a legal right to receive consideration in exchange for transferred goods or rendered services.
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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.
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(8) Impairment of financial assets
For financial assets at amortized cost including accounts and notes receivable that have a significant financing component, at each reporting date, the Company recognizes the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognizes 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 Company recognizes the impairment provision for lifetime ECLs.
- (9) Derecognition of financial assets
The Company derecognizes a financial asset when one of the following conditions is met:
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A. The contractual rights to receive cash flows from the financial asset expire.
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B. The contractual rights to receive cash flows from the financial asset have been transferred and the Company has transferred substantially all risks and rewards of ownership of the financial asset.
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C. The contractual rights to receive cash flows from the financial asset have been transferred and the Company has not retained control of the financial asset.
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(10) Investments accounted for under the equity method / subsidiaries
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A. Subsidiaries are all entities (including structured entities) controlled by the Company. The Company controls an entity when the Company 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.
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B. Unrealized profit (loss) arising from the transactions between the Company and subsidiaries have been offset.
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C. The Company’s share of its associates’ post-acquisition profits or losses is recognized in profit or loss, and its share of post-acquisition movements in other comprehensive income
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is recognized in other comprehensive income. When the Company’s share of losses in a subsidiary equals or exceeds its interest in the subsidiary, the Company continues to recognize losses proportionate to its ownership.
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D. Pursuant to the “Rules Governing the Preparation of Financial Statements by Securities Issuers,” profit (loss) of the current period and other comprehensive income in the parent company only financial statements shall equal to the amount attributable to owners of the parent in the consolidated financial statements. Owners’ equity in the parent company only financial statements shall equal to equity attributable to owners of the parent in the consolidated financial statements.
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(11) Property, plant and equipment
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A. Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalized.
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B. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.
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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.
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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.
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The estimated useful lives of property, plant and equipment are as follows:
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Office equipment 2 ~ 8 years Leasehold improvements 3 years
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(12) Leasing arrangements (lessee) - right-of-use assets/ lease liabilities Effective 2019
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A. Leases are recognized 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 Company. For short-term leases or leases of low-value assets, lease payments are recognized as an expense on a straight-line
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basis over the lease term.
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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 the following:
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(a) Fixed payments, less any lease incentives receivable;
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(b) Amounts expected to be payable by the lessee under residual value guarantees;
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(c) The exercise price of a purchase option, if the lessee is reasonably certain to exercise that option; and
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(d) Payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.
The Company subsequently measures the lease liability at amortized cost using the interest method and recognizes interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognized 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.
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C. At the commencement date, the right-of-use asset is stated at cost comprising the following:
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(a) The amount of the initial measurement of lease liability;
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(b) Any lease payments made at or before the commencement date;
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(c) Any initial direct costs incurred by the lessee; and
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(d) An estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease.
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 recognized as an adjustment to the right-of-use asset.
- (13) Operating leases
Effective 2018
Payments made under an operating lease (net of any incentives received from the lessor) are recognized in profit or loss on a straight-line basis over the lease term.
(14) 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 37~50 years.
(15) Intangible assets
Intangible assets are software which are amortized on a straight-line basis over the estimated
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useful life of 3 years.
(16) Impairment of non-financial assets
- The Company 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 recognized 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 recognizing 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 amortized historical cost would have been if the impairment had not been recognized.
(17) Borrowings
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A. Borrowings comprise long-term and short-term bank borrowings. Borrowings are recognized initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in profit or loss over the period of the borrowings using the effective interest method.
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B. Fees paid on the establishment of loan facilities are recognized 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 capitalized as a prepayment for liquidity services and amortized over the period of the facility to which it relates.
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(18) Notes and accounts payable
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A. Accounts payable are liabilities for purchases of services and notes payable are those resulting from operating and non-operating activities.
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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.
(19) Derecognition of financial liabilities
A financial liability is derecognized when the obligation under the liability specified in the contract is discharged or cancelled or expires.
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(20) Offsetting financial instruments
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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 recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously.
(21) Employee benefits
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A. Short-term employee benefits
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Short - term employee benefits are measured at the undiscounted amount of the benefits
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expected to be paid in respect of service rendered by employees in a period and should be recognized as expenses in that period when the employees render service.
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B. Pensions
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(a) Defined contribution plan
- For defined contribution plan, the contributions are recognized as pension expenses when they are due on an accrual basis. Prepaid contributions are recognized as an asset to the extent of a cash refund or a reduction in the future payments.
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(b) Defined benefit plan
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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 Company in current period or prior periods. The liability recognized in the balance sheet in respect of defined benefit pension plan 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 currency and term of the employment benefit obligation.
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ii. Remeasurement arising on defined benefit plan is recognized in other comprehensive income in the period in which they arise and is recorded as retained earnings.
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C. Employees’ compensation and directors’ remuneration
- Employees’ compensation and directors’ remuneration are recognized as expenses and liabilities, 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. If employee compensation is distributed by shares, the Company calculates the number of shares based on the closing price at the previous day of the board meeting resolution.
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(22) Income tax
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A. The tax expense for the period comprises current and deferred tax. Tax is recognized in profit or loss, except to the extent that it relates to items recognized in other comprehensive income or items recognized directly in equity, in which cases the tax is recognized in other comprehensive income or equity.
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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 operates and generates taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It
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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.
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C. Deferred tax is recognized, using the balance sheet liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated balance sheet. However, the deferred tax is not accounted for if it arises from initial recognition of goodwill or of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. 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 Company 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 realized or the deferred tax liability is settled.
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D. Deferred income tax assets are recognized only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. At each balance sheet date, unrecognized and recognized deferred income tax assets are reassessed.
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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 recognized amounts and there is an intention to settle on a net basis or realize 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 realize the asset and settle the liability simultaneously.
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(23) Share capital
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Ordinary shares are classified as equity. The classification of preference shares is determined according to the special rights attached to preference shares based on the substance of the contract and the definition of financial liabilities and equity instruments. Preference shares are classified as liabilities when they have the basic characteristics of financial liabilities; otherwise, they are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction, net of tax, from the proceeds.
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(24) Dividends
Dividends are recorded in the Company’s financial statements in the period in which they are resolved by the Company’s shareholders. Cash dividends are recorded as liabilities; stock
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dividends are recorded as stock dividends to be distributed and are reclassified to ordinary shares on the effective date of new shares issuance.
(25) Revenue recognition
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A. The Company’s main business is to manage investees. When services rendered can be reasonably estimated, revenue is recognized by reference to the stage of completion at the balance sheet date.
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B. When services rendered cannot be reasonably estimated, possibility of cost recovery is considered when recognizing revenue. If it is possible to recover the cost incurred, the Company shall recognize revenue to the extent of the estimated recoverable cost that has been incurred; if it is not possible to recover the cost incurred, the Company shall not recognize revenue and shall recognize costs incurred as expense during the period.
5. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY
The preparation of these parent company only financial statements requires management to make critical judgements in applying the Company’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. The above information is addressed below:
(1) Critical judgements in applying the Company’s accounting policies
- None.
(2) Critical accounting estimates and assumptions
Impairment assessment of investments accounted for under the equity method
The Company assesses the impairment of an investment accounted for under the equity method as soon as there is any indication that it might have been impaired and its carrying amount cannot be recoverable. The Company assesses the recoverable amounts of an investment accounted for under the equity method based on the present value of expected cash dividends receivable from the investee and expected future cash flows from the disposal of the investee, and analyses the reasonableness of related assumptions.
6. DETAILS OF SIGNIFICANT ACCOUNTS
(1) Cash and cash equivalents
| Checking accounts deposits Demand deposits Foreign currency deposits |
December 31, 2019 $ 43 1,973,274 10,271 $ 1,983,588 |
December 31, 2018 $ 43 46,623 5,971 $ 52,637 |
|---|---|---|
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A. The Company associates 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.
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B. No cash and cash equivalents were pledged to others.
(2) Financial assets at fair value through profit or loss
| Items Non-current items: Financial assets mandatorily measured at fair value through profit or loss Listed stocks Unlisted stocks Valuation adjustment |
December 31, 2019 $ 85,347 492,153 577,500 17,115 $ 594,615 |
December 31, 2018 $ 85,347 457,497 542,844 4,513 $ 547,357 |
|---|---|---|
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A. Amounts recognized in profit (loss) in relation to financial assets at fair value through profit or loss for the years ended December 31, 2019 and 2018 was $12,602 and $2,935, respectively.
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B. The Company has no financial assets at fair value through profit or loss pledged to others as collateral.
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C. Information relating to financial assets at fair value through profit or loss is provided in Note 12(2).
(3) Investments accounted for under the equity method
| World Peace Industrial Co., Ltd. Yosun Industrial Corp. Silicon Application Corp. Asian Information Technology Inc. WPG International (CI) Limited WPG Investment Co., Ltd. Trigold Holdings Ltd. WPG Korea Co., Ltd. WPG Electronics Ltd. |
December 31, 2019 $ 26,017,736 12,581,042 7,074,395 6,178,954 5,286,291 434,708 738,954 491,955 50,370 $ 58,854,405 |
December 31, 2018 $ 23,538,074 13,290,333 6,836,794 5,388,595 4,503,636 427,098 705,606 497,850 47,871 $ 55,235,857 |
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Details of the Company’s subsidiaries are provided in Note 4(3) in the Company’s 2019 consolidated financial statements.
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(4) Property, plant and equipment
At January 1, 2019 Cost Accumulated depreciation ( 2019 Opening net book amount Additions Depreciation charge ( Closing net book amount At December 31, 2019 Cost Accumulated depreciation ( At January 1, 2018 Cost Accumulated depreciation ( 2018 Opening net book amount Additions Depreciation charge ( Closing net book amount At December 31, 2018 Cost Accumulated depreciation ( |
Office equipment $ 104,365 79,062) ( $ 25,303 $ 25,303 - 8,972) ( $ 16,331 $ 104,365 88,034) ( $ 16,331 Office equipment $ 143,578 111,432) ( $ 32,146 $ 32,146 2,617 9,460) ( $ 25,303 $ 104,365 79,062) ( $ 25,303 |
Leasehold improvements $ 15,506 11,338) $ 4,168 $ 4,168 - 3,645) $ 523 $ 15,506 14,983) $ 523 Leasehold improvements $ 20,742 12,892) $ 7,850 $ 7,850 - 3,682) $ 4,168 $ 15,506 11,338) $ 4,168 |
Unfinished construction and under acceptonce $ 1,152,522 - ( $ 1,152,522 $ 1,152,522 258,158 - ( $ 1,410,680 $ 1,410,680 - ( $ 1,410,680 Unfinished construction and under acceptonce $ 898,730 - ( $ 898,730 $ 898,730 253,792 - ( $ 1,152,522 $ 1,152,522 - ( $ 1,152,522 |
Total $ 1,272,393 90,400) $ 1,181,993 $ 1,181,993 258,158 12,617) $ 1,427,534 $ 1,530,551 103,017) $ 1,427,534 Total $ 1,063,050 124,324) $ 938,726 $ 938,726 256,409 13,142) $ 1,181,993 $ 1,272,393 90,400) $ 1,181,993 |
|---|---|---|---|---|
A. Amount of borrowing costs capitalized as part of property, plant and equipment and the range of the interest rates for such capitalization are as follows:
Amount capitalized Range of the interest rates for capitalization |
Years ended December 31, | Years ended December 31, |
|---|---|---|
2019 $ 9,401 0.99%~1.03% |
2018 |
|
| $ 10,540 | ||
| 1.03%~1.04% |
B. No property, plant and equipment was pledged to others as collateral.
~29~
(5) Leasing arrangements-lessee
Effective 2019
-
A. The Company leases various assets including business vehicles, multifunction printers and engine room. Rental contracts are made for periods of 2 to 4 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 may not be used as security for borrowing purposes.
-
B. The carrying amount of right-of-use assets are as follows:
| Office equipment | ||||||
|---|---|---|---|---|---|---|
| Transportation | (multifunction | |||||
| equipment | printers and | |||||
| (Business vehicles) | engine room) | Total | ||||
| At January 1, 2019 | ||||||
| Cost | $ | - | $ - | $ | - | |
| Accumulated depreciation | - | - | - | |||
| Accumulated impairment | - | - | - | |||
| $ | - | $- | $ | - | ||
| Year ended December 31, 2019 | ||||||
| Opening net book | ||||||
| amount | $ | - | $ - | $ | - | |
| Modified retrospective | ||||||
| adjustments under IFRS 16 | 6,206 | 15,749 | 21,955 | |||
| Additions | - | 907 | 907 | |||
| Depreciation charge | ( | 2,031) | (5,012) | (7,043) | ||
| Closing net book amount | $ 4,175 | $ 11,644 | $ 15,819 | |||
| At December 31, 2019 | ||||||
| Cost | $ 6,206 | $ 16,656 | $ 22,862 | |||
| Accumulated depreciation | ( | 2,031) | ( 5,012) | ( 7,043) | ||
| Accumulated impairment | - | - | - | |||
| $ 4,175 | $ 11,644 | $ 15,819 |
-
C. For the year ended December 31, 2019, the additions to right-of-use assets was $907.
-
D. Information on profit or loss in relation to lease contracts is as follows:
Items affecting profit or loss Interest expense on lease liabilities Expense on short-term lease contracts |
Year ended December 31, 2019 $ 365 288 |
|---|---|
- E. For the year ended December 31, 2019, the Company’s total cash outflow for leases was
~30~
$7,612.
(6) Investment property
At January 1, 2019 Cost Accumulated depreciation 2019 Opening net book amount Additions Depreciation charge Closing net book amount At December 31, 2019 Cost Accumulated depreciation At January 1, 2018 Cost Accumulated depreciation 2018 Opening net book amount Depreciation charge Closing net book amount At December 31, 2018 Cost Accumulated depreciation |
Land $ 541,428 - ( $ 541,428 $ 541,428 - - ( $ 541,428 $ 541,428 - ( $ 541,428 Land $ 541,428 - ( $ 541,428 $ 541,428 - ( $ 541,428 $ 541,428 - ( $ 541,428 |
Buildings and structures $ 213,384 39,661) ( $ 173,723 $ 173,723 127 5,473) ( $ 168,377 $ 213,511 45,134) ( $ 168,377 Buildings and structures $ 213,384 34,192) ( $ 179,192 $ 179,192 5,469) ( $ 173,723 $ 213,384 39,661) ( $ 173,723 |
Total $ 754,812 39,661) $ 715,151 $ 715,151 127 5,473) $ 709,805 $ 754,939 45,134) $ 709,805 Total $ 754,812 34,192) $ 720,620 $ 720,620 5,469) $ 715,151 $ 754,812 39,661) $ 715,151 |
|---|---|---|---|
- A. Rental income from the lease of the investment property and direct operating expenses arising from the investment property are shown below:
Rental income from the investment property (shown as “other income”) Direct operating expenses arising from the investment property that generated rental income during the year |
Years ended December 31, | Years ended December 31, |
|---|---|---|
2019 $ 19,171 $ 10,137 |
2018 |
|
| $ 19,135 | ||
| $ 9,904 |
~31~
-
B. The fair value of the investment property held by the Company as at December 31, 2019 and 2018 was $833,500 and $833,500, respectively. The fair value as of December 31, 2019 and 2018 was based on independent appraisers’ valuation. Valuations were made using the income approach falling under Level 3 fair value. The key assumptions are as follows:
-
December 31, 2019 December 31, 2018
-
Discount rate 2.35%~2.5% 2.35%~2.5% Growth rate - -
-
-
C. There is no impairment loss on investment property.
-
D. For investment property pledged for guarantee, please refer to Note 8.
-
E. All of the Company’s investment property are leased to subsidiaries. The leasing period is from March 2012 to March 2022. Except for the aforementioned leasing transactions, there was no similar transactions to compare with. The prices and terms are determined in accordance with mutual agreement. Rent is collected monthly.
-
(7) Intangible assets
| (7) | Intangible assets | |
|---|---|---|
| (8) | At January 1 Cost Accumulated amortization ( Year ended December 31 Opening net book amount Additions Amortization charge ( Closing net book amount At December 31 Cost Accumulated amortization ( The details of amortization charge are as follows: Operating costs Prepayments for investments Prepayments for investments |
Software 2019 2018 $ 125,067 $ 124,908 117,376) (108,635) $ 7,691 $ 16,273 $ 7,691 $ 16,273 15,902 245 8,174) (8,827) $ 15,419 $ 7,691 $ 140,969 $ 125,067 125,550) (117,376) $ 15,419 $ 7,691 Years ended December 31, 2019 2018 $ 8,174 $ 8,827 December 31, 2019 December 31, 2018 $ 8,111,638 $- |
2019 $ 8,174 December 31, 2019 $ 8,111,638 |
On November 12, 2019, the Board of Directors of the Company resolved to publicly acquire the common stocks of WT Microelectronics Co., Ltd. (WT). The public acquisition period was
~32~
terminated on January 30, 2020, the numbers of stock acquired were 177,110,000 at price of NT$45.8 (in dollars) per share for a total consideration of $8,111,638. As of February 6, 2020, the shareholding ratio of WT held by the Company constituted 29.9% of its total issued common stocks after the public acquisition.
(9) Short-term borrowings
| Short-term borrowings | ||
|---|---|---|
| Type of borrowings Unsecured borrowings Interest rate range |
December 31, 2019 $ 7,200,000 0.98%~1.31% |
December 31, 2018 |
$ 1,995,000 |
||
| 0.94%~1.12% |
There was no collateral pledged for all types of short-term borrowings for all periods.
(10) Short-term notes and bills payable
| Commercial papers payable Less: Unamortized discount ( Annual interest rates |
December 31, 2019 $ 1,000,000 1,013) ( $ 998,987 0.5%~1.04% |
December 31, 2018 $ 620,000 407) $ 619,593 0.49%~0.77% |
|---|---|---|
The abovementioned notes and bills payable are guaranteed by financial institutions.
- (11) Long term borrowings
| Long-term borrowings | ||||
|---|---|---|---|---|
| Annual | ||||
| interest | ||||
| Type | Facility |
December 31, 2018 | Period | rate |
| Medium to long-term loan | $ 576,000 | $ 409,199 | 2012/01/02~ | Note 2 |
| (Chang Hwa Bank) | (Note 1) | 2027/01/02 | ||
| Less: Current portion of long-term loan | ||||
| (Shown as other ‘current liabilities’) | (50,622) | |||
| $ 358,577 |
The Company has no long-term borrowing as of December 31, 2019.
-
Note 1: The Company had entered into a long-term agreement for fifteen years with a financial institution. The pledged assets are the land and building of Linkou warehouse. Details of collateral for the long-term borrowings are provided in Note 8. Furthermore, the principal will be paid monthly starting from January 2016.
-
Note 2: The interest rate is the index interest rate plus 0.21% from the borrowing day to January 2, 2013, plus 0.25% from January 2, 2013, plus 0.25% from January 2, 2014, plus 0.35% from January 2, 2015, plus 0.42% from January 2, 2016, plus 0.44% from January 2, 2017, plus 0.45% from January 2, 2018 and plus 1.5% from January 2, 2019.
The Company has settled all payments on September 24, 2019.
~33~
(12) Pensions
-
A. Defined benefit plan
-
(a) The Company has a defined benefit pension plan in accordance with the Labor Standards Law, 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 contributes monthly an amount equal to 2% 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 would assess the balance in the aforementioned labor pension reserve account by December 31, every year. If the account balance is not enough to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, the Company will make contribution for the deficit by next March. Effective January 1, 2010, the Company has funded defined benefit pension plan in accordance with the “Regulations on pensions of managers”, covering all managers appointed by the Company. Under the defined benefit pension plan, one unit is accrued for each year of service, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the remuneration per unit ratified during the appointed period.
-
(b) The amounts recognized in the balance sheet are as follows:
| Present value of defined benefit obligation Fair value of plan assets ( Net defined benefit liability (shown as ‘other non-current liabilities’) |
December 31, 2019 $ 52,269 15,247) ( $ 37,022 |
December 31, 2018 $ 48,389 12,289) $ 36,100 |
|---|---|---|
~34~
(c) Movements in net defined benefit liability are as follows:
| Movements in net defined | benefit liability are as | follows: | ||
|---|---|---|---|---|
| Present value | ||||
| of defined | Fair value | Net defined | ||
| benefit obligation | of plan assets | benefit liability | ||
| Year ended December 31, | ||||
| 2019 | ||||
| Balance at January 1 | $ 48,389 | ($ 12,289) | $ | 36,100 |
| Current service cost | 1,420 | - | 1,420 | |
| Interest expense (income) | 484 | (123) | 361 | |
| 50,293 | (12,412) | 37,881 | ||
| Remeasurements: | ||||
| Return on plan assets | - | ( 410) | ( | 410) |
| Change in financial | ||||
| assumptions | 2,583 | - | 2,583 | |
| Experience adjustments | (471) | - | ( | 471) |
| 2,112 | ( 410) | 1,702 | ||
| Direct payments charged | ||||
| to Company’s account | ( 136) | - | ( | 136) |
| Pension fund contribution | - | (2,425) | ( | 2,425) |
| (136) | (2,425) | ( | 2,561) | |
| Balance at December 31 | $ 52,269 | ($ 15,247) | $ | 37,022 |
| Present value | ||||
| of defined | Fair value | Net defined | ||
| benefit obligation | of plan assets | benefit liability | ||
| Year ended December 31, | ||||
| 2018 | ||||
| Balance at January 1 | $ 41,177 | ($ 10,403) | $ | 30,774 |
| Current service cost | 984 | - | 984 | |
| Interest expense (income) | 453 | (115) | 338 | |
| 42,614 | (10,518) | 32,096 | ||
| Remeasurements: | ||||
| Return on plan assets | - | ( 296) | ( | 296) |
| Change in financial | ||||
| assumptions | 882 | - | 882 | |
| Experience adjustments | 4,893 | - | 4,893 | |
| 5,775 | (296) | 5,479 | ||
| Pension fund contribution | - | (1,475) | ( | 1,475) |
| Balance at December 31 | $ 48,389 | ($ 12,289) | $ | 36,100 |
(d) The Bank of Taiwan was commissioned to manage the Fund of the Company’s 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
~35~
or foreign real estate securitization 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 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 authorized by the Regulator. The Company has no right to participate in managing and operating that fund, hence the Company is unable to disclose the classification of plan asset fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31, 2019 and 2018 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 |
Years ended December 31, | Years ended December 31, |
|---|---|---|
2019 0.70% 3.00% |
2018 |
|
| 1.00% | ||
| 3.00% |
Assumptions regarding future mortality experience are set based on actuarial advice in accordance with published statistics and experience by 5[th] 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:
December 31, 2019 Effect on present value of defined benefit obligation ( December 31, 2018 Effect on present value of defined benefit obligation ( |
Discount rate Increase 1% Decrease 1% $ 8,640) $ 8,960 $ 8,728) $ 9,060 |
Future salary increases Increase 1% Decrease 1% $ 6,184 ($ 6,008) $ 6,372 ($ 6,184) |
|---|---|---|
| Increase 1% $ 8,640) $ 8,728) |
Increase 1% $ 6,184 ( $ 6,372 ( |
The sensitivity analysis above was arrived at 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. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous period.
(f) Expected contributions to the defined benefit pension plan of the Company for the year
~36~
ending December 31, 2020 are $950.
- (g) As of December 31, 2019, the weighted average duration of that retirement plan is 11 years.
-
B. Defined contribution plan
-
(a) Effective July 1, 2005, the Company has 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 contributes monthly an amount based on not less 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.
-
(b) The pension costs of the Company under the defined contribution pension plan for the years ended December 31, 2019 and 2018 were $8,659 and $7,861, respectively.
-
-
(13) Share capital
-
A. The Company’s authorized capital was $25,000,000, of which certain shares can be issued as preference shares. The above authorized capital include $500,000 reserved for employee stock option certificate, restricted stocks to employees, convertible preferred stock and convertible bonds. As of December 31, 2019, the paid-in capital was $18,790,568 with a par value of $10 (in dollars) per share. All proceeds from shares issued have been collected.
-
B. On June 21, 2018, the stockholders during their meeting resolved to reduce its capital by returning cash in the amount of $1,460,050, and the record date for capital reduction was August 6, 2018.
-
C. Movements in the number of the Company’s ordinary shares outstanding (in thousands of shares) for the years ended December 31, 2019 and 2018 are as follows:
At January 1 Cash capital decrease At December 31 |
2019 1,679,057 - ( 1,679,057 |
2018 1,825,062 146,005) 1,679,057 |
|---|---|---|
-
D. On June 28, 2019, the Board of Directors resolved to increase its capital by issuing 200 million shares of Class A preferred stocks at the price of $50 (in dollars) per share with the effective date set on September 18, 2019 for repayment of borrowings to financial institutions and strengthening the Company’s working capital. The registration of issuance has been completed on October 3, 2019. The rights and obligations of the issuance are as follows:
-
(a) Expiration date: The Company’s Class A preferred stocks are perpetual but all or certain parts are callable at any time from the next day of five years after issuance at the actual issue price.
~37~
-
(b) Dividends: Dividends are calculated at 4% (five-year IRS rate: 0.605%+3.395%) per annum based on the issue price per share. The five-year IRS rate will be reset on the next business day of five years since issuance and every subsequent five years and the pricing effective date for rate reset is two Taipei financial industry business days prior to the IRS rate reset date. The rate index, five-year IRS rate, is the arithmetic mean of five-year IRS rates appearing on Reuters pages “TAIFXIRS” and “COSMOS3” at 11:00 a.m. (Taipei time) on the relevant pricing effective date of rate reset. If such rate cannot be obtained, the Company will determine the rate based on the reasonable market price with good faith.
-
(c) Dividend distribution: Dividends are distributed once per year in the form of cash. The current year’s earnings, if any, shall first be used to pay all taxes and offset prior years’ operating losses and then shall be set aside as legal reserve in accordance with the Articles of Incorporation and set aside as or reversed special reserve in accordance with the Articles of Incorporation or regulations of regulatory authority. The remaining amount, if any, shall be preferentially distributed as dividends of Class A preferred stocks.
The Company has discretion in dividend distribution of Class A preferred stocks. The Company could choose not to distribute dividends of preferred stocks when resolved by the stockholders, which would not be able to lead to default if the Company has no or has insufficient current year’s earnings for distribution or has other necessary considerations. In addition, the amounts of undistributed dividends or insufficient distributed dividends will not become deferred payments in future years when the Company has earnings.
-
(d) Excess dividend distribution: Besides the aforementioned dividends, the stockholders of Class A preferred stocks could not participate in the distribution of cash and capitalized assets for common stocks derived from earnings and capital surplus.
-
(e) Residual property distribution: The stockholders of Class A preferred stocks have priority over stockholders of common stocks in distributing the Company’s residual property but the limit is the amount calculated by shares of outstanding preferred stocks issued and the issue price when distributing.
-
(f) Right to vote and be elected: The stockholders of Class A preferred stocks have no right to vote and be elected in the stockholders’ meeting of the Company but have right to vote in the stockholders’ meeting for stockholders of Class A preferred stocks only and stockholders’ meeting regarding unfavourable matters to rights and obligations of stockholders of Class A preferred stocks.
-
(g) Conversion to common stocks: Class A preferred stocks could not be converted to common stocks and the stockholders of Class A preferred stocks could not request the
~38~
Company to retire the preferred stocks they held.
- (h) The preemptive rights for stockholders of Class A preferred stocks are the same as of common stocks when the Company increases its capital by issuing new shares.
-
(14) Capital surplus
-
A. Pursuant to the R.O.C. Company Law, 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 Law requires that the amount of capital surplus to be capitalized mentioned above should not exceed 10% of the paid-in capital each year. Capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.
-
B. Details of capital surplus - stock options are as follows:
| 2019 | |||||
|---|---|---|---|---|---|
| Common stock share premium $ 19,387,285 - - $ 19,387,285 |
Preferred stock share premium $ - 7,994,638 - $7,994,638 |
Treasury share Recognized changes in subsidiaries’ transaction equity $ 45,177 $ 431 - - - - $ 45,177 $ 431 2018 |
Changes in associates’ net equity $ 21,989 - 6,778 $ 28,767 |
||
| $ |
|||||
| $ | |||||
| Common stock share premium $ 19,389,875 - (2,590) $ 19,387,285 |
Treasury share transaction $ 45,177 - - $ 45,177 |
(15) Retained earnings
- A. Under the Company’s amended Articles of Incorporation, the current year’s earnings, if any, shall be used to set aside as legal reserve, and set aside as special reserve in accordance with Article 41 of Securities and Exchange Act. The remainder, if any, to be appropriated shall be proposed by the Board of Directors. If cash dividends are distributed, they shall account for at least 20% of the total dividends distributed.
~39~
Employees of the Company’s subsidiaries are entitled to receive the distribution of earnings. The terms shall be defined by the Board of Directors.
-
B. Legal reserve can only be used to cover accumulated losses or issue new shares or cash to shareholders in proportion to their share ownership, provided that the balance of the reserve exceeds 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 appropriations of earnings for 2018 and 2017 had been resolved at the stockholders’ meeting on June 28, 2019 and June 21, 2018, respectively. Details are summarized below:
| Year ended December 31, 2018 Dividend per share Amount (in dollars) Legal reserve $ 746,201 $ - (Reversal of) appropriation for special reserve ( 1,522,254) - Cash dividends 4,533,453 2.70 $ 3,757,400 $ 2.70 |
Year ended December 31, 2017 Dividend per share Amount (in dollars) $ 730,799 $ - 4,124,936 - 4,380,148 2.40 $ 9,235,883 $ 2.40 |
|---|---|
Amount $ 730,799 4,124,936 4,380,148 $ 9,235,883 |
The above appropriations of earnings for 2018 and 2017 as resolved by the shareholders are the same as resolved by the Board of Directors.
-
E. As of March 24, 2020, the appropriation of earnings for the year ended December 31, 2019 has not yet been proposed by the Board of Directors and resolved by the shareholders.
-
F. For the information relating to employees’ compensation and directors’ remuneration, please refer to Note 6(22).
(16) Other equity items
2019
| Other equity items | 2019 | |||
|---|---|---|---|---|
| Investment | ||||
| measured at fair | ||||
| value through other | ||||
| comprehensive | Currency | |||
| income | translation | Total | ||
| At January 1 | ($ 6,000) | ($ 2,596,682) | ($ 2,602,682) | |
| Currency translation | ||||
| differences: | ||||
| - Group | - | ( 2,821,445) | ( 2,821,445) | |
| - Tax on Group | - | 3,433 | 3,433 | |
| At December 31 | ($ 6,000) | ($ 5,414,694) |
($ 5,420,694) |
~40~
2018
| (17) (18) (19) |
Investment measured at fair value through other comprehensive income Available- for-sale investments Currency translation Total At January 1 $ - ($ 129,342) ($4,254,279) ($ 4,124,937) Adjustments under new standards (6,000) (129,342) - (135,342) At January 1_IFRS 9 ( 6,000) - ( 4,254,279) ( 4,260,279) Currency translation differences: - Group - - 1,657,033 1,657,033 - Tax on Group - - 564 564 At December 31 ($ 6,000) $- ($2,596,682) ($ 2,602,682) Operating revenue Years ended December 31, 2019 2018 Investment revenues $ 6,580,682 $ 7,486,801 Service revenue 803,849 726,026 $ 7,384,531 $ 8,212,827 Other income Years ended December 31, 2019 2018 Rental revenue $ 19,171 $ 19,162 Interest income from bank deposits 1,263 127 Dividend income 4,128 3,900 Other income 1,565 4,059 $ 26,127 $ 27,248 Other gains and losses Years ended December 31, 2019 2018 Currency exchange gain (loss) $ 429 ($ 313) Direct operating expenses arising from the investment property ( 10,137) ( 9,904) Gains on financial assets at fair value through profit or loss 12,602 2,935 Other losses (10) - $ 2,884 ($ 7,282) |
|---|---|
~41~
(20) Finance costs
| (21) (22) |
Years ended December 31, 2019 2018 Interest expense: Bank borrowings $ 32,680 $ 30,650 Less: Capitalization of qualifying assets ( 9,401) ( 10,540) Others 2,887 3,592 $ 26,166 $ 23,702 Additional information on expenses by nature Years ended December 31, 2019 2018 Employee benefit expense $ 442,817 $ 433,938 Depreciation charges on property and equipment (including investment property and right-of-use assets) $ 25,133 $ 18,611 Amortization charges on intangible assets $ 8,174 $ 8,827 Employee benefit expense Years ended December 31, 2019 2018 Wages and salaries $ 357,550 $ 350,565 Labor and health insurance fees 20,640 18,863 Pension costs 10,440 9,183 Directors’ remuneration 35,000 42,000 Other personnel expenses 19,187 13,327 $ 442,817 $ 433,938 |
|---|---|
-
A. According to the Articles of Incorporation of the Company, a ratio of profit of the current year distributable, after covering accumulated losses, shall be distributed as employees' compensation and directors’ remuneration. The ratio shall be between 0.01% ~5% for employees’ compensation and shall not be higher than 3% for directors’ remuneration.
-
B. For the years ended December 31, 2019 and 2018, employees’ compensation was accrued at $29,850 and $18,108, respectively; while directors’ remuneration was accrued at $35,000 and $42,000, respectively. The aforementioned amounts were recognized in salary expenses
The employees’ compensation and directors’ remuneration were accrued based on the profit of current year distributable for the year ended December 31, 2019 and the percentage as prescribed by the Company’s amended Articles of Incorporation. As of March 24, 2020, the amount has not yet been resolved by the Board of Directors. Abovementioed employees’ compensation will be distributed in the form of cash.
Employees’ compensation of $18,108 and directors’ remuneration of $42,000 as resolved by the Board of Directors on April 30, 2019 were in agreement with those amounts
~42~
recognized in the 2018 financial statements. The employees’ compensation was distributed in the form of cash.
-
C. Information about employees’ compensation and directors’ remuneration of the Company as resolved by the Board of Directors and shareholders will be posted in the “Market Observation Post System” at the website of the Taiwan Stock Exchange.
-
(23) Income tax
-
A. Income tax expense
- (a) Components of income tax expense:
| me tax Income tax expense (a) Components of income tax expense: |
|||
|---|---|---|---|
| Years | ended December 31, | ||
| 2019 | 2018 | ||
| Current tax: | |||
| Current tax on profits for the year | $ 14,187 | $ 6,884 | |
| Tax on undistributed surplus earnings | 177,176 | - | |
| Prior year income tax underestimation | 5,189 | 20,097 | |
| Total current tax | 196,552 | 26,981 | |
| Deferred tax | |||
| Origination and reversal of temporary | |||
| differences | 5,009 | 12,759 | |
| Impact of change in tax rate | - | 9,386 | |
| Total deferred tax | 5,009 | 22,145 | |
| Income tax expense | $ 201,561 | $ 49,126 | |
| (b) The income tax (charge)/credit relating to | components of other | comprehensive loss | |
| (income) is as follows: | |||
| Years | ended December 31, | ||
| 2019 | 2018 | ||
| Currency translation differences | ($ | 3,433) | $ 665 |
| Remeasurement of defined benefit obligation | ( |
339) | ( 1,096) |
| Impact of change in tax rate | - | (1,974) | |
| ($ | 3,772) | ($ 2,405) |
- B. Reconciliation between income tax expense and accounting profit
| Years ended December 31, | Years ended December 31, | |
|---|---|---|
| 2019 | 2018 | |
| Tax calculated based on profit before tax and | ||
| statutory tax rate | $ 1,330,993 | $ 1,502,227 |
| Effects from items disallowed by tax regulation | ( 1,311,797) ( 1,482,584) | |
| Prior year income tax underestimation | 5,189 | 20,097 |
| Effect from changes in tax regulation | - | 9,386 |
| Tax on undistributed surplus earnings | 177,176 | - |
| Tax expense | $ 201,561 | $ 49,126 |
~43~
- C. Amounts of deferred tax assets or liabilities as a result of temporary differences are as follows:
| follows: | ||||
|---|---|---|---|---|
| Year ended December 31, 2019 January 1 Recognized in profit or loss Recognized in other comprehensive income Temporary differences: -Deferred tax assets: Pension $ 4,603 ($ 469) $ 339 Currency translation adjustments 7,531 - 3,433 12,134 ( 469) 3,772 -Deferred tax liabilities: Investment income ( 73,286) ( 2,020) - Unrealized gains on valuation of foreign listed stocks ( 587) ( 2,520) - ( 73,873) ( 4,540) - ($ 61,739) ($ 5,009) $ 3,772 Year ended December 31, 2018 January 1 Recognized in profit or loss Recognized in other comprehensive income Temporary differences: -Deferred tax assets: Pension $ 3,166 ($ 404) $ 1,841 Currency translation adjustments 6,967 - 564 10,133 ( 404) 2,405 -Deferred tax liabilities: Investment income ( 52,132) ( 21,154) - Unrealized gains on valuation of foreign listed stocks - ( 587) - ( 52,132) ( 21,741) - ($ 41,999) ($ 22,145) $ 2,405 |
Year ended December 31, 2019 | December 31 $ 4,473 10,964 15,437 ( 75,306) ( 3,107) ( 78,413) ($ 62,976) December 31 $ 4,603 7,531 12,134 ( 73,286) ( 587) ( 73,873) ($ 61,739) |
||
Recognized in other comprehensive income $ 1,841 564 2,405 - - - $ 2,405 |
-
D. As of March 24, 2020, the Company’s income tax returns through 2016 have been assessed and approved by the Tax Authority.
-
E. Under the amendments to the Income Tax Act promulgated by the President of the Republic of China on February 7, 2018, the Company’s applicable income tax rate was raised from 17% to 20% effective from January 1, 2018. The Company has assessed the impact of the change in income tax rate.
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(24) Earnings per share
| Earnings per share | |||
|---|---|---|---|
| Year ended December 31, 2019 Amount after tax Weighted average number of ordinary shares outstanding (shares in thousands) Basic earnings per share Profit attributable to ordinary shareholders of the Company $ 6,453,401 1,679,057 Diluted earnings per share Profit attributable to ordinary shareholders of the Company $ 6,453,401 1,679,057 Assumed conversion of all dilutive potential ordinary shares Employees’ compensation - 908 Profit attributable to ordinary shareholders of the Company plus assumed conversion of all dilutive potential ordinary shares $ 6,453,401 1,679,965 Year ended December 31, 2018 Amount after tax Weighted average number of ordinary shares outstanding (shares in thousands) Basic earnings per share Profit attributable to ordinary shareholders of the Company $ 7,462,010 1,766,260 Diluted earnings per share Profit attributable to ordinary shareholders of the Company $ 7,462,010 1,766,260 Assumed conversion of all dilutive potential ordinary shares Employees’ compensation - 671 Profit attributable to ordinary shareholders of the Company plus assumed conversion of all dilutive potential ordinary shares $ 7,462,010 1,766,931 |
Year ended December 31, 2019 | Earnings per share (in dollars) |
|
$ 3.84 |
|||
| $ 3.84 | |||
Earnings per share (in dollars) |
|||
Weighted average number of ordinary shares outstanding (shares in thousands) 1,766,260 1,766,260 671 1,766,931 |
|||
$ 4.22 |
|||
| $ 4.22 | |||
(25) Transactions with non-controlling interest
On October 1, 2018, the Company’s indirect subsidiary-Trigold (Hong Kong) Company Limited (Trigold Hong Kong) acquired 45% of shares of Peng Yu (Shanghai) Digital Technology Co., Ltd. (Peng Yu Shanghai) for RMB 27 million from the non-controlling interests. The carrying amount of non-controlling interest in Peng Yu Shanghai was $72,714 at the acquisition date. This transaction resulted in decreases in the non-controlling interest and in
~45~
the equity attributable to owners of the parent Trigold Hong Kong by $72,714 and $47,157, respectively. The effect of changes in interests on the equity attributable to owners of the parent Trigold Hong Kong for the year ended December 31, 2018 is shown below:
Carrying amount of non-controlling interest acquired Consideration paid to non-controlling interest ( ( |
Year ended December 31, 2018 $ 72,714 119,871) $ 47,157) |
|---|---|
The Company held only 60.5% ownership of Trigold Hong Kong’s parent company-Trigold Holdings Limited and the transaction resulted in a decrease in shareholders’ interest by $28,530 which was presented as retained earnings as the Company did not have the account, ‘Capital surplus-difference between consideration and carrying amount of subsidiaries acquired or disposed’ in the Company’s accounts.
(26) Supplemental cash flow information
Partial payment of cash from investing activities:
| Partial payment of cash from investing activities: | Partial payment of cash from investing activities: |
|---|---|
| Years ended December 31, 2019 2018 Acquisition of property, plant and equipment, investment property, and intangible assets $ 274,187 $ 256,654 Less: Accounts payable at the end of year - ( 1,551) Add: Accounts payable at the beginning of year 1,551 2,666 Cash paid during the year for property, plant and equipment, investment property and intangible assets $ 275,738 $ 257,769 Changes in liabilities from financing activities Short-term Short-term notes and Long-term borrowings Lease Liabilities from financing borrowings bills payable (Note) liabilities activities-gross At January 1, 2019 $ 1,995,000 $ 619,593 $ 409,199 $ - $ 3,023,792 Modified retrospective adjustments under IFRS 16 - - - 21,955 21,955 Changes in cash flow from financing activities 5,205,000 379,394 ( 409,199) ( 6,959) 5,168,236 Others - - - 907 907 At December 31, 2019 $ 7,200,000 $ 998,987 $- $ 15,903 $ 8,214,890 |
|
At January 1, 2019 Modified retrospective adjustments under IFRS 16 Changes in cash flow from financing activities Others At December 31, 2019 |
Short-term borrowings $ 1,995,000 - 5,205,000 - $ 7,200,000 |
(27) Changes in liabilities from financing activities
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At January 1, 2018 Changes in cash flow from financing activities At December 31, 2018 |
Short-term borrowings $ 1,745,000 250,000 ( $ 1,995,000 |
Short-term notes and bills payable $ 729,604 110,011) ( $ 619,593 |
Long-term borrowings (Note) $ 456,442 47,243) $ 409,199 |
Liabilities from financing activities-gross |
|---|---|---|---|---|
$ 2,931,046 92,746 |
||||
| $ 3,023,792 |
Note: Including long-term borrowings-current portion less unamortized discounts.
7. RELATED PARTY TRANSACTIONS
(1) Parent and ultimate controlling party
The Company’s shares are widely held so the Company has no ultimate parent and ultimate controlling party.
(2) Name of related parties and relationship
| Name of related parties and relationship | |
|---|---|
| Names of related parties | Relationship with the Company |
World Peace Industrial Co., Ltd. (World Peace Industrial) Silicon Application Corporation (Silicon Application) Asian Information Technology Inc. (Asian Information Technology) WPG International (CI) Limited WPG Electronic Ltd. WPG Electronics (Hong Kong) Limited WPG China (SZ) Inc. WPG China Inc. WPG Korea Co., Ltd. Yosun Industrial Corp. (Yosun Industrial) Trigold Holdings Limited (Trigold) WPG Investment Co., Ltd. (WPG Investment) WPG South Asia Pte. Ltd. AutoSys Co., Ltd. WPG Holdings Education Foundation |
Subsidiary 〞 〞 〞 〞 〞 〞 〞 〞 〞 〞 〞 〞 Subsidiary accounted for under equity method of the Company’s subsidiary One third of paid-in-capital was granted by the Company |
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(3) Significant transactions and balances with related parties
A. Service revenue
| Service revenue | |
|---|---|
Subsidiaries World Peace Industrial Yosun Industrial Silicon Application Asian Information Technology Others |
Years ended December 31, 2019 2018 $ 445,048 $ 385,396 116,519 117,712 117,708 113,762 113,533 101,084 11,041 8,072 $ 803,849 $ 726,026 |
2019 $ 445,048 116,519 117,708 113,533 11,041 $ 803,849 |
Service revenue arose from providing administrative resources and managing services to subsidiaries. Prices and terms are determined in accordance with mutual agreement.
B. Service cost
| Service cost | Service cost |
|---|---|
| Years ended December 31, | |
| 2019 |
2018 |
| Subsidiaries $ 75,183 $ |
71,139 |
| Service cost pertains to payments paid to subsidiaries for administrative | resources and |
| management services for engine room use. Prices and terms are determined | in accordance |
| with mutual agreement, and cost is paid at the end of the following month. |
C. Accounts receivable
Subsidiaries World Peace Industrial Silicon Application Yosun Industrial Asian Information Technology Others Other receivables Subsidiaries World Peace Industrial Asian Information Technology Silicon Application Yosun Industrial Others |
December 31, 2019 $ 67,345 14,083 9,531 12,566 1,497 $ 105,022 December 31, 2019 $ 45,513 46,315 658,296 50,907 2,087 $ 803,118 |
December 31, 2018 $ 45,028 12,735 11,948 10,830 884 $ 81,425 December 31, 2018 $ 186,477 79,445 8,024 74,533 1,870 $ 350,349 |
|---|---|---|
D. Other receivables
Other receivables represent receipts under custody, payment on behalf of others and collections from subsidiaries for filing consolidated tax returns.
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E. Other payables (a) Financing:
| ther payables ) Financing: |
||||
|---|---|---|---|---|
Maximum balance Subsidiaries WPG Investment Co., Ltd. $ 125,000 Maximum balance Subsidiaries WPG Investment Co., Ltd. $ 150,000 ) Other payables: Subsidiaries World Peace Industrial Others |
Year | ended December 31, 2019 | ||
Maximum balance $ 125,000 |
Ending balance $ 125,000 Year |
Interest rate |
Ending balance of interest payable $ 164 |
|
Ending balance $- |
Interest rate |
Ending balance of interest payable $- |
||
- (b) Other payables:
The above represents payables to subsidiaries arising from payments on behalf of others and management service.
- F. Lease transactions - lessor
Please refer to Note 6(6) for details.
- G. Endorsements and guarantees provided to related parties
Subsidiaries World Peace Industrial |
December 31, 2019 $ 78,239 |
December 31, 2018 |
|---|---|---|
$ 76,869 |
H. Others
-
(a) For the years ended December 31, 2019 and 2018, the amount of the Company’s donations to other related parties was $7,100 and $6,250, respectively.
-
(b) To meet subsidiaries’ operating requirements, the Company increased its capital in the subsidiaries, World Peace Industrial, Silicon Application, Asian Information Technology and WPG International (CI) Limited amounting to $2,500,000, $1,000,000, $800,000 and $800,000, respectively.
-
(c) The subsidiary-Yosun Industrial returned investment shares from capital reduction in the amount of $1,500,000 in September, 2018.
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(4) Key management compensation
| Key management compensation | |
|---|---|
Short-term employee benefits Post-employment benefits |
Years ended December 31, 2019 2018 $ 164,773 $ 169,868 1,429 1,412 $ 166,202 $ 171,280 |
2019 $ 164,773 1,429 $ 166,202 |
| 8. | PLEDGED ASSETS Pledged asset Investments accounted for under the equity method Investment property -Land -Buildings |
December 31, 2019 $ 78,239 533,666 151,934 $ 763,839 |
December 31, 2018 $ 76,869 533,666 156,888 $ 767,423 |
Purpose |
|---|---|---|---|---|
Subsidiary's guarantee for payment on purchases Collateral for long-term borrowings 〞 |
9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED CONTRACT COMMITMENTS
- (1) Contingencies
None.
(2) Commitments
-
A. Information on endorsement/guarantee is provided in Note 7(3).
-
B. Capital expenditures contracted for at the balance sheet date but not yet incurred are as follows:
Property, plant and equipment |
December 31, 2019 $ 5,069,191 |
December 31, 2018 $ 5,317,803 |
|---|---|---|
- C. Operating lease
Effective 2018
The future aggregate minimum lease payments under operating leases are as follows:
Not later than one year Later than one year but not later than five years |
December 31, 2018 $ 7,032 15,011 $ 22,043 |
|---|---|
- D. As of December 31, 2019, the remaining payments for the contract of non-fixed car park the Company entered into amounted to $30,400.
10. SIGNIFICANT DISASTER LOSS
None.
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11. SIGNIFICANT EVENTS AFTER THE BALANCE SHEET DATE
In addition to the details described in Note 6(8), the Company established the subsidiary, WPG VIETNAM COMPANY LIMITED, in January 2020 with shareholding ratio of 100% for the purpose of market layout.
12. OTHERS
(1) Capital risk management
The Company’s objectives when managing capital are to safeguard the Company’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 the capital structure, the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or manage operating capital effectively to reduce debt.
(2) Financial instruments
A. Financial instruments by categury
Financial assets Financial assets at fair value through profit or loss Financial assets mandatorily measured at fair value through profit or loss Financial assets at amortized cost Cash and cash equivalents Accounts receivable - related parties Other receivables (including related parties) Guarantee deposits paid Financial liabilities Financial liabilities at amortized cost Short-term borrowings Short-term notes and bills payable Notes payable Accounts payable (including related parties) Long-term borrowings (including current portion) Lease liabilities |
December 31, 2019 $ 594,615 1,983,588 105,022 803,174 10,045 $ 3,496,444 $ 7,200,000 998,987 1,603 422,731 - $ 8,623,321 $ 15,903 |
December 31, 2018 $ 547,357 52,637 81,425 350,405 5,245 $ 1,037,069 $ 1,995,000 619,593 1,018 296,029 409,199 $ 3,320,839 $- |
|---|---|---|
B. Risk management policies
(a) The Company’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk, interest rate risk and price risk), credit risk and liquidity risk.
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The Company’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Company’s financial position and financial performance.
-
(b) Risk management is carried out by the central treasury department (Company treasury) under policies approved by the Board of Directors. The Company treasury identifies, evaluates and hedges financial risks in close cooperation with the Company’s operating units. The Board 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
Foreign exchange risk
-
i. The Company operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the USD and KRW. Foreign exchange risk arises from future commercial transactions, recognized assets and liabilities and net investments in foreign operations.
-
ii. The Company’s businesses involve some non-functional currency operations (the Company’s functional currency: NTD). The information on assets and liabilities denominated in foreign currencies whose values would be materially affected by the exchange rate fluctuations is as follows:
| (Foreign currency: functional currency) Financial assets Non-monetary items USD: NTD KRW: NTD |
December 31, 2019 | December 31, 2019 | Book value (NTD) $ 5,286,291 491,955 |
|---|---|---|---|
Foreign currency amount (In thousands) $ 176,327 18,798,449 |
Exchange rate 29.98 0.026 |
||
~52~
| (Foreign currency: functional currency) Financial assets Non-monetary items USD: NTD KRW: NTD |
December 31, 2018 | December 31, 2018 | Book value (NTD) $ 4,503,636 497,850 |
|---|---|---|---|
Foreign currency amount (In thousands) $ 146,627 17,780,357 |
Exchange rate 30.715 0.028 |
||
As of December 31, 2019 and 2018, there was no significant monetary financial assets and liabilities.
There was no foreign currency market risk arising from significant foreign exchange variation.
Price risk
-
i. The Company’s equity securities, which are exposed to price risk, are the held financial assets at fair value through profit or loss. To manage its price risk arising from investments in equity securities, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company.
-
ii. The Company’s investments in equity securities comprise shares in the domestic and foreign companies. 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, post-tax profit for the years ended December 31, 2019 and 2018 would have increased/decreased by $5,946 and $5,474, respectively, as a result of gains/losses on equity securities classified as at fair value through profit or loss.
Cash flow and fair value interest risk
The Company’s interest rate risk arises from short-term and long-term borrowings (including long-term liabilities due within a year) and short-term notes and bills payable. Borrowings and short-term notes payable issued at fixed rates expose the Company to fair value interest rate risk. The Company’s borrowings were mainly in fixed rate. During the years ended December 31, 2019 and 2018, the Company’s borrowings and commercial papers payable were mainly denominated in the NTD.
-
(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 accounts receivable based on the agreed terms.
-
ii. The Company manages their credit risk taking into consideration the entire
~53~
company’s concern. For banks and financial institutions, only independently rated parties with good credit quality are accepted. According to the Company’s credit policy, each local entity in the Company is responsible for managing and analyzing 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. The utilisation of credit limits is regularly monitored.
-
iii. Under IFRS 9, if the contract payments are past due over one month based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.
-
iv. The Company adopts the assumption under IFRS 9, that is, the default occurs when the contract payments are past due over 5 months.
-
v. For the year ended December 31, 2019, no credit limits were exceeded during the reporting periods, and management does not expect any significant losses from non-performance by these counterparties.
-
(c) Liquidity risk
-
i. Cash flow forecasting is performed in the operating entities of the Company. The treasury department monitors rolling forecasts of the liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities at all times so that the Company does not breach borrowing limits or covenants (where applicable) on any of its borrowing facilities. Such forecasting takes into consideration the Company’s debt financing plans and covenant compliance.
-
ii. The table below analyses the Company’s non-derivative financial liabilities and net-settled or gross-settled derivative financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date for non-derivative financial liabilities and to the expected maturity date for derivative financial liabilities. The amounts disclosed in the table are the contractual undiscounted cash flows.
~54~
Non-derivative financial liabilities:
| Non-derivative financial liabilities: | |||
|---|---|---|---|
| December 31, 2019 Less than 1 year Short-term borrowings$ 7,220,121 Short-term notes and bills payable 1,000,000 Notes payable 1,603 Other payables 288,929 Other payables - related parties 133,802 Lease liabilities 7,267 Non-derivative financial liabilities: December 31, 2018 Less than 1 year Short-term borrowings$ 1,996,940 Short-term notes and bills payable 620,000 Notes payable 1,018 Other payables 281,344 Other payables - related parties 14,685 Long-term borrowings (including current portion) 56,390 |
Between 1 and 2 years $ - - - - - 7,198 Between 1 and 2 years $ - - - - - 55,640 |
Between 2 and 5 years $ - - - - - 1,863 Between 2 and 5 years $ - - - - - 162,290 |
Over 5 years $ - - - - - - Over 5 years $ - - - - - 159,636 |
| December 31, 2018 Short-term borrowings Short-term notes and bills payable Notes payable Other payables Other payables - related parties Long-term borrowings (including current portion) |
(3) Fair value information
-
A. The different levels that the inputs to valuation techniques are used to measure fair value of financial instruments have been defined as follows:
-
Level 1: Imput that are quoted prices (unadjusted) in active markets for identical assets or liabilities. A market is regarded as active if it meets all the following condition: the item traded in market are homogeneous; willing buyers and sellers can normally be found at any time; and price are available to the public. The fair value of the Company’s investment in listed stocks is included in Level 1.
-
Level 2: Inputs other than public quoted prices included within Level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derired from prices).
-
Level 3: Inputs for the asset and liability that are not based on observable market data. The fair value of the Company’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(6).
~55~
-
C. The carrying amounts of financial instruments not measured at fair value including cash and cash equivalents, accounts receivable - related parties, other receivables (including related parties), other financial assets, guarantee deposits paid, short-term borrowings, short-term notes and bills payable, notes payable, other payables (including related parties), long-term borrowings - current portion and long-term borrowings 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 is as follows:
| (a) The related information of the nature of the assets and liabilities is as follows: | (a) The related information of the nature of the assets and liabilities is as follows: | (a) The related information of the nature of the assets and liabilities is as follows: | (a) The related information of the nature of the assets and liabilities is as follows: | (a) The related information of the nature of the assets and liabilities is as follows: | |
|---|---|---|---|---|---|
| December 31, 2019 | Level 1 | Level 2 | Level 3 | Total | |
| Assets | |||||
| Recurring fair value measurements | |||||
| Financial assets at fair value through | |||||
| profit or loss | |||||
| Equity securities | $ 128,864 | $- | $ 465,751 | $ | 594,615 |
| December 31, 2018 | Level 1 | Level 2 | Level 3 | Total | |
| Assets | |||||
| Recurring fair value measurements | |||||
| Financial assets at fair value through | |||||
| profit or loss | |||||
| Equity securities | $ 116,263 | $- | $ 431,094 | $ | 547,357 |
-
(b) The methods and assumptions the Company used to measure fair value are as follows:
-
i. The instruments the Company used market quoted prices as their fair values (that is, Level 1) are listed below by characteristics:
Listed shares Market quoted price Closing price
-
ii. Except for financial instruments with active markets, the fair value of other financial instruments is measured by using valuation techniques widely accepted in financial management.
-
iii. When assessing non-standard and low-complexity financial instruments, for example foreign exchange swap contracts, the Company 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.
-
iv. The output of valuation model is an estimated value and the valuation technique may not be able to capture all relevant factors of the Company’s financial and
~56~
non-financial instruments. Therefore, the estimated value derived using valuation model is adjusted accordingly with additional inputs. In accordance with the Company’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.
-
v. The Company takes into account adjustments for credit risks to measure the fair value of financial and non-financial instruments to reflect credit risk of the counterparty and the Company’s credit quality.
-
E. For the years ended December 31, 2019 and 2018, there was no transfer from Level 1 to Level 2.
-
F. Movements in Level 3 for the years ended December 31, 2019 and 2018 are as follows:
At January 1_IAS 39 Adjustments under new standards At January 1_IFRS 9 Acquired Decrease in the period (Note) ( At December 31 |
Years ended December 31, 2019 2018 $ - $ - - 380,458 431,094 380,458 57,323 50,636 22,666) - $ 465,751 $ 431,094 |
|---|---|
2019 $ - - 431,094 57,323 22,666) $ 465,751 |
Note: It refers to the investee reducing its capital in 2019.
-
G. For the year ended December 31, 2018, transfers into Level 3 refer to the adjustments arising from the application of new standard.
-
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 and frequently reviewed.
Treasury segment set up valuation policies, valuation processes and rules for measuring fair value of financial instruments and ensure compliance with the related requirements in IFRS. The related valuation results are reported to management authority monthly. Management is responsible for managing and reviewing valuation processes.
- I. The following is the qualitative information of significant unobservable inputs and
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sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:
Significant Range Fair value at Valuation unobservable (weighted Relationship of December 31, 2019 technique input average) inputs to fair value Non-derivative equity instrument: Equity $ 465,751 Net asset value Net asset value - The higher the net without assets, the higher the active fair value market Significant Range Fair value at Valuation unobservable (weighted Relationship of December 31, 2018 technique input average) inputs to fair value
Non-derivative equity instrument:
Non-derivative equity instrument:
Equity $ 431,094 Net asset value Net asset value - The higher the net without assets, the higher the active fair value market
- J. The Company 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. The following is the effect of profit or loss or of other comprehensive income from financial assets and liabilities categorised within Level 3 if the inputs used to valuation models have changed:
| Financial assets Equity instruments |
Input Net asset value |
Change ± 1% |
December 31, 2019 Recognized in profit or loss Recognized in other comprehensive income Favourable change Unfavourable change Favourable change Unfavourable change $ 4,658 $ 4,658 $- $- |
December 31, 2019 Recognized in profit or loss Recognized in other comprehensive income Favourable change Unfavourable change Favourable change Unfavourable change $ 4,658 $ 4,658 $- $- |
|---|---|---|---|---|
Recognized in profit or loss Favourable change Unfavourable change $ 4,658 $ 4,658 |
||||
Favourable change $ 4,658 |
Favourable change $- |
December 31, 2018 Recognized in other Recognized in profit or loss comprehensive income Favourable Unfavourable Favourable Unfavourable Input Change change change change change Financial assets Equity instruments[Net asset value ± 1% ] $ 4,311 $ 4,311 $ - $ -
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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. Aggregate purchases or sale of the same security with reaching $300 million or 20% of the Company’s paid-in capital: Please refer to table 4.
-
E. Acquisition of real estate reaching $300 million or 20% of paid-in capital or more: Please refer to table 5.
-
F. Disposal of real estate reaching $300 million or 20% of paid-in capital or more: None.
-
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. Derivative financial instruments undertaken during the reporting periods: Please see Notes 6(2) and 12(3).
-
J. Significant inter-company transactions during the reporting periods: Please refer to table 8.
(2) Information of investee companies
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.
Any of the following significant transactions with investee companies in the Mainland Area, either directly or indirectly through a third area, and their prices, payment terms, and unrealized gains or losses: Information on significant transactions of the Company and subsidiary and investee company in Mainland China as of and for the year ended December 31, 2019 is provided in Note (1) J.
14. OPERATING SEGMENT INFORMATION
In accordance with IFRS 8, operating segment information is disclosed in the consolidated financial statements.
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WPG Holdings Limited and Subsidiaries
Table 1
Loans to others
Year ended December 31, 2019
Expressed in thousands of NTD (Except as otherwise indicated)
| Maximum outstanding balance during the year ended December 31, 2019 Balance at December 31, 2019 Actual amount drawn down No. Creditor Borrower General ledger account Is a related party Interest rate Nature of loan (Note 8) Amount of transactions with the borrower Reason for short-term financing Allowance for doubtful accounts |
Collateral | Limit on loans granted to a single party |
Ceiling on total loansgranted |
Footnote |
|---|---|---|---|---|
| Item Value |
||||
| 1 Apache Korea Corp. WPG Korea Co., Ltd. Other receivables - related parties Y 57,574 $ 52,340 $ 52,340 $ 3.50 2 - $ Operations - $ 2 Genuine C&C (Indocina) Pte, Ltd. World Peace International (South Asia) Pte Ltd. Other receivables - related parties Y 59,960 59,960 59,960 2.95 2 - Operations - 3 Geniune C&C Holding Inc. (Seychelles) Peng Yu International Limited Other receivables - related parties Y 179,880 119,920 119,920 3.90 2 - Operations - 4 Richpower Electronic Devices Pte., Ltd. Yosun Singapore Pte Ltd. Other receivables - related parties Y 284,810 224,850 215,856 2.95~3.12 2 - Operations - 5 World Peace International (South Asia) Pte Ltd. WPG China Inc. Other receivables - related parties Y 299,800 - - 0.00 2 - Operations - 5 World Peace International (South Asia) Pte Ltd. WPG SCM Limited Other receivables - related parties Y 1,199,200 - - 0.00 2 - Operations - 5 World Peace International (South Asia) Pte Ltd. WPG Americas Inc. Other receivables - related parties Y 989,340 - - 0.00 2 - Operations - 5 World Peace International (South Asia) Pte Ltd WPG South Asia Pte. Ltd. Other receivables - related parties Y 149,900 - - 0.00 2 - Operations - 6 World Peace International Pte Ltd. World Peace International (South Asia) Pte Ltd. Other receivables - related parties Y 119,920 119,920 119,920 2.95 2 - Operations - 7 WPG C&C Computers And Peripheral (India) Private Limited World Peace International (India) Pvt., Ltd. Other receivables - related parties Y 88,337 88,337 - 0.00 2 - Operations - |
None - None - None - None - None - None - None - None - None - None - |
75,559 $ 78,583 131,478 446,171 6,687,125 6,687,125 6,687,125 6,687,125 2,275,026 353,255 |
75,559 $ 78,583 131,478 446,171 6,687,125 6,687,125 6,687,125 6,687,125 2,275,026 353,255 |
Note 1 Note 3 Note 7 Note 4 Note 3 Note 3 Note 3 Note 3 Note 3 Note 3 |
Table 1, Page 1
Maximum
| Maximum | ||||
|---|---|---|---|---|
| No. Creditor Borrower General ledger account Is a related party outstanding balance during the year ended December 31, 2019 Balance at December 31, 2019 Actual amount drawn down Interest rate Allowance for doubtful accounts Reason for short-term financing Amount of transactions with the borrower Nature of loan (Note 8) |
Collateral | Limit on loans granted to a single party |
Ceiling on total loansgranted |
Footnote |
| Item Value |
||||
| 8 WPG C&C Limited WPI International (Hong Kong) Limited Other receivables - related parties Y 239,840 $ 239,840 $ 239,840 $ 2.02 2 - $ Operations - $ 9 WPG India Electronics Pvt Ltd. World Peace International (India) Pvt., Ltd. Other receivables - related parties Y 42,065 42,065 37,859 9.25 2 - Operations - 10 WPG South Asia Pte. Ltd. World Peace International (South Asia) Pte Ltd. Other receivables - related parties Y 149,900 - - 0.00 2 - Operations - 10 WPG South Asia Pte. Ltd. Yosun Singapore Pte Ltd. Other receivables - related parties Y 299,800 - - 0.00 2 - Operations - 10 WPG South Asia Pte. Ltd. WPG Korea Co., Ltd. Other receivables - related parties Y 749,500 599,600 284,810 4.53 2 - Operations - 11 Yosun Hong Kong Corp. Ltd. WPG Electronics (HK) Limited Other receivables - related parties Y 1,379,080 - - 0.00 2 - Operations - 11 Yosun Hong Kong Corp. Ltd. WPG Americas Inc. Other receivables - related parties Y 599,600 - - 0.00 2 - Operations - 11 Yosun Hong Kong Corp. Ltd. WPG Korea Co., Ltd. Other receivables - related parties Y 149,900 - - 0.00 2 - Operations - 11 Yosun Hong Kong Corp. Ltd. Peng Yu International Limited Other receivables - related parties Y 1,199,200 749,500 749,500 3.27~3.30 2 - Operations - 12 Yosun Singapore Pte Ltd WPG Korea Co., Ltd. Other receivables - related parties Y 149,900 - - 0.00 2 - Operations - 13 AECO Technology Co., Ltd. World Peace Industrial Co., Ltd. Other receivables - related parties Y 400,000 200,000 121,800 1.55 2 - Operations - 14 AECO Electronics Co., Ltd. WPI International (Hong Kong) Limited Other receivables - related parties Y 719,520 719,520 719,520 2.90 2 - Operations - |
None - None - None - None - None - None - None - None - None - None - None - None - |
269,641 $ 168,239 1,337,754 1,337,754 1,337,754 4,715,054 4,715,054 4,715,054 4,715,054 674,107 422,878 786,552 |
269,641 $ 168,239 1,337,754 1,337,754 1,337,754 4,715,054 4,715,054 4,715,054 4,715,054 674,107 422,878 786,552 |
Note 7 Note 3 Note 3 Note 3 Note 3 Note 7 Note 7 Note 7 Note 7 Note 4 Note 2 Note 7 |
Table 1, Page 2
Maximum
| Maximum | ||||
|---|---|---|---|---|
| No. Creditor Borrower General ledger account Is a related party outstanding balance during the year ended December 31, 2019 Balance at December 31, 2019 Actual amount drawn down Interest rate Allowance for doubtful accounts Nature of loan (Note 8) Amount of transactions with the borrower Reason for short-term financing |
Collateral | Limit on loans granted to a single party |
Ceiling on total loansgranted |
Footnote |
| Item Value |
||||
| 14 AECO Electronics Co., Ltd. Silicon Application Corp. Other receivables - related parties Y 299,800 $ - $ - $ 0.00 2 - $ Operations - $ 15 WPG SCM Limited Peng Yu International Limited Other receivables - related parties Y 599,600 599,600 300,231 2.95 2 - Operations - 15 WPG SCM Limited WPG Holdings Limited Other receivables - related parties Y 239,840 239,840 - 0.00 2 - Operations - 16 WPG Cloud Service Limited WPG International (CI) Limited Other receivables - related parties Y 12,292 - - 0.00 2 - Operations - 17 Yosun Industrial Corp. Trigold Holdings Limited Other receivables - related parties Y 150,000 - - 0.00 2 - Operations - 18 Yosun South China Corp. Ltd. WPG China Inc. Other receivables - related parties Y 64,575 64,575 64,575 2.80 2 - Operations - 18 Yosun South China Corp. Ltd. WPG China (SZ) Inc. Other receivables - related parties Y 120,540 120,540 120,540 2.80 2 - Operations - 19 Yosun Shanghai Corp. Ltd. WPG China Inc. Other receivables - related parties Y 150,675 150,675 150,675 2.80 2 - Operations - 19 Yosun Shanghai Corp. Ltd. WPG China (SZ) Inc. Other receivables - related parties Y 176,505 176,505 176,505 2.80 2 - Operations - 20 WPG Investment Co., Ltd. WPG Holdings Limited Other receivables - related parties Y 125,000 125,000 125,000 1.15 2 - Operations - 21 WPG C&C Shanghai Co., Ltd. Trigolduo (Shanghai) Industrial Development Ltd. Other receivables - related parties Y 12,915 12,915 - 0.00 2 - Operations - 22 WPI International (Hong Kong) Limited World Peace Industrial Co., Ltd. Other receivables - related parties Y 899,400 - - 0.00 2 - Operations - |
None - None - None - None - None - None - None - None - None - None - None - None - |
314,621 $ 1,054,305 1,054,305 44,149 1,764,658 202,774 202,774 358,495 358,495 173,883 115,885 7,350,603 |
786,552 $ 1,054,305 1,054,305 44,149 3,529,317 202,774 202,774 358,495 358,495 173,883 289,713 18,376,508 |
Note 7 Note 3 Note 3 Note 7 Note 6 Note 7 Note 7 Note 7 Note 7 Note 2 Note 7 Note 7 |
Table 1, Page 3
Maximum
| Maximum | ||||
|---|---|---|---|---|
| No. Creditor Borrower General ledger account Is a related party outstanding balance during the year ended December 31, 2019 Balance at December 31, 2019 Actual amount drawn down Interest rate Nature of loan (Note 8) Amount of transactions with the borrower Reason for short-term financing Allowance for doubtful accounts |
Collateral | Limit on loans granted to a single party |
Ceiling on total loansgranted |
Footnote |
| Item Value |
||||
| 22 WPI International (Hong Kong) Limited WPG C&C Limited Other receivables - related parties Y 749,500 $ - $ - $ 0.00 2 - $ Operations - $ 22 WPI International (Hong Kong) Limited WPG America Inc. Other receivables - related parties Y 899,400 - - 0.00 2 - Operations - 22 WPI International (Hong Kong) Limited WPG Korea Co., Ltd. Other receivables - related parties Y 599,600 599,600 239,840 4.53 2 - Operations - 22 WPI International (Hong Kong) Limited WPG Electronics (HK) Limited Other receivables - related parties Y 599,600 599,600 599,600 3.27 2 - Operations - 22 WPI International (Hong Kong) Limited Peng Yu International Limited Other receivables - related parties Y 419,720 419,720 - 0.00 2 - Operations - 23 World Peace Industrial Co., Ltd. Longview Technology Inc. Other receivables - related parties Y 1,149,400 849,600 92,126 1.95~3.20 2 - Operations - 23 World Peace Industrial Co., Ltd. Long-Think International Co., Ltd. Other receivables - related parties Y 89,940 44,970 - 0.00 2 - Operations - 23 World Peace Industrial Co., Ltd. Trigold Holdings Limited Other receivables - related parties Y 300,000 - - 0.00 2 - Operations - 24 Everwiner Enterprise Co., Ltd. Pernas Electronics Co., Ltd. Other receivables - related parties Y 200,000 200,000 200,000 1.37 2 - Operations - 25 AIO Components Company Limited WPI International (Hong Kong) Limited Other receivables - related parties Y 134,910 - - 0.00 2 - Operations - 26 Silicon Application (BVI) Corporation WPI International (Hong Kong) Limited Other receivables - related parties Y 119,920 - - 0.00 2 - Operations - 26 Silicon Application (BVI) Corporation Silicon Application Corp. Other receivables - related parties Y 1,199,200 1,199,200 1,199,200 1.70 2 - Operations - |
None - None - None - None - None - None - None - None - None - None - None - None - |
18,376,508 $ 18,376,508 18,376,508 18,376,508 18,376,508 5,206,031 5,206,031 5,206,031 281,799 14,949 3,196,168 1,278,467 |
18,376,508 $ 18,376,508 18,376,508 18,376,508 18,376,508 10,412,062 10,412,062 10,412,062 281,799 14,949 3,196,168 3,196,168 |
Note 7 Note 7 Note 7 Note 7 Note 7 Note 6 Note 6 Note 6 Note 2 Note 7 Note 7 Note 7 |
Table 1, Page 4
| No. Creditor Borrower General ledger account Is a related party Maximum outstanding balance during the year ended December 31, 2019 Balance at December 31, 2019 Actual amount drawn down Interest rate Nature of loan (Note 8) Amount of transactions with the borrower Reason for short-term financing Allowance for doubtful accounts |
Collateral | Limit on loans granted to a single party |
Ceiling on total loansgranted |
Footnote |
|---|---|---|---|---|
| Item Value |
||||
| 26 Silicon Application (BVI) Corporation Peng Yu International Limited Other receivables - related parties Y 119,920 $ 119,920 $ 119,920 $ 3.20 2 - $ Operation - $ 27 Silicon Application Company Limited WPG C&C Limited Other receivables - related parties Y 419,720 - - 0.00 2 - Operations - 27 Silicon Application Company Limited Silicon Application Corp. Other receivables - related parties Y 689,540 689,540 689,540 1.70 2 - Operations - 27 Silicon Application Company Limited Yosun Hong Kong Corp. Ltd. Other receivables - related parties Y 599,600 599,600 599,600 3.91 2 - Operations - 27 Silicon Application Company Limited WPG China Inc. Other receivables - related parties Y 299,800 299,800 299,800 4.37 2 - Operations - 27 Silicon Application Company Limited Peng Yu International Limited Other receivables - related parties Y 119,920 119,920 119,920 3.70 2 - Operations - 28 Sertek Limited Yosun Hong Kong Corp. Ltd. Other receivables - related parties Y 437,708 437,708 437,708 2.20 2 - Operations - 29 Sertek Incorporated Richpower Electronic Devices Co., Ltd Other receivables - related parties Y 299,800 299,800 299,800 3.25 2 - Operations - 30 Apache Communication Inc. Asian Information Technology Inc. Other receivables - related parties Y 389,740 - - 0.00 2 - Operations - 31 Genuine C&C Inc. Hoban Inc. Other receivables - related parties Y 50,000 50,000 - 0.00 2 - Operations - 31 Genuine C&C Inc. Peng Yu International Limited Other receivables - related parties Y 300,000 300,000 - 0.00 2 - Operations - 32 Richpower Electronic Devices Co., Limited Silicon Application Corp. Other receivables - related parties Y 599,600 599,600 599,600 3.91 2 - Operations - 32 Richpower Electronic Devices Co., Limited WPG Americas Inc. Other receivables - related parties Y 599,600 - - 0.00 2 - Operations - |
None - None - None - None - None - None - None - None - None - None - None - None - None - |
3,196,168 $ 1,796,937 718,775 1,796,937 1,796,937 1,796,937 443,843 631,210 289,969 441,780 441,780 924,811 2,312,027 |
3,196,168 $ 1,796,937 1,796,937 1,796,937 1,796,937 1,796,937 443,843 631,210 463,950 441,780 441,780 2,312,027 2,312,027 |
Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 2 Note 5 Note 2 Note 2 Note 7 Note 7 |
Table 1, Page 5
| Nature of loan (Note 8) Amount of transactions with the borrower Reason for short-term financing Allowance for doubtful accounts No. Creditor Borrower General ledger account Is a related party Maximum outstanding balance during the year ended December 31, 2019 Balance at December 31, 2019 Actual amount drawn down Interest rate |
Collateral | Limit on loans granted to a single party |
Ceiling on total loansgranted |
Footnote |
|---|---|---|---|---|
| Item Value |
||||
| 32 Richpower Electronic Devices Co., Limited Yosun Hong Kong Corp. Ltd. Other receivables - related parties Y 839,440 $ 599,600 $ - $ 0.00 2 - $ Operations - $ 33 Long-Think International (Hong Kong) Limited WPI International (Hong Kong) Limited Other receivables - related parties Y 449,700 449,700 374,750 2.02~2.90 2 - Operations - 34 Long-Think International Co., Ltd. World Peace Industrial Co., Ltd. Other receivables - related parties Y 18,000 18,000 18,000 1.52 2 - Operations - 35 Peng Yu (Shanghai) Digital Technology Co., Ltd. Trigolduo (Shanghai) Industrial Development Ltd. Other receivables - related parties Y 34,440 34,440 34,440 4.60 2 - Operations - 35 Peng Yu (Shanghai) Digital Technology Co., Ltd. WPG C&C Shanghai Co., Ltd. Other receivables - related parties Y 25,830 25,830 25,830 4.60 2 - Operations - 36 Trigolduo (Shanghai) Industrial Development Ltd. Trigold Tongle (Shanghai) Industrial Development Ltd. Other receivables - related parties Y 6,027 6,027 4,736 4.85 2 - Operations - |
None - None - None - None - None - None - |
2,312,027 $ 520,663 19,636 101,414 253,535 9,501 |
2,312,027 $ 520,663 19,636 253,535 253,535 9,501 |
Note 7 Note 7 Note 2 Note 7 Note 7 Note 2 |
Note 1: Accumulated financing activities and the individual limit to any company or person should not be in excess of 100% of creditors’ net assets.
-
Note 2: Accumulated financing activities to any company or person should not be in excess of 40% of creditor’s net assets. Limit on loans to a single company is as follows:
-
(1) For business transaction to the creditor, the individual limit should not exceed the amount of business transactions; the amount of business transactions means the higher between sales and purchases.
-
(2) For short-term financing, financing activities to a single company should not be in excess of 40% of creditor’s net assts.
-
Note 3: (1) For those borrowers which are not 100% held investee company, the individual limit amount and the accumulated financing activities to those borrowers should not be in excess of 40% of the creditor’s net assets.
-
(2) For those borrowers which are 100% held investee company, the individual limit amount and the accumulated financing activities to those borrowers should not be in excess of 200% of the creditor’s net assets.
-
(3) The total limit of (1) and (2) should not exceed 200% of the creditor’s net assets.
-
Note 4: Accumulated financing activities to any company or person should not be in excess of 200% of creditor’s net assets. Limit on loans to a single company is as follows:
-
(1) For business transaction to the creditor, the individual limit should not exceed the amount of business transactions; the amount of business transactions means the higher between sales and purchases.
-
(2) For short-term financing, the financing activities to an overseas company which is 100% directly or indirectly held by ultimate parent company should not be in excess of 200% of creditor’s net assets. For borrower not fulfilling said criteria, the limit should not exceed 40% of the creditor’s net assets.
-
Note 5: Accumulated financing activities to any company or person should not be in excess of 40% of creditor’s net assets. Limit on loans to a single company is as follows:
-
(1) For business transaction to the creditor, the individual limit should not exceed the amount of business transactions; the amount of business transactions means the higher between sales and purchases.
-
(2) For short-term financing, financing activities to a single company should not be in excess of 25% of creditor’s assets.
-
Note 6: Accumulated financing activities to any company or person should not be in excess of 40% of creditor’s net assets. Limit on loans to a single company is as follows:
-
(1) For business transaction to the creditor, the individual limit should not exceed the amount of business transactions; the amount of business transactions means the higher between sales and purchases.
-
(2) For short-term financing, financing activities to a single company should not be in excess of 20% of creditor’s assets.
-
Note 7: Accumulated financing activities to any company or person should not be in excess of 100% of creditor’s net assets. Limit on loans to a single company is as follows:
-
(1) For business transaction to the creditor, the individual limit should not exceed the amount of business transactions; the amount of business transactions means the higher between sales and purchases.
-
(2) For short-term financing, the financing activities to an overseas company which is 100% directly or indirectly held by ultimate parent company should not be in excess of 100% of creditor’s net assets. For borrower not fulfilling said criteria, the limit should not exceed 40% of the creditor’s net assets.
-
Note 8: The column of ‘Nature of loan’ shall fill in 1. ‘Business transaction or 2. ‘Short-term financing’.
Table 1, Page 6
Table 2
Expressed in thousands of NTD (Except as otherwise indicated)
WPG Holdings Limited and Subsidiaries
Provision of endorsements and guarantees to others Year ended December 31, 2019
| Number | Endorser/ guarantor |
Partybeingendorsed/guaranteed | Limit on endorsements/ guarantees provided for a singleparty |
Maximum outstanding endorsement/ guarantee amount as of December 31, 2019 |
Outstanding endorsement/ guarantee amount at December 31, 2019 |
Actual amount drawn down |
Amount of endorsements/ guarantees secured with collateral |
Ratio of accumulated endorsement/ guarantee amount to net asset value of the endorser/ guarantor company |
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 |
||||||||||||
| 0 1 2 2 2 3 4 4 4 4 5 5 5 |
WPG Holdings Limited World Peace International (South Asia) Pte Ltd World Peace International Pte. Ltd. World Peace International Pte. Ltd. World Peace International Pte. Ltd. WPG South Asia Pte. Ltd. Yosun Industrial Corp. Yosun Industrial Corp. Yosun Industrial Corp. Yosun Industrial Corp. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. |
World Peace Industrial Co., Ltd. Note 1 WPG C&C Computers And Peripheral (India) Private Limited Note 1 WPG Americas Inc. Note 3 WPG C&C Computers and Peripheral (India) Private Ltd. Note 1 World Peace International (South Asia) Pte. Ltd. Note 1 WPG India Electronics Private Limited Note 1 Yosun Singapore Pte. Ltd. Note 1 Yosun Hong Kong Corp. Ltd. Note 1 Sertek Incorporated Note 1 Richpower Electronic Devices Co., Limited Note 1 WPI International (Hong Kong) Limited Note 1 VITEC WPG Limited Note 3 World Peace International (South Asia) Pte. Ltd. Note 1 |
31,736,078 $ 6,686,902 7,316,545 7,316,545 7,316,545 1,337,754 8,823,292 8,823,292 8,823,292 8,823,292 13,015,078 13,015,078 13,015,078 |
154,142 $ 74,950 164,890 493,171 1,019,320 14,990 1,481,012 1,364,090 2,398,400 1,200,000 2,965,022 67,455 659,560 |
78,239 $ - 164,890 131,912 299,800 - 1,118,254 539,640 2,398,400 600,000 1,154,230 67,455 659,560 |
78,239 $ - 5,133 75,718 66,137 - 515,673 114,253 1,172,043 445,088 517,696 44,970 659,560 |
78,239 $ - - - - - - - - - - - - |
0.12 0.00 4.51 3.61 8.20 0.00 12.67 6.12 27.18 6.80 4.43 0.26 2.53 |
31,736,078 $ 6,686,902 7,316,545 7,316,545 7,316,545 1,337,754 17,646,583 17,646,583 17,646,583 17,646,583 20,824,124 20,824,124 20,824,124 |
YN N N N N N N N N N N N |
N N N N N N N N N N N N N |
N Notes 4 and 5 N Note 7 N Note 7 N Note 7 N Note 7 N Note 11 N Note 9 N Note 9 N Note 9 N Note 9 N Note 6 N Note 6 N Note 6 |
Table 2, Page 1
| Number | Endorser/ guarantor |
Partybeingendorsed/guaranteed | Limit on endorsements/ guarantees provided for a singleparty |
Maximum outstanding endorsement/ guarantee amount as of December 31, 2019 |
Outstanding endorsement/ guarantee amount at December 31, 2019 |
Actual amount drawn down |
Amount of endorsements/ guarantees secured with collateral |
Ratio of accumulated endorsement/ guarantee amount to net asset value of the endorser/ guarantor company |
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 |
||||||||||||
| 6 7 7 7 8 8 8 |
Frontek Technology Corporation Asian Information Technology Inc. Asian Information Technology Inc. Asian Information Technology Inc. Trigold Holding Limited Trigold Holdings Limited Trigold Holdings Limited |
Asian Information Technology Inc. Note 2 WPG China Inc. Note 3 Frontek Technology Corporation Note 1 AIT Japan Inc. Note 1 Peng Yu (Shanghai) Digital Technology Co., Ltd. Note 1 Peng Yu International Limited Note 1 WPG C&C Shanghai Co., Ltd. Note 1 |
947,143 $ 2,471,582 2,471,582 2,471,582 577,603 577,603 577,603 |
769,700 $ 14,990 847,560 179,880 43,050 59,960 258,300 |
769,700 $ 14,990 847,560 - 43,050 59,960 129,150 |
559,087 $ - 74,225 - 43,050 59,960 129,150 |
- - - - - - - |
32.51 0.24 13.72 0.00 3.73 5.20 11.18 |
1,183,929 $ 3,089,477 3,089,477 3,089,477 577,603 577,603 577,603 |
N N N N N N N |
N N N N N N N |
N Note 8 Y Note 8 N Note 8 N Note 8 Y Note 10 N Note 10 Y Note 10 |
-
Note 1: The company and its subsidiary hold more than 50% of the investee company.
-
Note 2: The parent company directly owns more than 50% of the company.
-
Note 3: An affiliate.
-
Note 4: The guarantee amount should not exceed 50% of guarantor’s net assets; the limit to a single company should not exceed 50% of the Company’s stockholder’s equity. For business transaction with the Company, the guarantee amount should not exceed
-
the amount of business transaction, which is the higher between sales and purchases. The limit on the Company and its subsidiaries’ total loan to other companies is 60% of the Company’s net assets. The guarantee amount to a subsidiary which is 90%~100% directly or indirectly held by the Company should not exceed 10% of the Company’s net assets, which is based on the latest audited or reviewed financial statements.
-
Note 5: There are 8,999 thousand shares of WPG Investment Co., Ltd. which have been pledged for purchases for World Peace Industrial Co., Ltd. The book value of those pledged investments is $78,239.
-
Note 6: The cumulative guarantee amount to others should not be in excess of 80% of guarantor’s net assets. The guarantee amount to a single company should not be in excess of 50% of guarantor’s net assets. For business transaction with the guarantor, the guarantee amount should not exceed the amount of business transaction, which is the higher between sales and purchases. The net asset value is based on the latest audited or reviewed financial statements.
-
Note 7: The cumulative guarantee amount to others should not be in excess of 200% of the Company’s net assets. The guarantee amount to a single company should not be in excess of 200% of Company’s net assets. For business transaction with the Company, the guarantee amount should not exceed the amount of business transaction, which is the higher between sales and purchases. The guarantee amount to a subsidiary which is 90%~100% directly or indirectly held by the Company should not exceed 10% of the Company’s net assets.
-
Note 8: The cumulative guarantee amount to others should not be in excess of 50% of guarantor’s net assets. The guarantee amount to a single company should not be in excess of 40% of guarantor’s net assets. However, guarantee amount to a single overseas affiliate should not be in excess of 40% of guarantor’s net assets.
-
Note 9: The cumulative guarantee amount to others should not be in excess of 200% of guarantor and its subsidiaries’ total net assets. The guarantee amount to a single company should not be in excess of 100% of guarantor and its subsidiaries’ total net assets. For business transaction with the Company, the guarantee amount should not exceed the amount of business transaction, which is the higher between sales and purchases. The Company’s guarantee amount to a subsidiary which is 90%~100% directly or indirectly held by the ultimate parent company should not exceed 10% of the ultimate parent company’s net assets. The net asset value is based on the latest audited or reviewed financial statements.
-
Note 10: The cumulative guarantee amount to others should not be in excess of 50% of the Company’s net assets. The guarantee amount to a single company should not be in excess of 50% of Company’s net assets. For business transaction with the Company, the guarantee amount should not exceed the amount of business transaction, which is the higher between sales and purchases. The Company’s and its subsidiaries’ cumulative guarantee amount to others should not be in excess 50% (not including 50%) of the Company’s net assets. The guarantee amount to a single company should not be in excess of 50% (not including 50%) of the Company’s net assets. The guarantee amount to a subsidiary which is 90%~100% directly or indirectly held by the Company should not exceed 10% of the Company’s net assets. The guarantee amount to a subsidiary which is 100%directly or indirectly held by the Company should not exceed 50% (not including 50%) of the Company’s net assets. The net assets value is based on the latest audit or reviewed financial statements.
-
Note 11: The cumulative guarantee amount to others should not be in excess of 200% of the Company’s net assets. The guarantee amount to a single company should not be in excess of 200% of Company’s net assets. For business transaction with the Company, the guarantee amount should not exceed the amount of business transaction, which is the higher between sales and purchases. The guarantee amount to a subsidiary which is 90%~100% directly or indirectly held by the Company should not exceed 10% of the Company’s net assets.
Table 2, Page 2
WPG Holdings Limited and Subsidiaries
Holding of marketable securities at the end of the period (not including subsidiaries, associates and joint ventures)
Year ended December 31, 2019
Table 3
Expressed in thousands of NTD
(Except as otherwise indicated)
| Securities held by | Marketable securities | Relationship with the securities issuer |
General ledger account |
As of December31,2019 | As of December31,2019 | Footnote | ||
|---|---|---|---|---|---|---|---|---|
| Number of shares (in thousands) |
Bookvalue | Ownership (%) | Fairvalue(Note 1) | |||||
| WPG Holdings Limited WPG Holdings Limited WPG Holdings Limited Silicon Application Corp. World Peace Industrial Co., Ltd. AECO Technology Co., Ltd. Yosun Industrial Corp. Genuine C&C Inc. Richpower Electronic Devices Co., Ltd. WPG Investment Co., Ltd. Silicon Application (BVI) Corp. |
Restar Holdings Corporation Tyche Partners L.P. - Funds CDIB CME Fund Ltd., etc. - Equity securities Kingmax Technology Inc., etc. - Equity securities Silicon Line GmbH, Munich etc. - Equity securities Hua-Jie (Taiwan) Corp. - Equity securities Fortend Taiwan Scientific Corp., etc. - Equity securities Systemweb Technology - Equity securities Promaster Technology Co., Ltd., etc. - Equity securities DIGITIMES Inc. etc. - Equity securities Actiontec Electronics Inc. etc. - Equity securities |
None None None None None None None None None None None |
Financial assets at at fair value through profit or loss- non- current Financial assets at at fair value through profit or loss- non- current Financial assets at at fair value through profit or loss- non- current Financial assets at at fair value through profit or loss- non- current Financial assets at at fair value through profit or loss- non- current Financial assets at at fair value through profit or loss- non- current Financial assets at at fair value through profit or loss- non- current Financial assets at at fair value through profit or loss- non- current Financial assets at at fair value through profit or loss- non- current Financial assets at at fair value through profit or loss- non- current, etc. Financial assets at at fair value through profit or loss- non- current |
230 - - - - 668 - 700 - - - |
128,864 $ 304,820 160,931 312,432 24,068 6,684 4,214 8,705 37,906 123,567 6,540 |
1.46 - - - - 3.32 - 9.52 - - - |
128,864 $ 304,820 160,931 312,432 24,068 6,684 4,214 8,705 37,906 123,567 6,540 |
Note 2 Note 3 |
Table 3, Page 1
As of December 31, 2019
| Relationship with the securities issuer General ledger account Securities held by Marketable securities |
Number of shares (in thousands) |
Bookvalue | Ownership (%) Fairvalue(Note 1) |
Footnote |
|---|---|---|---|---|
| Asian Information Technology Inc. MCUBE. Inc. - Equity securities None Financial assets at at fair value through profit or loss- non- current Win-Win Systems Ltd. Silicon Electronics Company(s) Pte. Ltd. - Equity securities None Financial assets at at fair value through profit or loss- non- current WPG South Asia Pte. Ltd. ViMOS Technologies GmBH - Equity securities None Financial assets at at fair value through profit or loss- non- current WPG China Inc. CECI Technology Co. Ltd. etc. - Equity securities None Financial assets at at fair value through profit or loss- non- current |
- 180 20 - |
- $ - 648 565,301 |
- - $ - - 9 648 - 565,301 |
Note 1: Fill in the amount after adjusted at fair value and deducted by accumulated impairment for the marketable securities measured at fair value; fill in the acquisition cost or amortized cost deducted by accumulated impairment for the marketable securities not measured at fair value.
Note 2: The original investee company, Vitec Holdings Co., Ltd., was delisted on March 27, 2019. Vitec Holdings Co., Ltd was merged with UKC Holdings whereby a new company, Restar Holdings Corporation, was established. The effective date for this merger was April 1, 2019, and the name of the held marketable securities would be changed.
Note 3: There are 566 thousand shares of Kingmax Technology Inc. which have been pledged for purchases as of December 31, 2019.
Table 3, Page 2
WPG Holdings Limited 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, 2019
| Investor Table 4 |
Marketable securities |
General ledger account |
Counterparty | Relationship with the counterparty |
Balance as at January1,2019 | Balance as at January1,2019 | Addition | Addition | Disposal | Disposal | Balance as at December 31,2019 Expressed in thousands of NTD (Except as otherwise indicated) |
Balance as at December 31,2019 Expressed in thousands of NTD (Except as otherwise indicated) |
||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| No. of shares (inthousands) |
Amount | No. of shares (inthousands) |
Amount | No. of shares (inthousands) |
Selling price | Bookvalue | Gain (loss) on disposal |
No. of shares (inthousands) |
Amount | |||||
| WPG Holdings Limited """" |
World Peace Industrial Co., Ltd. Silicon Application Corp. Asian Information Technology Inc. WPG International (CI) Limited WT Microelectronics Co., Ltd. |
Note 1 Note 1 Note 1 Note 1 Note 5 |
World Peace Industrial Co., Silicon Application Corp. Asian Information Technology Inc. WPG International (CI) Limited Not applicable |
Same parent company """Not applicable |
1,160,000 428,000 380,000 124,443 - |
15,971,669 $ 4,717,962 4,063,464 3,783,583 - |
342,700 (Note 2) 127,000 (Note 3) 120,000 (Note 4) 25,840 177,110 |
2,500,000 $ 1,000,000 800,000 800,000 8,111,638 |
- - - - - |
$ - - - - - |
$ - - - - - |
$ - - - - - |
1,502,700 555,000 500,000 150,283 177,110 |
18,471,669 $ 5,717,962 4,863,464 4,583,583 8,111,638 |
Note 1: It is recorded as investments accounted for under equity method. Note 2: Stock dividends of 92,700 thousand shares distributed by World Peace Industrial Co., Ltd. are included. Note 3: Stock dividends of 27,000 thousand shares distributed by Silicon Application Corp. are included. Note 4: Stock dividends of 40,000 thousand shares distributed by Asian Information Technology Inc. are included. Note 5: It is recorded as prepayments for investments.
Table 4, Page 1
Table 5
WPG Holdings Limited and Subsidiaries
Acquisition of real estate reaching $300 million or 20% of paid-in capital or more
Year ended December 31, 2019
Expressed in thousands of NTD (Except as otherwise indicated)
| Real estate acquired by |
Real estate acquired |
Date of the event |
Transaction amount |
Status of payment (Note2) |
Counterparty | Relationship with the counterparty |
If the counterparty is a related party, information as to the last transaction of the real estate is disclosed below: |
If the counterparty is a related party, information as to the last transaction of the real estate is disclosed below: |
If the counterparty is a related party, information as to the last transaction of the real estate is disclosed below: |
If the counterparty is a related party, information as to the last transaction of the real estate is disclosed below: |
Basis or reference used in setting the price |
Reason for acquisition of real estate and status of the real estate |
Other commitments |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Original owner who sold the real estate to the counterparty |
Relationship between the original owner and the acquirer |
Date of the original transaction |
Amount | ||||||||||
| The Company The Company The Company |
Office building A in Taipei City Nangang Dist. Jingmao section No.70, No. 70-1 Taipei City Nangang Dist. Jingmao section No.70, No. 70-1 Taipei City Nangang Dist. Jingmao section No.70, No. 70-1 |
2016.12 (Note 1) 2016.12 (Note 1) 2016.12 (Note 1) |
$ 4,533,954 1,063,114 843,765 |
$ 963,465 225,912 179,300 |
Ji Tai Development Co., Ltd. Lee Wang |
Non-related party Non-related party Non-related party |
- - - |
- - - |
- - - |
$ - - - |
It was appraised by Honda real estate appraising firm and China real estate appraising firm It was appraised by Honda real estate appraising firm and China real estate appraising firm It was appraised by Honda real estate appraising firm and China real estate appraising firm |
Operation needs Operation needs Operation needs |
None None None |
Note 1: It was the date of contract.
Note 2: For the years ended December 31, 2017 and 2018, the total amount was $885,615 and $241,531, respectively, and for the year ended December 31, 2019, the amount was $241,531.
Table 5, Page 1
Table 6
WPG Holdings Limited and Subsidiaries
Purchases or sales of goods from or to related parties reaching $100 million or 20% of paid-in capital or more Year ended December 31, 2019
Expressed in thousands of NTD (Except as otherwise indicated)
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | Transaction | Differences in transaction terms compared to third party transactions |
Differences in transaction terms compared to third party transactions |
Notes/accounts receivable(payable) | Notes/accounts receivable(payable) | Footnote | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unit price | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| WPG Holdings Limited " " " World Peace Industrial Co., Ltd. " " " " " " " Genuine C&C (IndoChina) Pte Ltd. World Peace International (South Asia) Pte Ltd. " " " " " |
World Peace Industrial Co., Ltd. Silicon Application Corp. Asian Information Technology Inc. Yosun Industrial Corp. World Peace International (South Asia) Pte Ltd. WPI International (Hong Kong) Limited WPG Electronics (HK) Limited WPG China (SZ) Inc. WPG China Inc. WPG SCM Limited WPG Korea Co., Ltd. Genuine C&C Inc. WPG PT Electrindo Jaya World Peace Industrial Co., Ltd. WPG C&C (Malaysia) Sdn. Bhd WPG C&C Computers And Peripheral (India) Private Limited WPG SCM Limited WPG PT Electrindo Jaya WPG C&C (Thailand) Co., Ltd. |
Same parent company " " " " " " " " " " " Investment under equity method Same parent company " " " Investment under equity method Same parent company |
Sales " " " " " " " " " " " " " " " " " " |
445,048) ($ 117,708) ( 113,533) ( 116,519) ( 564,768) ( 4,163,661) ( 658,270) ( 1,475,604) ( 527,549) ( 1,611,232) ( 1,803,214) ( 129,652) ( 172,812) ( 148,064) ( 113,642) ( 1,071,637) ( 3,427,063) ( 476,985) ( 117,387) ( |
55.36) ( 14.64) ( 14.12) ( 14.50) ( 0.52) ( 3.81) ( 0.60) ( 1.35) ( 0.48) ( 1.48) ( 1.65) ( 0.12) ( 82.56) ( 0.52) ( 0.40) ( 3.77) ( 12.05) ( 1.68) ( 0.41) ( |
Note 5 " " " Note 3 " " " " " " " " " " " " " " |
Note 5 " " " Note 3 " " " " " " " " " " " " " " |
Note 5 " " " Note 3 " " " " " " " " " " " " " " |
67,345 $ 14,083 12,566 9,531 612 409,687 199,462 184,219 127,238 99,427 130,590 6,206 24,890 22,962 - 129,145 510,668 56,861 29,439 |
64.12 13.41 11.96 9.08 - 1.70 0.83 0.76 0.53 0.41 0.54 0.03 83.93 0.56 - 3.14 12.40 1.38 0.72 |
Table 6, Page 1
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | Transaction | Differences in transaction terms compared to third party transactions |
Differences in transaction terms compared to third party transactions |
Notes/accounts receivable(payable) | Notes/accounts receivable(payable) | Footnote | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unit price | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| WPI International (Hong Kong) Limited " " " " " " Longview Technology Inc. " Long-Think International (Hong Kong) Limited " Silicon Application Corp. " " " Pernas Electronics Co., Ltd. " Everwiner Enterprise Co., Ltd. " Asian Information Technology Inc. " " " " |
World Peace Industrial Co., Ltd. World Peace International (South Asia) Pte Ltd. WPG Electronics (HK) Limited WPG China (SZ) Inc. WPG China Inc. WPG SCM Limited WPG Korea Co., Ltd. World Peace Industrial Co., Ltd. WPI International (Hong Kong) Limited World Peace Industrial Co., Ltd. WPI International (Hong Kong) Limited Pernas Electronics Co., Ltd. WPG Electronics (HK) Limited WPG China (SZ) Inc. WPG China Inc. Silicon Application Corp. Everwiner Enterprise Co., Ltd. Silicon Application Corp. Pernas Electronics Co., Ltd. World Peace International (South Asia) Pte Ltd. WPI International (Hong Kong) Limited Frontek Technology Corporation Apache Communication Inc. WPG Electronics (HK) Limited |
Same parent company " " " " " " " " " " " " " " " " " " " " " " " |
Sales " " " " " " " " " " " " " " " " " " " " " " " |
5,052,414) ($ 2,327,856) ( 116,078) ( 2,000,615) ( 912,013) ( 1,018,391) ( 112,120) ( 395,231) ( 972,188) ( 812,450) ( 607,122) ( 1,691,803) ( 3,283,423) ( 832,313) ( 159,045) ( 415,999) ( 358,840) ( 135,070) ( 1,959,524) ( 148,363) ( 299,904) ( 3,702,796) ( 1,256,164) ( 164,610) ( |
3.35) ( 1.55) ( 0.08) ( 1.33) ( 0.61) ( 0.68) ( 0.07) ( 24.94) ( 61.35) ( 48.56) ( 36.29) ( 2.60) ( 5.05) ( 1.28) ( 0.24) ( 6.21) ( 5.35) ( 3.38) ( 49.06) ( 0.43) ( 0.86) ( 10.67) ( 3.62) ( 0.47) ( |
Note 3 " " " " " " " " " " 30 days after monthly billings 90 days after monthly billings " " 30 days after monthly billings Note 2 30 days after monthly billings Note 2 " " " " " |
Note 3 " " " " " " " " " " Note 4 " " " " " " " Note 2 " " " " |
Note 3 " " " " " " " " " " Note 4 " " " " " " " Note 2 " " " " |
354,723 $ 97,547 15,404 228,380 260,698 81,315 9,068 24,495 2,200 38,785 38,380 42,956 1,122,287 154,228 33,890 32,434 30,536 20,018 261,024 15,936 33,513 674,675 80,862 59,993 |
0.96 0.27 0.04 0.62 0.71 0.22 0.02 80.86 7.26 35.91 35.54 0.31 7.98 1.10 0.24 2.94 2.77 2.65 34.59 0.26 0.55 11.15 1.34 0.99 |
Table 6, Page 2
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | Transaction | Differences in transaction terms compared to third party transactions |
Differences in transaction terms compared to third party transactions |
Notes/accounts receivable(payable) | Notes/accounts receivable(payable) | Footnote | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unit price | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| Asian Information Technology Inc. Henshen Electric Trading Co., Ltd. " Frontek Technology Corporation " " Apache Communication Inc. AIT Japan Inc. WPG Electronics (HK) Limited " " WPG China Inc. WPG China (SZ) Inc. WPG Americas Inc. WPG South Asia Pte. Ltd. ". WPG SCM Limited WPG Korea Co., Ltd. " Yosun Industrial Corp. " " " " |
WPG China (SZ) Inc. Asian Information Technology Inc. Frontek Technology Corporation Asian Information Technology Inc. WPG Electronics (HK) Limited WPG China Inc. Asian Information Technology Inc. Asian Information Technology Inc. World Peace Industrial Co., Ltd. WPI International (Hong Kong) Limited Silicon Application Corp. WPG China (SZ) Inc. WPG China Inc. World Peace Industrial Co., Ltd. World Peace International (South Asia) Pte Ltd. Yosun Singapore Pte Ltd. World Peace International (South Asia) Pte Ltd. WPI International (Hong Kong) Limited WPG South Asia Pte. Ltd. WPG China (SZ) Inc. WPG China Inc. Yosun Hong Kong Corp. Ltd. Richpower Electronic Devices Co., Ltd Richpower Electronic Devices Co., Limited |
Same parent company " " " " " " " " " " " " " " " " " " " " " " " |
Sales " " " " " " " " " " " " " " " " " " " " " " " |
163,204) ($ 217,196) ( 291,762) ( 2,165,009) ( 369,194) ( 218,910) ( 658,868) ( 167,425) ( 258,275) ( 361,530) ( 144,474) ( 379,459) ( 217,940) ( 332,046) ( 505,151) ( 109,791) ( 167,789) ( 220,122) ( 204,146) ( 694,744) ( 598,911) ( 3,229,367) ( 158,144) ( 124,448) ( |
0.47) ( 18.94) ( 25.45) ( 10.30) ( 1.76) ( 1.04) ( 3.21) ( 26.33) ( 3.79) ( 5.31) ( 2.12) ( 3.59) ( 2.55) ( 2.51) ( 60.48) ( 13.14) ( 2.46) ( 3.41) ( 3.16) ( 3.77) ( 3.25) ( 17.53) ( 0.86) ( 0.68) ( |
Note 2 " " " " " " " Notes 3 and 5 " Note 5 90 days after monthly billings Note 3 " Note 5 " Note 3 " 30 days at the end of the month Note 6 " Note 3 " " |
Note 2 " " " " " " " Notes 3 and 5 " Note 5 Note 4 Note 3 " Note 5 " Note 3 " " Note 6 " Note 3 " " |
Note 2 " " " " " " " Notes 3 and 5 " Note 5 Note 4 Note 3 " Note 5 " Note 3 " " Note 6 " Note 3 " " |
30,332 $ 742 3,906 197,755 153,361 63,776 15,341 16 1,979 69,645 - 754 - 35,564 - - 47,087 215 196,716 114,362 116,607 182,914 107,426 3,232 |
0.50 0.65 3.40 3.89 3.02 1.25 0.43 0.14 0.14 4.84 - 0.03 - 2.32 - - 2.61 0.02 21.38 4.15 4.23 6.64 3.90 0.12 |
Table 6, Page 3
| Purchaser/seller | Counterparty | Relationship with the counterparty |
Transaction | Transaction | Differences in transaction terms compared to third party transactions |
Differences in transaction terms compared to third party transactions |
Notes/accounts receivable(payable) | Notes/accounts receivable(payable) | Footnote | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term | Unit price | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
||||
| Yosun Hong Kong Corp. Ltd. " " " Yosun Singapore Pte Ltd. Sertek Incorporated " Richpower Electronic Devices Co., Limited " " " " " Peng Yu (Shanghai) Digital Technology Co., Ltd. Peng Yu International Limited " " " |
WPG China (SZ) Inc. WPG China Inc. Yosun Industrial Corp. Richpower Electronic Devices Co., Limited WPG SCM Limited Yosun Industrial Corp. Yosun Hong Kong Corp. Ltd. WPG Electronics (HK) Limited Yosun Industrial Corp. WPG China (SZ) Inc. Yosun Industrial Corp. Yosun Hong Kong Corp. Ltd. Richpower Electronic Devices Co., Ltd Peng Yu International Limited World Peace Industrial Co., Ltd. WPI International (Hong Kong) Limited WPG Electronics (HK) Limited WPG C&C Shanghai Co., Ltd. |
Same parent company " " " " " " " " " " " " " " " " " |
Sales " " " " " " " " " " " " " " " " " |
740,233) ($ 2,021,480) ( 503,775) ( 1,388,360) ( 387,302) ( 447,643) ( 701,659) ( 941,114) ( 162,618) ( 332,544) ( 716,511) ( 2,750,911) ( 236,162) ( 175,864) ( 1,024,444) ( 1,105,741) ( 742,533) ( 894,490) ( |
2.98) ( 8.14) ( 2.03) ( 5.59) ( 7.74) ( 3.08) ( 4.82) ( 14.40) ( 2.49) ( 2.87) ( 6.17) ( 23.71) ( 2.04) ( 49.84) ( 17.51) ( 18.90) ( 12.69) ( 15.29) ( |
Note 6 " Note 3 " " " " Note 6 Note 3 Note 6 Note 3 " " " " " " " |
Note 6 " Note 3 " " " " Note 6 Note 3 Note 6 Note 3 " " " " " " " |
Note 6 " Note 3 " " " " Note 6 Note 3 Note 6 Note 3 " " " " " " " |
103,592 $ 248,244 4,772 9,811 29,537 29,338 16,091 310,078 3,482 111,485 - 81,213 7,637 19,853 - - 120,568 115,978 |
2.76 6.62 0.13 0.26 2.69 6.14 3.37 21.01 0.24 5.47 - 3.98 0.37 20.63 - - 11.10 10.68 |
Note 1: As the related party transactions of consolidated subsidiaries exceeding $100 million are voluminous, the related information disclosed here is from the sales aspect. Note 2: The terms and sales prices were negotiated in consideration of different factors including product, cost, market and competition. The collection period is 30~120 days from the end of the month of sales. Note 3: The terms and sales prices were negotiated in consideration of different factors including product, cost, market and competition. The collection period is 30~90 days from the end of the month of sales. Note 4: The terms and sales prices were negotiated in consideration of different factors including product, cost, market and competition. Note 5: The income arose from the provision of administrative resources and management services, and the sales price and terms were determined by the parties. Note 6:The terms and sales prices were negotiated in consideration of different factors including product, cost, market and competition. The collection period is 60~120 days from the end of the month of sales.
Table 6, Page 4
WPG Holdings Limited and Subsidiaries
Receivables from related parties reaching $100 million or 20% of paid-in capital or more
Year ended December 31, 2019
Table 7
Expressed in thousands of NTD (Except as otherwise indicated)
| Creditor | Counterparty | Relationship withthe counterparty |
Balance as at December 31, 2019 (Note1) |
Turnover rate (Note2) |
Overdue receivables | Overdue receivables | Amount collected subsequent to the balance sheet date (Note 3) |
Allowance for doubtfulaccounts |
|---|---|---|---|---|---|---|---|---|
| Amount | Actiontaken | |||||||
| World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace International (South Asia) Pte Ltd. World Peace International (South Asia) Pte Ltd. WPI International (Hong Kong) Limited WPI International (Hong Kong) Limited WPI International (Hong Kong) Limited Silicon Application Corp. Silicon Application Corp. Everwiner Enterprise Co., Ltd. Asian Information Technology Inc. Frontek Technology Corporation Frontek Technology Corporation WPG Korea Co., Ltd. Yosun Industrial Corp. Yosun Industrial Corp. Yosun Industrial Corp. Yosun Industrial Corp. Yosun Hong Kong Corp. Ltd. Yosun Hong Kong Corp. Ltd. Richpower Electronic Devices Co., Ltd. |
WPI International (Hong Kong) Limited WPG Electronics (HK) Limited WPG China (SZ) Inc. WPG China Inc. WPG Korea Co., Ltd. WPG C&C Computers And Peripheral (India) Private Limited WPG SCM Limited World Peace Industrial Co., Ltd. WPG China (SZ) Inc. WPG China Inc. WPG Electronics (HK) Limited WPG China (SZ) Inc. Pernas Electronics Co., Ltd. Frontek Technology Corporation Asian Information Technology Inc. WPG Electronics (HK) Limited WPG South asia Pte. Ltd. WPG China (SZ) Inc. WPG China Inc. Yosun Hong Kong Corp. Ltd. Richpower Electronic Devices Co., Ltd WPG China (SZ) Inc. WPG China Inc. WPG Electronics (HK) Limited |
Same parent company " " " " " " " " " " " " " " " " " " " " " " " |
409,687 $ 199,462 184,219 127,238 130,590 129,144 510,668 354,723 228,380 260,698 1,122,287 154,228 261,024 674,675 197,755 153,361 196,716 114,362 116,607 182,914 107,426 103,592 248,244 310,078 |
8.90 3.19 4.27 6.49 10.57 7.67 4.24 16.13 4.95 5.93 3.06 4.47 3.07 8.64 5.78 2.54 2.08 4.19 7.29 16.14 2.56 2.97 4.99 2.91 |
- $ 2,474 - - - - - - - - - - - - - - - - - - - - - - |
- - - - - - - - - - - - - - - - - - - - - - - - |
409,687 $ 114,205 178,725 71,840 130,590 129,144 510,668 354,723 203,441 154,893 642,832 97,506 261,024 674,675 197,755 43,037 - 57,714 112,244 182,914 93,955 92,738 159,507 270,836 |
- $ - - - - - - - - - - - - - - - - - - - - - - - |
Table 7, Page 1
| Creditor | Counterparty | Relationship withthe counterparty |
Balance as at December 31, 2019 (Note1) |
Turnover rate (Note2) |
Overdue receivables | Overdue receivables | Amount collected subsequent to the balance sheet date (Note 3) |
Allowance for doubtfulaccounts |
|---|---|---|---|---|---|---|---|---|
| Amount | Actiontaken | |||||||
| Richpower Electronic Devices Co., Limited Peng Yu International Limited Peng Yu International Limited WPG Holdings Limited World Peace Industrial Co., Ltd. World Peace International Pte Ltd. World Peace International (South Asia) Pte Ltd. WPI International (Hong Kong) Limited WPI International (Hong Kong) Limited WPI International (Hong Kong) Limited WPG C&C Limited Long-Think International (Hong Kong) Limited AECO Technology Co., Ltd. AECO Electronic Co., Ltd. Silicon Application (BVI) Corp. Silicon Application (BVI) Corp. Silicon Application Company Limited Silicon Application Company Limited Silicon Application Company Limited Silicon Application Company Limited Everwiner Enterprise Co., Ltd. WPG South Aisa Pte. Ltd. WPG SCM Limited Yosun Hong Kong Corp. Ltd. Yosun Shanghai Corp. Ltd. Yosun Shanghai Corp. Ltd. |
WPG China (SZ) Inc. WPG Electronics (HK) Limited WPG C&C Shanghai Co., Ltd. Silicon Application Corp. WPI International (Hong Kong) Limited World Peace International (South Asia) Pte Ltd. WPG SCM Limited World Peace International (South Asia) Pte Ltd. WPG Electronics (HK) Limited WPG Korea Co., Ltd. WPI International (Hong Kong) Limited WPI International (Hong Kong) Limited World Peace Industrial Co., Ltd. WPI International (Hong Kong) Limited Silicon Application Corp. Peng Yu International Limited Silicon Application Corp. WPG China Inc. Yosun Hong Kong Corp. Ltd. Peng Yu International Limited Pernas Electronics Co., Ltd. WPG Korea Co., Ltd. Peng Yu International Limited Peng Yu International Limited WPG China (SZ) Inc. WPG China Inc. |
Same parent company " " " " " " " " " " " " " " " " " " " " " " " " " |
111,485 $ 120,568 115,978 658,296 396,360 120,155 234,773 127,529 600,497 242,560 240,311 378,536 122,208 731,475 1,211,998 120,048 691,357 310,208 622,328 123,445 202,094 286,295 300,231 752,176 177,875 151,911 |
5.55 12.32 3.83 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 |
- $ - - - - - - - - - - - - - - - - - - - - - - - - - |
- - - - - - - - - - - - - - - - - - - - - - - - - - |
110,757 $ 120,568 115,099 380 396,360 - 209,517 105 - 1 - - 3,457 306,852 - - - - 622,328 123,445 - 62,200 431 752,176 - 12,915 |
- $ - - - - - - - - - - - - - - - - - - - - - - - - - |
Table 7, Page 2
Overdue receivables
| Creditor | Counterparty | Relationship withthe counterparty |
Balance as at December 31, 2019 (Note1) |
Turnover rate (Note2) |
Amount | Actiontaken | Amount collected subsequent to the balance sheet date (Note 3) |
Allowance for doubtfulaccounts |
|---|---|---|---|---|---|---|---|---|
| Yosun South China Corp. Ltd. Sertek Incorporated Sertek Limited Richpower Electronic Devices Co., Limited Richpower Electronic Devices Pte Ltd. WPG Investment Co., Ltd. Genuine C&C Holding Inc. (Seychelles) Peng Yu International Limited |
WPG China (SZ) Inc. Richpower Electronic Devices Co., Ltd Yosun Hong Kong Corp. Ltd. Silicon Application Corp. Yosun Singapore Pte Ltd. WPG Holdings Limited Peng Yu International Limited WPG Electronics (HK) Limited |
Same parent company " " " " " " " |
121,109 $ 302,074 439,233 622,263 216,405 125,164 121,375 322,844 |
0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 |
- $ - - - - - - - |
- - - - - - - - |
6,889 $ 1 - - 549 - - 322,844 |
- $ - - - - - - - |
Note 1: Balance as at December 31, 2019 includes other receivables that exceed $100,000. Note 2: Turnover rate of 0.00 was caused by the receivables amount recorded as other receivables, and thus the turnover rate is not applicable. Note 3: The subsequent collections are amounts collected as of March 24, 2020.
Table 7, Page 3
Table 8
WPG Holdings Limited and Subsidiaries
Significant inter-company transactions during the reporting period Year ended December 31, 2019
Expressed in thousands of NTD (Except as otherwise indicated)
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledgeraccount | Amount | Transactionterms | Percentage of consolidated total operating revenues or total assets (Note 3) |
|---|---|---|---|---|---|---|---|
| 0 0 0 0 1 1 1 1 1 1 1 1 2 2 2 2 2 3 3 3 3 |
WPG Holdings Limited WPG Holdings Limited WPG Holdings Limited WPG Holdings Limited World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace International (South Asia) Pte Ltd. World Peace International (South Asia) Pte Ltd. World Peace International (South Asia) Pte Ltd. World Peace International (South Asia) Pte Ltd. World Peace International (South Asia) Pte Ltd. WPI International (Hong Kong) Limited WPI International (Hong Kong) Limited WPI International (Hong Kong) Limited WPI International (Hong Kong) Limited |
World Peace Industrial Co., Ltd. Silicon Application Corp. Asian Information Technology Inc. Yosun Industrial Corp. World Peace International (South Asia) Pte Ltd. WPI International (Hong Kong) Limited WPG Electronics (HK) Limited WPG China (SZ) Inc. WPG China Inc. WPG SCM Limited WPG Korea Co., Ltd. Genuine C&C Inc. World Peace Industrial Co., Ltd. WPG C&C (Malaysia) Sdn. Bhd WPG C&C Computers And Peripheral (India) Private Limited WPG SCM Limited WPG C&C (Thailand) Co., Ltd. World Peace Industrial Co., Ltd. World Peace International (South Asia) Pte Ltd. WPG Electronics (HK) Limited WPG China (SZ) Inc. |
1 1 1 1 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 |
Sales " " " " " " " " " " " " " " " " " " " " |
445,048 $ 117,708 113,533 116,519 564,768 4,163,661 658,270 1,475,604 527,549 1,611,232 1,803,214 129,652 148,064 113,642 1,071,637 3,427,063 117,387 5,052,414 2,327,856 116,078 2,000,615 |
Note 11 Note 11 Note 11 Note 11 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 |
0.08 0.02 0.02 0.02 0.11 0.79 0.12 0.28 0.10 0.31 0.34 0.02 0.03 0.02 0.20 0.65 0.02 0.96 0.44 0.02 0.38 |
Table 8, Page 1
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledgeraccount | Amount | Transactionterms | Percentage of consolidated total operating revenues or total assets (Note 3) |
|---|---|---|---|---|---|---|---|
| 3 3 3 5 5 6 6 7 7 7 7 8 8 9 9 10 10 10 10 10 10 11 11 12 12 12 13 |
WPI International (Hong Kong) Limited WPI International (Hong Kong) Limited WPI International (Hong Kong) Limited Longview Technology Inc. Longview Technology Inc. Long-Think International (Hong Kong) Limited Long-Think International (Hong Kong) Limited Silicon Application Corp. Silicon Application Corp. Silicon Application Corp. Silicon Application Corp. Pernas Electronics Co., Ltd. Pernas Electronics Co., Ltd. Everwiner Enterprise Co., Ltd. Everwiner Enterprise Co., Ltd. Asian Information Technology Inc. Asian Information Technology Inc. Asian Information Technology Inc. Asian Information Technology Inc. Asian Information Technology Inc. Asian Information Technology Inc. Henshen Electric Trading Co., Ltd. Henshen Electric Trading Co., Ltd. Frontek Technology Corporation Frontek Technology Corporation Frontek Technology Corporation Apache Communication Inc. |
WPG China Inc. WPG SCM Limited WPG Korea Co., Ltd. World Peace Industrial Co., Ltd. WPI International (Hong Kong) Limited World Peace Industrial Co., Ltd. WPI International (Hong Kong) Limited Pernas Electronics Co., Ltd. WPG Electronics (HK) Limited WPG China (SZ) Inc. WPG China Inc. Silicon Application Corp. Everwiner Enterprise Co., Ltd. Silicon Application Corp. Pernas Electronics Co., Ltd. World Peace International (South Asia) Pte Ltd. WPI International (Hong Kong) Limited Frontek Technology Corporation Apache Communication Inc. WPG Electronics (HK) Limited WPG China (SZ) Inc. Asian Information Technology Inc. Frontek Technology Corporation Asian Information Technology Inc. WPG Electronics (HK) Limited WPG China Inc. Asian Information Technology Inc. |
3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 |
Sales " " " " " " " " " " " " " " " " " " " " " " " " " " |
912,013 $ 1,018,391 112,120 395,231 972,188 812,450 607,122 1,691,803 3,283,423 832,313 159,045 415,999 358,840 135,070 1,959,524 148,363 299,904 3,702,796 1,256,164 164,610 163,204 217,196 291,762 2,165,009 369,194 218,910 658,868 |
Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Notes 9 and 11 Notes 9 and 12 Notes 9 and 12 Notes 9 and 12 Notes 9 and 11 Note 4 Notes 9 and 11 Notes 9 and 12 Note 4 Note 4 Note 4 Note 4 Note 4 Note 4 Note 4 Note 4 Note 4 Note 4 Note 4 Note 4 |
0.17 0.19 0.02 0.07 0.18 0.15 0.12 0.32 0.62 0.16 0.03 0.08 0.07 0.03 0.37 0.03 0.06 0.70 0.24 0.03 0.03 0.04 0.06 0.41 0.07 0.04 0.12 |
Table 8, Page 2
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledgeraccount | Amount | Transactionterms | Percentage of consolidated total operating revenues or total assets (Note 3) |
|---|---|---|---|---|---|---|---|
| 14 15 15 15 17 18 19 19 39 20 20 21 21 21 21 21 22 22 22 22 23 24 24 25 25 26 26 |
AIT Japan Inc. WPG Electronics (HK) Limited WPG Electronics (HK) Limited WPG Electronics (HK) Limited WPG China Inc. WPG Americas Inc. WPG South Asia Pte. Ltd. WPG South Asia Pte. Ltd. WPG SCM Limited WPG Korea Co., Ltd. WPG Korea Co., Ltd. Yosun Industrial Corp. Yosun Industrial Corp. Yosun Industrial Corp. Yosun Industrial Corp. Yosun Industrial Corp. Yosun Hong Kong Corp. Ltd. Yosun Hong Kong Corp. Ltd. Yosun Hong Kong Corp. Ltd. Yosun Hong Kong Corp. Ltd. Yosun Singapore Pte Ltd. Sertek Incorporated Sertek Incorporated Richpower Electronic Devices Co., Ltd. Richpower Electronic Devices Co., Ltd. Richpower Electronic Devices Co., Limited Richpower Electronic Devices Co., Limited |
Asian Information Technology Inc. World Peace Industrial Co., Ltd. WPI International (Hong Kong) Limited Silicon Application Corp. WPG China (SZ) Inc. World Peace Industrial Co., Ltd. World Peace International (South Asia) Pte Ltd. Yosun Singapore Pte Ltd. World Peace International (South Asia) Pte Ltd. WPI International (Hong Kong) Limited WPG South Asia Pte. Ltd. WPG China (SZ) Inc. WPG China Inc. Yosun Hong Kong Corp. Ltd. Richpower Electronic Devices Co., Ltd Richpower Electronic Devices Co., Limited WPG China (SZ) Inc. WPG China Inc. Yosun Industrial Corp. Richpower Electronic Devices Co., Limited WPG SCM Limited Yosun Industrial Corp. Yosun Hong Kong Corp. Ltd. WPG Electronics (HK) Limited Yosun Industrial Corp. WPG China (SZ) Inc. Yosun Industrial Corp. |
3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 |
Sales " " " " " " " " " " " " " " " " " " " " " " " " " " |
167,425 $ 258,275 361,530 144,474 379,459 332,046 505,151 109,791 167,789 220,122 204,146 694,744 598,911 3,229,367 158,144 124,448 740,233 2,021,480 503,775 1,388,360 387,302 447,643 701,659 941,114 162,618 332,544 716,511 |
Note 4 Note 11 Note 11 Note 11 Note 9 Note 5 Note 10 Note 11 Note 5 Note 5 30 days at the end of the month Note 8 Note 8 Note 5 Note 5 Note 5 Note 8 Note 8 Note 5 Note 5 Note 5 Note 5 Note 5 Note 8 Note 5 Note 8 Note 5 |
0.03 0.05 0.07 0.03 0.07 0.06 0.10 0.02 0.03 0.04 0.04 0.13 0.11 0.61 0.03 0.02 0.14 0.38 0.10 0.26 0.07 0.08 0.13 0.18 0.03 0.06 0.14 |
Table 8, Page 3
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledgeraccount | Amount | Transactionterms | Percentage of consolidated total operating revenues or total assets (Note 3) |
|---|---|---|---|---|---|---|---|
| 26 26 40 27 27 27 27 1 1 1 1 1 2 2 3 3 3 7 7 9 10 12 12 20 21 21 |
Richpower Electronic Devices Co., Limited Richpower Electronic Devices Co., Limited Peng Yu (Shanghai) Digital Technology Co., Ltd. Peng Yu International Limited Peng Yu International Limited Peng Yu International Limited Peng Yu International Limited World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace International (South Asia) Pte Ltd. World Peace International (South Asia) Pte Ltd. WPI International (Hong Kong) Limited WPI International (Hong Kong) Limited WPI International (Hong Kong) Limited Silicon Application Corp. Silicon Application Corp. Everwiner Enterprise Co., Ltd. Asian Information Technology Inc. Frontek Technology Corporation Frontek Technology Corporation WPG Korea Co., Ltd. Yosun Industrial Corp. Yosun Industrial Corp. |
Yosun Hong Kong Corp. Ltd. Richpower Electronic Devices Co., Ltd Peng Yu International Limited World Peace Industrial Co., Ltd. WPI International (Hong Kong) Limited WPG Electronics (HK) Limited WPG C&C Shanghai Co., Ltd. WPI International (Hong Kong) Limited WPG Electronics (HK) Limited WPG China (SZ) Inc. WPG China Inc. WPG Korea Co., Ltd. WPG C&C Computers And Peripheral (India) Private Limited WPG SCM Limited World Peace Industrial Co., Ltd. WPG China (SZ) Inc. WPG China Inc. WPG Electronics (HK) Limited WPG China (SZ) Inc. Pernas Electronics Co., Ltd. Frontek Technology Corporation Asian Information Technology Inc. WPG Electronics (HK) Limited WPG South Asia Pte. Ltd. WPG China (SZ) Inc. WPG China Inc. |
3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 |
Sales " " " " " " Accounts receivable " " " " " " " " " " " " " " " " " " |
2,750,911 $ 236,162 175,864 1,024,445 1,105,742 742,534 894,491 409,687 199,462 184,219 127,238 130,590 129,144 510,668 354,723 228,380 260,698 1,122,287 154,228 261,024 674,675 197,755 153,361 196,716 114,362 116,607 |
Note 5 Note 5 Note 12 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Note 5 Notes 9 and 12 Notes 9 and 12 Notes 9 and 12 Note 4 Note 4 Note 4 30 days at the end of the month Note 8 Note 8 |
0.52 0.04 0.03 0.19 0.21 0.14 0.17 0.18 0.09 0.08 0.06 0.06 0.06 0.22 0.15 0.10 0.11 0.49 0.07 0.11 0.29 0.09 0.07 0.09 0.05 0.05 |
Table 8, Page 4
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledgeraccount | Amount | Transactionterms | Percentage of consolidated total operating revenues or total assets (Note 3) |
|---|---|---|---|---|---|---|---|
| 21 21 22 22 25 26 27 27 0 1 28 2 3 3 3 29 6 31 32 33 33 34 34 34 34 9 |
Yosun Industrial Corp. Yosun Industrial Corp. Yosun Hong Kong Corp. Ltd. Yosun Hong Kong Corp. Ltd. Richpower Electronic Devices Co., Ltd. Richpower Electronic Devices Co., Limited Peng Yu International Limited Peng Yu International Limited WPG Holdings Limited World Peace Industrial Co., Ltd. World Peace International Pte Ltd World Peace International (South Asia) Pte Ltd. WPI International (Hong Kong) Limited WPI International (Hong Kong) Limited WPI International (Hong Kong) Limited WPG C&C Limited Long-Think International (Hong Kong) Limited AECO Technology Co., Ltd. AECO Electronic Co., Ltd. Silicon Application (BVI) Corp. Silicon Application (BVI) Corp. Silicon Application Company Limited Silicon Application Company Limited Silicon Application Company Limited Silicon Application Company Limited Everwiner Enterprise Co., Ltd. |
Yosun Hong Kong Corp. Ltd. Richpower Electronic Devices Co., Limited WPG China (SZ) Inc. WPG China Inc. WPG Electronics (HK) Limited WPG China (SZ) Inc. WPG Electronics (HK) Limited WPG C&C Shanghai Co., Ltd. Silicon Application Corp. WPI International (Hong Kong) Limited World Peace International (South Asia) Pte Ltd. WPG SCM Limited World Peace International (South Asia) Pte Ltd. WPG Electronics (HK) Limited WPG Korea Co., Ltd. WPI International (Hong Kong) Limited WPI International (Hong Kong) Limited World Peace Industrial Co., Ltd. WPI International (Hong Kong) Limited Silicon Application Corp. Peng Yu International Limited Silicon Application Corp. WPG China Inc. Yosun Hong Kong Corp. Ltd. Peng Yu International Limited Pernas Electronics Co., Ltd. |
3 3 3 3 3 3 3 3 1 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 |
Accounts receivable " " " " " " " Other receivables " " " " " " " " " " " " " " " " " |
182,914 $ 107,426 103,592 248,244 310,078 111,485 120,568 115,978 658,296 396,360 120,155 234,773 127,529 600,497 242,560 240,311 378,536 122,208 731,475 1,211,998 120,048 691,357 310,208 622,328 123,445 202,094 |
Note 5 Note 5 Note 8 Note 8 Note 8 Note 8 Note 5 Note 5 Note 13 Note 14 Note 7 Note 6 Note 6 Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 |
0.08 0.05 0.04 0.11 0.13 0.05 0.05 0.05 0.29 0.17 0.05 0.10 0.06 0.26 0.11 0.10 0.16 0.05 0.32 0.53 0.05 0.30 0.13 0.27 0.05 0.09 |
Table 8, Page 5
Transaction
| Number (Note 1) |
Companyname | Counterparty | Relationship (Note 2) |
General ledgeraccount | Amount | Transactionterms | Percentage of consolidated total operating revenues or total assets (Note 3) |
|---|---|---|---|---|---|---|---|
| 19 39 22 35 35 36 24 41 26 38 4 37 27 |
WPG South Asia Pte. Ltd. WPG SCM Limited Yosun Hong Kong Corp. Ltd. Yosun Shanghai Corp. Ltd. Yosun Shanghai Corp. Ltd. Yosun South China Corp. Ltd. Sertek Incorporated Sertek Limited Richpower Electornic Devices Co., Limited Richpower Electronic Devices Pte Ltd WPG Investment Co., Ltd. Genuine C&C Holding Inc. (Seychelles) Peng Yu International Limited |
WPG Korea Co., Ltd. Peng Yu International Limited Peng Yu International Limited WPG China (SZ) Inc. WPG China Inc. WPG China (SZ) Inc. Richpower Electronic Devices Co., Ltd Yosun Hong Kong Corp. Ltd. Silicon Application Corp. Yosun Singapore Pte Ltd. WPG Holdings Limited Peng Yu International Limited WPG Electronics (HK) Limited |
3 3 3 3 3 3 3 3 3 3 2 3 3 |
Other receivables " " " " " " " " " " " " |
286,295 $ 300,231 752,176 177,875 151,911 121,109 302,074 439,233 622,263 216,405 125,164 121,375 322,844 |
Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 7 Note 14 |
0.12 0.13 0.33 0.08 0.07 0.05 0.13 0.19 0.27 0.09 0.05 0.05 0.14 |
Note 1: The numbers filled in for the transaction company in respect of inter-company transactions are as follows:
(1) Parent company is ‘0’.
(2) The subsidiaries are numbered in order starting from ‘1’.
Note 2: Relationship between transaction company and counterparty is classified into the following three categories:
(1) Parent company to subsidiary.
(2) Subsidiary to parent company.
- (3) Subsidiary to subsidiary.
Note 3: Regarding percentage of transaction amount to consolidated total operating revenues or total assets, it is computed based on period-end balance of transaction to consolidated total assets for balance sheet accounts and based on accumulated transaction amount for the period to consolidated total operating revenues for income statement accounts.
Note 4: The terms and sales prices were negotiated in consideration of different factors including product, cost, market and competition. The collection period is 30~120 days from the end of the month of sales. Note 5: The terms and sales prices were negotiated in consideration of different factors including product, cost, market and competition. The collection period is 30~90 days from the end of the month of sales. Note 6: The amount receivable pertains to receipts under custody. Note 7: Mainly accrued financing charges. Note 8: The terms and sales prices were negotiated in consideration of different factors including product, cost, market and competition. The collection period is 60~120 days from the end of the month of sales. Note 9: The terms and sales prices were negotiated in consideration of different factors including product, cost, market and competition. Note 10: The collection period is 60 days from the end of the month of sales. Note 11: The collection period is 30 days from the end of the month of sales. Note 12: The collection period is 90 days from the end of the month of sales. Note 13: Mainly dividends receivable. Note 14: The amount receivable arose from payments to suppliers made on behalf of the associate.
Table 8, Page 6
Table 9
WPG Holdings Limited and Subsidiaries
Information on investees
Year ended December 31, 2019
Expressed in thousands of NTD (Except as otherwise indicated)
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held | as at December 31,2019 | as at December 31,2019 | Net profit (loss) of the investee for the year ended December 31, 2019 |
Investment income (loss) recognized by the Company for the year ended December 31, 2019 (Note 1) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31, 2019 |
Balance as at December 31, 2018 |
Number of shares | Ownership (%) |
Book value | |||||||
| WPG Holdings Limited WPG Holdings Limited WPG Holdings Limited WPG Holdings Limited WPG Holdings Limited WPG Holdings Limited WPG Holdings Limited WPG Holdings Limited WPG Holdings Limited World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. World Peace Industrial Co., Ltd. Longview Technology Inc. |
World Peace Industrial Co., Ltd. Asian Information Technology Inc. Silicon Application Corp. WPG Electronics Limited WPG Korea Co., Ltd. WPG International (CI) Limited Yosun Industrial Corp. WPG Investment Co., Ltd. Trigold Holdings Limited World Peace International (BVI) Ltd. WPI Investment Holding (BVI) Company Ltd. Longview Technology Inc. Chainpower Technology Corp. AECO Technology Co., Ltd. Longview Technology GC Limited |
Taiwan Taiwan Taiwan Taiwan South Korea Cayman Islands Taiwan Taiwan Taiwan British Virgin Islands British Virgin Islands Taiwan Taiwan Taiwan British Virgin Islands |
Sales of electronic components Sales of electronic /electrical components Sales of computer software, hardware and electronic components Sales of electronic components Sales of electronic components Holding company Sales of electronic /electrical components Investment company Investment company Holding company Holding company Sales of electronic components Sales of electronic components Sales of electronic components Holding company |
18,471,669 $ 4,863,464 5,717,962 14,735 169,071 4,583,583 12,144,406 502,997 707,968 1,132,162 2,774,146 364,290 66,261 1,468,555 335,328 |
15,971,669 $ 4,063,464 4,717,962 14,735 169,071 3,783,583 12,144,406 502,997 707,968 1,132,162 2,774,146 364,290 66,261 1,468,555 335,328 |
1,502,700,000 500,000,000 555,000,000 3,920,000 1,087,794 150,282,520 362,074,400 50,000,000 48,139,319 34,196,393 83,179,435 33,900,000 9,781,452 94,600,000 11,300,000 |
100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 60.50 100.00 100.00 100.00 39.00 100.00 100.00 |
26,017,736 $ 6,178,954 7,074,395 50,370 491,955 5,286,291 12,581,042 434,708 738,954 3,740,609 18,428,121 590,815 159,752 1,661,860 520,980 |
3,335,885 $ 1,012,977 920,534 7,436 13,852 163,583 1,034,444 7,956 143,191 256,662 2,227,277 80,295 73,223 33,422 81,919 |
3,335,885 $ 1,012,977 920,534 7,721 13,852 163,583 1,030,929 7,956 87,245 - - - - - - |
Note 4 Note 4 Note 4 Note 4 Note 4 Note 4 Note 4 Note 4 Note 4 Notes 2 and 5 Notes 2 and 5 Notes 2 and 5 Notes 2 and 3 Notes 2 and 5 Notes 2 and 5 |
Table 9, Page 1
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held | as at December 31,2019 | as at December 31,2019 | Net profit (loss) of the investee for the year ended December 31, 2019 |
Investment income (loss) recognized by the Company for the year ended December 31, 2019 (Note 1) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31, 2019 |
Balance as at December 31, 2018 |
Number of shares | Ownership (%) |
Book value | |||||||
| Longview Technology Inc. AECO Technology Co., Ltd. Silicon Application Corp. Silicon Application Corp. Silicon Application Corp. Silicon Application Corp. Pernas Electronics Co., Ltd. Asian Information Technology Inc. Asian Information Technology Inc. Asian Information Technology Inc. Asian Information Technology Inc. Asian Information Technology Inc. Frontek Technology Corporation Yosun Industrial Corp. Yosun Industrial Corp. Yosun Industrial Corp. |
Long-Think International Co., Ltd. Teco Enterprise Holding (BVI) Co., Ltd. Silicon Application (BVI) Corp. Win-Win Systems Ltd. SAC Components (South Asia) Pte. Ltd. Pernas Electronics Co., Ltd. Everwiner Enterprise Co., Ltd. Frontek Technology Corporation Apache Communication Inc. Henshen Electric Trading Co., Ltd. Adivic Technology Co., Ltd. Fame Hall International Co., Ltd. Frontek International Limited Suntop Investments Limited Sertek Incorporated Pan-World Control Technologies, Inc. |
Taiwan British Virgin Islands British Virgin Islands British Virgin Islands Singapore Taiwan Taiwan Taiwan Taiwan Taiwan Taiwan British Virgin Islands British Virgin Islands Cayman Islands Taiwan Taiwan |
Sales of electronic components Investment company Holding company Holding company Sales of computer software, hardware and electronic components Sales of electronic components Sales of electronic components Wholesale of electronic components Wholesale of electronic components Wholesale of electronic components Import and export business for electronic components Investment company Investment company Investment company Sales of electronic /electrical components Wholesale of machinery |
37,302 $ 436,280 706,402 24,015 104,510 959,504 343,959 1,515,256 180,313 124,521 206,200 155,558 101,862 1,812,188 1,616,722 19,920 |
37,302 $ 436,280 706,402 24,015 104,510 959,504 343,959 1,515,256 680,313 124,521 206,200 155,558 101,862 1,812,188 1,616,722 19,920 |
4,000,000 12,610,000 22,000,000 765,000 3,500,000 73,500,000 28,000,000 214,563,352 107,000,000 10,000,000 4,410,000 4,703,107 2,970,000 50,700,000 94,828,100 1,660,000 |
100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 25.94 100.00 100.00 100.00 100.00 24.24 |
49,863 $ 786,675 3,196,168 25,710 112,728 1,241,657 896,760 2,367,858 1,159,875 123,017 31,975 299,381 124,728 5,139,814 1,873,445 - |
2,363 $ 17,025 73,145 585 1,986 245,950 216,674 296,593 184,434 10,830 28,441) ( 19,839) ( 3,738 73,856 296,677 - |
- $ - - - - - - - - - - - - - - - |
Notes 2 and 5 Notes 2 and 5 Notes 2 and 5 Notes 2 and 5 Notes 2 and 5 Notes 2 and 5 Notes 2 and 5 Notes 2 and 5 Notes 2 and 5 Notes 2 and 5 Notes 2 and 3 Notes 2 and 5 Notes 2 and 5 Notes 2 and 5 Notes 2 and 5 Notes 2 and 3 |
Table 9, Page 2
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held | as at December 31,2019 | as at December 31,2019 | Net profit (loss) of the investee for the year ended December 31, 2019 |
Investment income (loss) recognized by the Company for the year ended December 31, 2019 (Note 1) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31, 2019 |
Balance as at December 31, 2018 |
Number of shares | Ownership (%) |
Book value | |||||||
| Yosun Industrial Corp. Yosun Industrial Corp. Sertek Incorporated Richpower Electronic Devices Co., Ltd. Richpower Electronic Devices Co., Ltd. WPG Investment Co., Ltd. WPG Investment Co., Ltd. WPG Investment Co., Ltd. WPG Investment Co., Ltd. WPG Investment Co., Ltd. WPG Investment Co., Ltd. Trigold Holdings Limited Trigold Holdings Limited |
Eesource Corp. Richpower Electronic Devices Co., Ltd. Sertek Limited Richpower Electronic Devices Co., Limited Richpower Electronic Devices Pte., Ltd. Eesource Corp. Sunrise Technology Co., Ltd. Trigold Holdings Limited AutoSys Co., Ltd. Beauteek Global Wellness Corporation Limited Pan-World Control Technologies, Inc. Genuine C&C Inc. Trigold (Hong Kong) Company Limited |
Taiwan Taiwan Hong Kong Hong Kong Singapore Taiwan Taiwan Taiwan Cayman Islands Hong Kong Taiwan Taiwan Hong Kong |
Sales of electronic /electrical components, office machinery and equipment Sales of electronic /electrical components Sales of electronic /electrical components Sales of electronic components Sales of electronic components Sales of electronic /electrical components, office machinery and equipment Manufacturing of computer and its peripheral equipment Investment company Holding company Community e- commerce trading platform and related services Wholesale of machinery Sales of electronic products and its peripheral equipment Holding company |
11,520 $ 2,092,631 83,494 284,898 1,988 11,520 50,000 230 73,000 13,665 17,800 1,093,697 510,981 |
11,520 $ 2,092,631 83,494 284,898 1,988 11,520 50,000 230 73,000 13,665 17,800 1,093,697 78,594 |
1,080,000 85,000,000 19,500,000 63,000,000 10,000 1,080,000 3,279,800 10,000 5,000,000 354,400 1,565,218 79,569,450 130,200,000 |
20.00 100.00 100.00 100.00 100.00 20.00 10.67 0.01 19.40 23.08 22.86 100.00 100.00 |
32,484 $ 2,234,559 443,843 2,312,027 223,086 33,302 46,255 234 71,090 12,400 - 1,102,988 566,385 |
4,203 $ 305,102 10,051 175,686 6,200 24,174 11,279 143,183 7,576) ( 5,476) ( - 81,923 101,337 |
- $ - - - - - - - - - - - - |
Notes 2 and 3 Notes 2 and 5 Notes 2 and 5 Notes 2 and 5 Notes 2 and 5 Notes 2 and 3 Notes 2 and 3 Notes 2 and 3 Notes 2 and 3 Notes 2 and 3 Notes 2 and 3 Notes 2 and 5 Notes 2 and 5 |
Table 9, Page 3
| Investor | Investee | Location | Main business activities |
Initial investment amount | Initial investment amount | Shares held | as at December 31,2019 | as at December 31,2019 | Net profit (loss) of the investee for the year ended December 31, 2019 |
Investment income (loss) recognized by the Company for the year ended December 31, 2019 (Note 1) |
Footnote |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Balance as at December 31, 2019 |
Balance as at December 31, 2018 |
Number of shares | Ownership (%) |
Book value | |||||||
| Genuine C&C Inc. Genuine C&C Inc. Genuine C&C Inc. |
Hoban Inc. Genuine C&C Holding Inc. (Seychelles) Sunrise Technology Co., Ltd. |
Taiwan Seychelles Taiwan |
An E-commerce company which operates B2C and O2O businesses Holding company Manufacturing of computer and its peripheral equipment |
79,999 $ 193,870 12,636 |
79,999 $ 193,870 12,636 |
8,000,000 6,500,000 1,682,151 |
100.00 100.00 5.47 |
10,274 $ 131,478 11,425 |
3,125) ($ 3,847 11,279 |
- $ - - |
Notes 2 and 5 Notes 2 and 5 Notes 2 and 3 |
Note 1: Investment income (loss) recognised by the company including realized (unrealized) gain or loss from upstream intercompany transactions and amortization of investment discount (premium). Note 2: Investment income (loss) recognised by each subsidiary.
Note 3: An investee company accounted for under the equity method by subsidiary. Note 4: A subsidiary. Note 5: An indirect subsidiary.
Table 9, Page 4
Table 10
WPG Holdings Limited and Subsidiaries
Information on investments in Mainland China
Year ended December 31, 2019
Expressed in thousands of NTD (Except as otherwise indicated)
| Investee in Mainland China |
Main business activities |
Paid-in capital |
Investment method (Note1) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2019 |
Amount remitted from Taiwan to Mainland China / Amount remitted back to Taiwan for the year ended December 31,2019 |
Amount remitted from Taiwan to Mainland China / Amount remitted back to Taiwan for the year ended December 31,2019 |
Accumulated amount of remittance from Taiwan to Mainland China as of December 31,2019 |
Net income of investee for the year ended December 31, 2019 |
Ownership held by the Company (direct or indirect) Investment income (loss) recognized by the Company for the year ended December 31, 2019 (Note 3) |
Book value of investments in Mainland China as of December 31, 2019(Note 6) Accumulated amount of investment income remitted back to Taiwan as of December 31, 2019 Footnote |
|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back toTaiwan |
|||||||||
| WPG China Inc. WPG China (SZ) Inc. Suzhou Xinning Bonded Warehouse Co., Ltd. Gain Tune Logistics (Shanghai) Co., Ltd. Suzhou Xinning Logistics Co., Ltd. WPG C&C Shanghai Co., Ltd. Long-Think International (Shanghai) Limited Yosun Shanghai Corp. Ltd. Yosun South China Corp. Ltd. |
Sales of electronic /electrical components Sales of computer software and electronic components Warehousing services Warehousing services / extra work Warehousing services Sales of electronic products Sales of electronic components Sales of electronic components and warehousing services Sales of electronic /electrical components |
1,629,214 $ 144,580 35,602 43,050 64,575 228,754 14,255 270,422 138,056 |
1 1 1 1 1 1 1 1 1 |
1,748,971 $ 104,346 28,130 14,857 18,430 260,826 143,490 230,846 - |
- $ - - - - - - - - |
- $ - - - - - - - - |
1,748,971 $ 104,346 28,130 14,857 18,430 260,826 143,490 230,846 - |
66,330 $ 47,827 6,267) ( 5,029) ( 13,192 43,262 331 6,700 4,730 |
100.00 66,330 $ 100.00 47,827 49.00 3,071) ( 40.00 2,011) ( 29.40 3,878 100.00 26,178 100.00 331 100.00 6,700 100.00 4,730 |
2,315,808 $ - $ 730,958 - Note 4 77,270 - 26,370 - 40,299 - 174,427 - Note 7 26,751 - Note 2 358,495 - 202,774 - |
Table 10, Page 1
| Investee in Mainland China |
Main business activities |
Paid-in capital |
Investment method (Note1) |
Accumulated amount of remittance from Taiwan to Mainland China as of January 1, 2019 |
Amount remitted from Taiwan to Mainland China / Amount remitted back to Taiwan for the year ended December 31,2019 |
Amount remitted from Taiwan to Mainland China / Amount remitted back to Taiwan for the year ended December 31,2019 |
Accumulated amount of remittance from Taiwan to Mainland China as of December 31,2019 |
Net income of investee for the year ended December 31, 2019 |
Investment income (loss) recognized by the Company for the year ended December 31, 2019 (Note 3) Ownership held by the Company (direct or indirect) |
Accumulated amount of investment income remitted back to Taiwan as of December 31, 2019 Book value of investments in Mainland China as of December 31, 2019(Note 6) Footnote |
|---|---|---|---|---|---|---|---|---|---|---|
| Remitted to Mainland China |
Remitted back toTaiwan |
|||||||||
| Qegoo Technology Co., Ltd. Peng Yu (Shanghai) Digital Technology Co., Ltd Trigolduo (Shanghai) Industrial Development Ltd. Trigold Tongle (Shanghai) Industrial Development Ltd. |
Business e- commerce platform Sales of electronic products Children's theme park Children's theme park |
55,463 $ 96,863 43,050 6,458 |
1 1 1 1 |
4,807 $ 182,856 - - |
- $ - 30,135 - |
- $ - - - |
4,807 $ 182,856 30,135 - |
- $ 78,322 20,031) ( 6,222) ( |
15.00 - 100.00 47,393 70.00 8,484) ( 70.00 2,635) ( |
- $ - $ 152,678 - 10,061 - 196 - Note 8 |
-
Note 1: Through investing in an existing company in the third area, which then invested in the investee in Mainland China, is ‘1’.
-
Note 2: Long View Technology Inc. held investments in Mainland China 100% ownership of Long-Think International Trading (Shanghai) Limited through third district transfer investment of British Virgin Islands-Long Think International (HK) Limitedas of August 31, 2012. The investment had been permitted by Investment Commission.
-
Note 3: The investment income/loss for the year ended December 31, 2019 that was recognized by the Company was based on the financial statements audited by international accounting firm which has cooperative relationship with accounting firm in R.O.C.
-
Note 4: WPG International (Hong Kong) Limited invested in WPG (Shenzhen) Inc. in the amount of HKD 10 million, which is part of the distribution of earnings from WPG China Inc. The investment had been permitted by Investment Commission, and was excluded from the ceiling of investment amount in Mainland China.
-
Note 5: For paid-in capital, amount remitted from Taiwan to Mainland China/ amount remitted back to Taiwan for the year ended December 31, 2019, accumulated amount of remittance from Taiwan to Mainland China as of December 31, 2019,
-
book value of investments in Mainland China as of December 31, 2019, accumulated amount of investment income remitted back to Taiwan as of December 31, 2019, etc., the exchange rates used were USD 1: NTD 29.98, HKD 1: NTD 3.849 and RMB 1: NTD 4.305.
-
Note 6: The ending balance of investment was calculated based on combined ownership percentage held by the Company.
-
Note 7: The retirement of World Peace Industrial Co., Ltd.’s indirect investment in Mainland China, WPI International Trading (Shanghai) Ltd., has been approved by Investment Commission, Ministry of Economic Affairs on May 22, 2019
amounting to USD 11,650 thousand. World Peace Industrial Co., Ltd. will submit an application to Investment Commission, Ministry of Economic Affairs for deducting the accumulated amount of remittance from Taiwan to Mainland China
- when the consideration arising from transfer of equity interests is remitted back from the investment in the third area, WPI International (HK) Limited. Note 8: Trigold Tongle (Shanghai) Industrial Development Ltd. is a wholly-owned subsidiary of Trigolduo (Shanghai) Industrial Development Ltd.
Table 10, Page 2
| Companyname | Accumulated amount of remittance from Taiwan to Mainland China as of December31,2019 |
Investment amount approved by the Investment Commission of the Ministry of Economic Affairs (MOEA) |
Ceiling on investments in Mainland China imposed bythe InvestmentCommission of MOEA |
|---|---|---|---|
| WPG Holdings Limited World Peace Industrial Co., Ltd. and its subsidiaries Silicon Application Corp. and its subsidiaries Yosun Industrial Corp. and its subsidiares WPG Investment Co., Ltd. Trigold Holdings Limited and its subsidiaries |
$ 1,986,318 376,434 12,914 251,382 4,807 567,406 |
$ 2,087,754 360,433 18,765 532,565 14,642 567,406 |
$ 38,380,257 15,641,668 4,244,637 5,293,975 260,825 697,398 |
(1) Exchange rates as of December 31, 2019 were USD 1: NTD 29.98, HKD 1 : NTD 3.849 and RMB 1 : NTD 4.305.
(2) The ceiling of investment amount of the company is calculated based on the investor's net assets.
Table 10, Page 3
WPG HOLDINGS LIMITED MOVEMENT SUMMARY OF INVESTMENTS ACCOUNTED FOR UNDER EQUITY METHOD YEAR ENDED DECEMBER 31, 2019
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
Statement 1
| As of January 1, 2019 | As of January 1, 2019 | Additions (Note 2) | Additions (Note 2) | Deductions (Note 4) | Deductions (Note 4) | As of December 31, 2019 | As of December 31, 2019 | Market value or net equity | Market value or net equity | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Ownership as | ||||||||||||
| Type of | No. of shares | No. of shares | No. of shares | No. of shares | of December | Unit price | ||||||
| Investee | investments | (Note 1) |
Amount | (Note 1) |
Amount | (Note 1) | Amount | (Note 1) | Amount | 31, 2019 |
(Note 3) |
Net equity |
| World Peace Industrial Co., Ltd. |
Common stock |
1,160,000 | $ 23,538,074 | 342,700 | $ 5,835,885 | - | ($ 3,356,223) | 1,502,700 | $ 26,017,736 | 100% |
$ 17.32 $ 26,030,155 | |
| Silicon Application Corp. |
Common stock |
428,000 |
6,836,794 |
127,000 |
1,936,583 |
- |
( 1,698,982) |
555,000 |
7,074,395 |
100% |
12.75 |
7,074,395 |
| Trigold Holdings Limited |
Common stock |
48,139 |
705,606 |
- |
87,247 |
- |
( 53,899) |
48,139 |
738,954 |
60.5% |
14.50 |
698,014 |
| WPG Electronic Ltd. |
Common stock |
3,920 |
47,871 |
- |
7,720 |
- |
( 5,221) |
3,920 |
50,370 |
100% |
12.78 |
50,086 |
| WPG Korea Co., Ltd. |
Common stock |
1,088 |
497,850 |
- |
13,852 |
- |
( 19,747) |
1,088 |
491,955 |
100% |
452.16 |
491,955 |
| WPG International (CI) Limited |
Common stock |
124,443 |
4,503,636 |
25,840 |
963,582 |
- |
( 180,927) |
150,283 |
5,286,291 |
100% |
35.18 |
5,286,291 |
| Asian Information Technology Inc. |
Common stock |
380,000 |
5,388,595 |
120,000 |
1,849,999 |
- |
( 1,059,640) |
500,000 |
6,178,954 |
100% |
12.36 |
6,178,954 |
| WPG Investment Co., Ltd. |
Common stock |
50,000 |
427,098 |
- |
7,956 |
- |
( 346) |
50,000 |
434,708 |
100% |
8.69 |
434,708 |
| Yosun Industrial Corp. |
Common stock |
362,074 |
13,290,333 |
- |
1,030,929 |
- |
( 1,740,220) |
362,074 |
12,581,042 |
100% |
24.37 |
8,823,292 |
| $ 55,235,857 | $ 11,733,753 | ($ 8,115,205) | $ 58,854,405 | |||||||||
| Note 1: In thousands of shares. | ||||||||||||
| Note 2: It mainly arose from loss (gain) on | investments accounted for under equity method, cumulative translation adjustment, capital increase of subsidiary, increase in the | number of shares | from capital increase out of the subsidiary’s | |||||||||
| earnings and accounts | changes under the stockholders’ equity of the | subsidiary. | ||||||||||
| Note 3: Currency: NTD. | ||||||||||||
| Note 4: It arose from cash dividends paid by the subsidiaries, cumulative translation adjustment, returned shares from the subsidiary due to capital reduction | and accounts changes under the stockholders’ equity of the subsidiary. |
Statement 1, Page 1
WPG HOLDINGS LIMITED SUMMARY OF SHORT-TERM LOANS DECEMBER 31, 2019
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
Statement 2
Type of loans Ending balance Loan period Interest rate range Pledge /collateral Remark Short-term unsecured $ 7,200,000 November 25, 0.98%~1.31% None loans 2019 ~ September 17, 2020 (Remainder of page intentionally left blank)
Statement 2, Page 1
WPG HOLDINGS LIMITED SUMMARY OF OPERATING COST YEAR ENDED DECEMBER 31, 2019
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
Statement 3
| Items Salaries expense Management service fee Service fees Other expenses |
Amount Remark $ 357,550 75,088 63,121 236,655 Balance of individual accounts is under 5% of this account’s balance. $ 732,414 (Remainder of page intentionally left blank) |
Remark |
|---|---|---|
Statement 3, Page 1
WPG HOLDINGS LIMITED SUMMARY OF EMPLOYEE BENEFIT EXPENSE, DEPRECIATION AND AMORTISATION
YEARS ENDED DECEMBER 31, 2019 AND 2018
(EXPRESSED IN THOUSANDS OF NEW TAIWAN DOLLARS)
Statement 4
| Employee benefit expense Wages and salaries Labor and health insurance fees Pension costs Directors’ remuneration Other personnel expenses Depreciation (including investment property and right-of-use assets) Amortization |
Operating cost Years ended December 31, 2019 2018 $ 357,550 $ 350,565 20,640 18,863 10,440 9,183 35,000 42,000 19,187 13,327 $ 442,817 $ 433,938 $ 25,133 $ 18,611 $ 8,174 $ 8,827 |
|---|---|
2019 $ 357,550 20,640 10,440 35,000 19,187 $ 442,817 $ 25,133 $ 8,174 |
Note:
-
As at December 31, 2019 and 2018, the Company had 232 and 200 employees, respectively. There were 9 non-employee directors for both years.
-
Average employee benefit expense in current year was $1,829; average employee benefit expense in previous year was $2,052.
-
Average employees salaries in current year was $1,603; average employees salaries in previous year was $1,835.
-
Adjustments of average employees salaries was (13%).
(Remainder of page intentionally left blank)
Statement 4, Page 1