AI assistant
YH — Annual Report 2020
Nov 12, 2020
51939_rns_2020-11-12_063c930f-c0d5-46cc-a18c-59de94ac7271.pdf
Annual Report
Open in viewerOpens in your device viewer
Stock Code: 2007
YIEH HSING ENTERPRISE CO., LTD.
CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 AND INDEPENDENT AUDITORS’ REPORT
Address: No. 369, Baomi Road, Gangshan District, Kaohsiung City Tel: (07) 611-1111
-1-
Table of Contents
| Item | Page |
|---|---|
| 1. Cover | 1 |
| 2. Table of Contents | 2 |
| 3. Representation Letter | 3 |
| 4. Independent Auditors’ Report | 4 |
| 5. Consolidated Balance Sheets | 5 |
| 6. Consolidated Statements of Comprehensive Income | 6 |
| 7. Consolidated Statements of Changes in Equity | 7 |
| 8. Consolidated Statements of Cash Flows | 8 |
| 9.Notes to Consolidated Financial Statements | |
| (1) General Information | 9 |
| (2) The Authorization of the Consolidated Financial Statements | 9 |
| (3) Application of New and Amended Standards and Interpretations | 9-12 |
| (4) Summaryof Significant AccountingPolicies | 12-28 |
| (5) Critical Accounting Judgements, Estimates and Major Sources of Assumption Uncertainty |
29-30 |
| (6) Details of Significant Accounts | 31-62 |
| (7) Related PartyTransactions | 62-67 |
| (8) Pledged Assets | 68 |
| (9) Significant Contingent Liabilities and Unrecognized Contract commitments |
68 |
| (10) Significant Disaster Loss | 68 |
| (11) Significant Subsequent Events | 69 |
| (12) Others | 69-77 |
| (13) Supplementarydisclosures | |
| A. Significant transactions information | 79-84 |
| B. Information on investees | 82-83 |
| C. Information on investments in Mainland China | 78 |
| D. Information on major stockholder | 84 |
| (14)Segment information | 85-86 |
-2-
Representation Letter
The entities that are required to be included in the combined financial statements of Yieh Hsing Enterprise Co., Ltd. as of and for the year ended December 31, 2020, under the “Criteria Governing the Preparation of Affiliation Reports, Consolidated Financial Statements of Affiliated Enterprises and Consolidated Business Reports” are the same as those included in the consolidated financial statements prepared in conformity with the International Financial Reporting Standards No.10, “Consolidated Financial Statements.” In addition, the information required to be disclosed in the combined financial statements is included in the consolidated financial statements. Consequently, Yieh Hsing Enterprise Co., Ltd. and Subsidiaries do not prepare a separate set of combined financial statements.
Very truly yours,
Yieh Hsing Enterprise Co., Ltd.
By
Lin Mao Wu Chairman
March 24, 2021
-3-
==> picture [101 x 30] intentionally omitted <==
國富浩華聯合會計師事務所 Crowe (TW) CPAs 80250 高雄市苓雅區四維三路 6 號 27 樓之 1 27F-1., No.6, Siwei 3rd Rd., Lingya Dist., Kaohsiung City 80250, Taiwan Tel +886 7 3312133 Fax +886 7 3331710 www.crowe.tw
Independent Auditors’ Report
To the Board of Directors and Shareholders Yieh Hsing Enterprise Co., Ltd.
Opinion
We have audited the consolidated financial statements of Yieh Hsing Enterprise Co., Ltd. and its subsidiaries (the “Group"), which comprise the consolidated balance sheets as of December 31, 2020 and 2019, the consolidated statements of comprehensive income, changes in equity, and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Norm of Professional Ethics for Certified Public Accountant of the Republic of China and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.
-4-
Key audit matters for the Group's consolidated financial statements for the year ended December 31, 2020 are stated as follows:
Revenue recognition
Please refer to Note 4.19 to the consolidated financial statements for the accounting policy on revenue recognition; Note 5.1.(1) for major accounting estimates and assumptions of revenue recognition; and Note 6.22 for the details of revenue recognition.
Description of key audit matter
Cause the Group engages mainly in the manufacturing and selling of wire rods and steel processed, operating revenue is one of the major item in the financial report and becomes to the concerns for users of financial statements. Therefore, we determined the revenue recognition as a key audit matter.
How the matter was addressed in our audit
Our key audit procedures included analyzing the industry trends, income types, product lines, and customers’ two-year operating income status to confirm whether there are abnormal circumstances or centralized transactions and identify possible risks; understanding and testing the internal control procedure to assess the effectiveness of the relevant internal control for revenue recognition; conducting a sample test on the sales transactions of the top ten new customers to confirm the authenticity of the sales transaction and executing sales cutoff test.
Valuation of inventory
Please refer to Note 4.8 to the consolidated financial statements for the accounting policy on inventories; Note 5.2.(4) for major accounting estimates and assumptions of inventories; and Note 6.5 for inventory valuation.
Description of key audit matter
The Group inventory amounted to $1,351,327 thousand (net of $1,356,465 thousand of total inventory less $5,138 thousand of allowance for inventory valuation loss) as of December 31, 2020, which accounted for 10.44% of total assets. The inventory valuation is measured at the lower of inventory cost and net realizable value. Given that the valuation of net realizable value of inventory has a significant impact on critical judgements and estimates and since inventory valuation is dependent on the influence of frequently volatile fluctuations of international metal price, we have thus included this item in the key audit matters.
How the matter was addressed in our audit:
Our key audit procedures included obtaining management’s assessment data which determines the lower of inventory cost and net realizable value; sampling estimated selling prices to the most recent sales records; and assessing the appropriateness of management's basis for estimating the net realizable value.
Other Matters
We have also audited the standalone financial statements of Yieh Hsing Enterprise Co., Ltd. as of and for the years ended December 31, 2020 and 2019 on which we have issued an unmodified opinion.
-4-1-
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China, and for such internal control as management determines is necessary to enable the preparation of the consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group’s or to cease operations, or has no realistic alternative but to do so.
Those charged with governance (including the Audit Committee) are responsible for overseeing the Group’s financial reporting process.
Auditors' Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
-
Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
-
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-4-2-
-
Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in Our auditors' report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors' report. However, future events or conditions may cause the Group to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the consolidated financia1 statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
-
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethica1 requirements regarding independence, and to communicate with them all re1ationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2020 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
-4-3-
The engagement partners on the audit resulting in this independent auditors’ report are Jen Yao Hsieh and Shu Man Tsai.
Crowe (TW) CPAs Kaohsiung, Taiwan Republic of China March 24, 2021
Notice to Readers
The accompanying financial statements are intended only to present the financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally applied in the Republic of China.
For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.
-4-4-
YIEH HSING ENTERPRISE CO., LTD. CONSOLIDATED BALANCE SHEETS
(In Thousands of New Taiwan Dollars)
| Assets |
Note | December 31, | 2020 | December 31, | 2019 |
|---|---|---|---|---|---|
Amount |
% | Amount | % | ||
| CURRENT ASSETS Cash and cash equivalents Financial assets at fair value through profit or loss - current Accounts receivable, net Other receivables Other receivables - related parties Current tax assets Inventories Prepayments Other financial assets - current Total Current Assets NONCURRENT ASSETS Financial assets at fair value through profit or loss - noncurrent Financial assets at fair value through other comprehensive income or loss - noncurrent Investments accounted for using equity method Property, plant and equipment Investment properties Intangible assets Deferred tax assets Refundable deposits Net defined benefit assets - noncurrent Other financial assets – noncurrent Total Noncurrent Assets TOTAL ASSETS Liabilities and Equity |
6(1) 6(2) 6(3) 6(4) 7 6(5) 6(6) 8 6(2) 6(7) 6(8) 6(9) 6(10) 6(27) 6(16) 8 6(11) 6(12) 6(13) 7 6(13) 6(14) 6(15) |
$208,795 125,475 193,100 10,363 72,695 8 1,351,327 162,096 333,902 |
2 1 1 - 1 - 10 1 3 |
$458,375 84,451 71,151 18,732 144 50 1,568,026 523,109 555,308 |
2 - - - - - 7 3 2 |
| 2,457,761 | 19 |
3,279,346 |
14 |
||
| - 4,494 5,095,539 5,091,130 134,224 - 144,839 453 10,777 - |
- - 40 39 1 - 1 - - - |
47,574 5,481 965,285 18,946,254 61,196 12,976 147,149 21,838 - 74,539 |
- - 4 81 - - 1 - - - |
||
| 10,481,456 | 81 |
20,282,292 |
86 |
||
| $12,939,217 | 100 |
$23,561,638 |
100 |
||
$2,226,188 219,854 64,123 58,751 1,462 - 117,590 - 12,375 72 229,554 |
18 2 - - - - 1 - - - 2 |
$1,976,537 218,747 30,718 84,502 1,513 21,500 637,153 2,493 12,958 72 57,356 |
9 1 - - - - 3 - - - - |
||
| CURRENT LIABILITIES Short-term loans Short-term notes and bills payable Contract liabilities - current Notes payable Accounts payable Accounts payable - related parties Other payables Current tax liabilities Provisions - current Advance receipts Current portion of long-term loans Total Current Liabilities |
|||||
| 2,929,969 | 23 |
3,043,549 |
13 |
-5-
| Liabilities and Equity |
Note | December 31, | 2020 | December 31, 2019 | December 31, 2019 |
|---|---|---|---|---|---|
Amount |
% | Amount | % | ||
| NONCURRENT LIABILITIES Long-term loans Deferred tax liabilities Net defined benefit liability - noncurrent Deposits received Total Noncurrent Liabilities TOTAL LIABILITIES EQUITY ATTRIBUTABLE TO OWNERS OF THE PARENT Share Common stock Capital surplus Retained earnings Accumulated deficits Other equity Total equity attributable to owners of the parent NON-CONTROLLING INTERESTS Total Equity TOTAL LIABILITIES AND EQUITY |
6(15) 6(27) 6(16) 6(17) 6(18) 6(19) 6(20) 6(21) |
$2,582,483 2,204 - - |
20 - - - |
$14,141,823 - 4,124 3,011 |
60 - - - |
| 2,584,687 | 20 | 14,148,958 |
60 |
||
| 5,514,656 | 43 | 17,192,507 |
73 |
||
5,306,516 5,286,080 (3,164,448) (3,587) |
40 41 (24) - |
5,306,516 132,599 (2,697,943) (1,350) |
22 1 (11) - |
||
| 7,424,561 | 57 | 2,739,822 |
12 |
||
- |
- | 3,629,309 |
15 |
||
| 7,424,561 | 57 | 6,369,131 |
27 |
||
| $12,939,217 | 100 |
$23,561,638 |
100 |
The accompanying notes are an integral part of the consolidated financial statements.
-5-1-
YIEH HSING ENTERPRISE CO., LTD.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| OPERATING REVENUE OPERATING COST GROSS PROFIT OPERATING EXPENSES Selling and marketing expenses General and administrative expenses Total operating expenses INCOME (LOSS) FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES Interest income Other income Other gains and losses Finance costs Share of loss of associates and joint ventures Total non-operating income and expenses INCOME (LOSS) BEFORE INCOME TAX INCOME TAX EXPENSE NET INCOME (LOSS) OTHER COMPREHENSIVE INCOME (LOSS) Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit plans Unrealized gain (loss) on investments in equity instruments at fair value through other comprehensive Income Share of other comprehensive income (loss) of associates and joint ventures Income tax expense related to items that will not be reclassified subsequently to profit or loss Items that may be reclassified subsequently to profit or loss: Share of other comprehensive income (loss) of associates and joint ventures Total other comprehensive loss, net of income tax TOTAL COMPREHENSIVE INCOME (LOSS) NET INCOME (LOSS) ATTRIBUTABLE TO: Shareholders of the parent Non-controlling interests Total TOTAL COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO: Shareholders of the parent Non-controlling interests Total EARNINGS PER SHARE Basic earnings (loss) per share |
Note | Year Ended December 31 | Year Ended December 31 | Year Ended December 31 | |
|---|---|---|---|---|---|
| 2020 | 2019 | ||||
| Amount | % | Amount | % | ||
| 6(22) 6(5) 6(24) 6(25) 6(26) 6(27) 6(28) 6(31) |
$5,589,791 (5,753,100) |
100 (103) |
$6,552,804 (6,787,922) |
100 (104) |
|
| (163,309) (81,847) (108,457) |
(3) (1) (2) |
(235,118) (94,595) (147,967) |
(4) (1) (3) |
||
| (190,304) | (3) | (242,562) |
(4) |
||
| (353,613) | (6) | (477,680) |
(8) |
||
242 42,456 7,463 (132,265) (45,428) |
- 1 - (3) (1) |
700 1,952 (1,863) (133,025) (25,846) |
- - - (2) - |
||
| (127,532) | (3) | (158,082) |
(2) |
||
| (481,145) (3,615) |
(9) - |
(635,762) (17,207) |
(10) - |
||
| (484,760) | (9) | (652,969) |
(10) |
||
4,494 (987) 3,817 (899) (5,077) |
- - - - - |
27,611 473 (1,350) (5,523) (2,461) |
- - - - - |
||
| 1,348 | - |
18,750 |
- |
||
| ($483,412) | (9) | ($634,219) |
(10) |
||
| ($470,090) (14,670) |
(10) - |
||||
(9) - |
($642,187) (10,782) |
||||
| ($484,760) | (9) | ($652,969) | (10) | ||
| ($468,742) (14,670) |
(10) - |
||||
(9) - |
($623,437) (10,782) |
||||
| ($483,412) | (9) | ($634,219) | (10) | ||
($0.89) |
($1.21) |
The accompanying notes are an integral part of the consolidated financial statements.
-6-
YIEH HSING ENTERPRISE CO., LTD.
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(In Thousands of New Taiwan Dollars)
| Item | Sharehold | ers of Theparent | Non-controlling Interest |
Total Equity |
||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Capital Surplus | Retaine | d Earnings | Other EquityItem | Shareholders of The Parent |
|||||
Legal Reserve |
Unappropriated Earnings (Accumulated Deficits) |
Exchange Differences on Translating Foreign Operations |
Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Comprehensive Income |
Gain (loss) on Hedging instruments |
||||||
| BALANCE AT JANUARY 1, 2019 Net income for 2019 Other comprehensive income (loss) for 2019, net of income tax Total comprehensive income (loss) for 2019 Changes in associates and joint ventures using the equity method Changes in ownership interests in subsidiaries Adjustment of non-controlling interests BALANCE AT DECEMBER 31, 2019 Net loss for 2020 Other comprehensive income (loss) for 2020, net of income tax Total comprehensive income (loss) for 2020 Changes in associates and joint ventures using the equity method Issuance of common stock for cash Disposal of investments/subsidiaries for using the equity method Changes in ownership interests in subsidiaries Adjustment of non-controlling interests BALANCE AT DECEMBER 31, 2020 |
$5,306,516 - - |
$110,252 - - |
$ - - - |
($2,077,842) (642,187) 22,107 |
$296 - (2,461) |
$1,707 - (896) |
$4 - - |
$3,340,933 (642,187) 18,750 |
$2,570,941 (10,782) - |
$5,911,874 (652,969) 18,750 |
| - | - | - | (620,080) | (2,461) | (896) | - | (623,437) | (10,782) | (634,219) | |
| - - - |
- 22,347 - |
- - - |
(21) - - |
- - - |
- - - |
- - - |
(21) 22,347 - |
- (22,347) 1,091,497 |
(21) - 1,091,497 |
|
| 5,306,516 - - |
132,599 - - |
- - - |
(2,697,943) (470,090) 3,585 |
(2,165) - (5,077) |
811 - 2,840 |
4 - - |
2,739,822 (470,090) 1,348 |
3,629,309 (14,670) - |
6,369,131 (484,760) 1,348 |
|
| - | - | - | (466,505) | (5,077) | 2,840 | - | (468,742) | (14,670) | (483,412) | |
| - - - - - |
15,621 - 5,129,745 8,115 - |
- - - - - |
- - - - - |
- - - - - |
- - - - - |
- - - - - |
15,621 - 5,129,745 8,115 - |
- 947,903 - (8,115) (4,554,427) |
15,621 947,903 5,129,745 - (4,554,427) |
|
| $5,306,516 | $5,286,080 | $ - | ($3,164,448) | ($7,242) | $3,651 | $4 | $7,424,561 | $- |
$7,424,561 |
The accompanying notes are an integral part of the consolidated financial statements.
-7-
YIEH HSING ENTERPRISE CO., LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands of New Taiwan Dollars)
| Item | Year Ended December 31 | Year Ended December 31 |
|---|---|---|
| 2020 | 2019 | |
| 1.CASH FLOWS FROM OPERATING ACTIVITIES Income (loss) before income tax Adjustments to reconcile profit and loss: Depreciation Net loss (gain) on financial assets and liabilities at fair value through profit or loss Interest expense Interest income Dividend income Share of loss of associates and joint ventures Loss on disposal and retirement of property, plant and equipment Gain on disposal of investments Total adjustments to reconcile profit and loss Changes in operating assets and liabilities Net changes in operating assets: Decrease (increase) in financial assets at fair value through profit or loss Decrease (increase) in notes receivable Decrease (increase) in accounts receivables Decrease (increase) in other receivables Decrease (increase) in inventories Decrease (increase) in prepayments Decrease (increase) in other operating assets Total net changes in operating assets Net changes in operating liabilities: Increase (decrease) in contract liabilities Increase (decrease) in notes payable Increase (decrease) in accounts payable Increase (decrease) in other payables Increase (decrease) in provisions Increase (decrease) in advance receipts Increase (decrease) in net defined benefit liability |
($481,145) 304,863 (1,810) 132,265 (242) (375) 45,428 198 (1,629) |
($635,762) 330,528 1,268 133,025 (700) (645) 25,846 614 (1,075) |
| 478,698 | 488,861 | |
13,031 - (121,949) (97,356) 216,468 (251,034) (10,407) |
(3,267) 6 173,482 22,107 226,335 (184,394) - |
|
| (251,247) | 234,269 | |
| 34,496 (25,751) (21,551) 66,453 416 - - |
1,467 (20,566) (85,812) (25,280) (8,417) 3 (43,697) |
-8-
Year Ended December 31
==> picture [548 x 691] intentionally omitted <==
----- Start of picture text -----
||||
|---|---|---|
|Item|2020|2019|
|Total net changes in operating liabilities|$54,063|($182,302)|
|Total net changes in operating assets and liabilities|(197,184)|51,967|
|Total adjustments|281,514|540,828|
|Cash generated from (used in) operations|(199,631)|(94,934)|
|Interest received|242|700|
|Dividends received|375|645|
|Interest paid|(133,201)|(130,414)|
|Income tax paid|16|(4)|
|Net cash generated from (used in) operating activities|(332,199)|(224,007)|
|2.CASH FLOWS FROM INVESTING ACTIVITIES|
|Proceeds from disposal of financial assets at fair value through profit|-|95,070|
|or loss|
|Acquisition of investments accounted for using equity method|(27,520)|(47,535)|
|Proceeds from disposal of subsidiaries|(192,781)|-|
|Proceeds from capital reduction of investments accounted for|140|679|
|using equity method|
|Acquisition of property, plant and equipment|(2,299,439)|(3,330,660)|
|Proceeds from disposal of property, plant and equipment|-|20|
|Increase in refundable deposits|-|(21,385)|
|Decrease in refundable deposits|15,376|-|
|Acquisition of intangible assets|(5,614)|(4,768)|
|Decrease (increase) in other financial assets|(237,497)|(102,105)|
|Net cash generated from (used in) investing activities|(2,747,335)|(3,410,684)|
|3.CASH FLOWS FROM FINANCING ACTIVITIES|
|Increase in short-term loans|249,651|-|
|Decrease in short-term loans|-|(612,971)|
|Increase in long-term loans|1,689,000|5,474,000|
|Repayment of long-term loans|(57,500)|(2,178,000)|
|Increase (decrease) in guarantee deposits received|900|2,811|
|Increase (decrease) in non-controlling interests|947,903|1,091,497|
|Net cash used in financing activities|2,829,954|3,777,337|
|4.NET INCREASE (DECREASE) IN CASH AND CASH|(249,580)|142,646|
|5.CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR|458,375|315,729|
|6.CASH AND CASH EQUIVALENTS, END OF YEAR|$208,795|$458,375|
----- End of picture text -----
The accompanying notes are an integral part of the consolidated financial statements.
-8-1-
YIEH HSING ENTERPRISE CO., LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019
(Amounts In Thousands of New Taiwan Dollars, Unless specified Otherwise)
1 GENERAL INFORMATION
Yieh Hsing Enterprise Co., Ltd. (the Company) was established in July 1978, and consolidated Yieh Yih Enterprise Co., Ltd. to form a single company. The company engages mainly in the manufacturing and trading of steel pipes, steel coil processed products, wire rods, the design, manufacture, and installation of the machinery, equipment, and environmental equipment systems, and the rental and sales business of the construction builder for residences and commercial. The company was listed in Taiwan Stock Exchange (hereafter referred to as TWSE) in October 1988. For main operation activities of the Company and its subsidiaries (hereinafter referred to as “the Group”), please refer to Note 4.3(2).
The consolidated financial statements are presented in the Company’s functional currency, New Taiwan Dollars.
2 THE AUTHORIZATION OF THE CONSOLIDATED FINANCIAL STATEMENTS
The accompanying consolidated financial statements were approved and authorized for issue by the Board of Directors on March 24, 2021.
3 APPLICATION OF NEW AND AMENDED STANDARDS AND INTERPRETATIONS
- 3.1 Effect of adoption of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of SIC (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC):
New standards, interpretations and amendments endorsed by the FSC effective from Year 2020 are as below:
| New, Revised or Amended Standards and Interpretations Amendments to IFRS 3 “Definition of a Business” Amendments to IAS 1 and IAS 8 “Definition of Material” Amendments to IFRS 9, IAS 39 and IFRS 7“Interest Rate Benchmark Reform” Amendments to IFRS 16 “New Coronavirus Pneumonia Related Rent Concessions” |
Effective Date Announced by IASB |
|---|---|
| January 1, 2020 January 1, 2020 January 1, 2020 June 1, 2020 (Note) |
(Note) The FSC allows companies to apply the amendment in advance on January 1, 2020.
The Group has assessed the aforementioned standards and interpretations, and there’s
- - 9
no significant effect to the Group’s financial position and financial performance.
3.2 Effect of new, revised or amendments IFRSs as endorsed by the FSC but not yet adopted by the Group:
New standards, interpretations and amendments endorsed by the FSC effective from Year 2021 are as below:
Effective Date Announced New, Revised or Amended Standards and Interpretations by IASB Amendments to IFRS 4 “Extension of the Temporary June 25, 2020 (Effective Exemption from Applying IFRS 9” from issue date) Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS January 1, 2021 (Note) 16 “Interest Rate Benchmark Reform - Phase 2”
(Note) The amendments are applicable for the annual reporting period beginning on or after January 1, 2021.
The Group has evaluated the aforementioned standards and interpretations, and there’s no significant effect to the Group’s financial position and financial performance.
3.3 The IFRSs issued by IASB but not yet endorsed and issued into effect by 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 Announced New, Revised or Amended Standards and Interpretations by IASB (Note) Amendments to IFRS 10 and IAS 28 “Sale or Contribution of To be determined by IASB Assets between an Investor and its Associate or Joint Venture” IFRS 17 “Insurance Contracts” January 1, 2023 Amendments to IFRS 17 January 1, 2023 Amendments to IAS 1 “Classification of Liabilities as Current January 1, 2023 or Non-current” Amendments to IAS 16 “Property, Plant and EquipmentJanuary 1, 2022 (Note 2) Proceeds before Intended Use” Amendments to IAS 37 “Onerous Contract - Cost of Fulfilling a January 1, 2022 (Note 3) Contract” Amendments to IFRS 3 “Reference to the Conceptual January 1, 2022 (Note 4) Framework” Annual Improvements to IFRS Standards 2018-2020 January 1, 2022 (Note 5) Amendments to IAS 1 “Disclosure of Accounting Policies” January 1, 2023 Amendments to IAS 8 “Definition of Accounting Estimates” January 1, 2023
-
Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.
-
Note 2: Companies should apply these amendments retrospectively. However, the amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.
-
Note 3: This amendment applies to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.
-10-
-
Note 4: This amendment applies to business combinations whose acquisition date starts in the annual reporting period after January 1, 2022.
-
Note 5: The amendments to IFRS 9 are applicable to swap or modification of terms of financial liabilities incurred during the annual reporting period beginning on January 1, 2022. The amendment to IAS 41 is applicable to fair value measurement during the annual reporting period beginning after January 1, 2022. The amendments to IFRS 1 are retrospectively applied to the annual reporting period beginning after January 1, 2022.
-
A. Amendments to IAS 1 “Classification of Liabilities as Current or Noncurrent” The amendments clarify that when the Group judges whether liability is classified as noncurrent, the Group should assess whether the Group has the right to defer liquidation period after the reporting period at least twelve months. If the Group has the entity’s right on the end of the reporting period, liability must be classified as non-current whatever the Group expects whether executing the right or not. If the Group must follow certain condition to obtain the right to defer settlement of liability, the Group must have completed certain condition on the end of reporting period even if lender tests the Group whether following certain condition later. The aforementioned liquidation means that transferring cash, other economic resources or the Group’s equity instruments to counterparty to let liability wipe out. If liability clause will follow counterparty’s choice to liquidate liability by the Group’s equity instruments, this option must follow the regulations of IAS 32 “Financial Instruments: Presentation” to be recognized in equity individually and doesn’t have effect on the classification of liability.
-
B. Amendment to IAS 16 “Property, Plant and Equipment: Proceeds before Intended Use” The amendment stipulates that the sales price of the project produced in order to make property, plant and equipment reach the necessary location and state that can meet the expected operation mode of the management is not suitable as a cost reduction of the asset. The aforementioned items should be measured in accordance with IAS 2 “Inventory”, and the sales price and cost should be recognized in profit and loss in accordance with the applicable standards.
-
This amendment is applicable to factories, property and equipment that reach the necessary locations and conditions for the management's expected operation mode after January 1, 2021 (the beginning of the earliest expression period). When the Group initially applies the amendments, it will recognize the cumulative effect of the amendments applied initially as an adjustment to the opening balance of the retained earnings (or other components of equity, as appropriate) at the beginning of the earliest expression period, and re-edit the information during the comparison period.
-
C. Amendment to IAS 37 “Onerous Contract - Cost of Fulfilling a Contract” The amendment stipulates that when assessing whether the contract is onerous, “Cost of Fulfilling a Contract” should include the incremental cost of fulfilling a contract (for example, direct labor and raw materials) and the allocation of other costs directly related to fulfilling a contract (for example, the depreciation expenses of property, plant and equipment items used in fulfilling a contract are allocated).
-
The Group will recognize the cumulative effect on the retained earnings on the first application date when the amendment is first applied.
-11-
- D. Amendment to IFRS 3“Reference to the Conceptual Framework”
The amendment is to update the index of the conceptual framework and add the requirement that the acquirer shall apply IFRIC 21“Levies”to determine whether there is an obligation to pay levies on the acquisition date.
-
E. Annual Improvements to IFRS Standards 2018-2020
-
The annual improvement in the IFRS 2018-2020 includes amendments to certain standards. Among them, the amendment of IFRS 9 “Expenses included in the “10%” test for the purpose of derecognize financial liabilities” is to assess whether there is a significant difference between the swap of financial liabilities or the modification of terms, When comparing cash flow projections of the new and old contract terms (including the net amount of fees charged for signing a new contract or modifying the contract), whether there is a 10% difference, the aforesaid fees collected should only include the payment between the borrower and the lender paid for.
-
F. Amendments to IAS 1 ‘’Disclosure of Accounting Policies’’
This amendment is to improve the disclosure of accounting policies and provide more useful information for major users of financial statements.
-
G. Amendments to IAS 8 ‘’Definition of Accounting Estimates’’
-
This amendment defines accounting estimates as the monetary amount of financial statements subject to measurement uncertainty, and provides further explanations and examples to help companies distinguish between changes in accounting policies and changes in accounting estimates.
As of the date the Group consolidated financial statements were issued, the Group continues in evaluating the impact on its financial position and financial performance as a result of the initial adoption of the aforementioned standards or interpretations and related applicable period. The related impact will be disclosed when the Group completes the evaluation.
4 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.
4.1 Statement of Compliance
The accompanying consolidated financial statements have been prepared in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, the IFRSs, IASs interpretations as well as related guidance endorsed by the FSC with the effective dates.
4.2 Basis of Preparation
-
(1) Except for the following items, the consolidated financial statements have been prepared under the historical cost convention:
-
A. Financial assets and financial liabilities at fair value through profit or loss (including derivative instruments).
-
B. Financial assets and liabilities measured at fair value through other
-12-
comprehensive income.
-
C. Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligation.
-
(2) The preparation of the financial statements in conformity with the IFRSs requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.
4.3 Basis of Consolidation
-
(1) The basis for the consolidated financial statements:
-
A. All subsidiaries are included in the Group's consolidated financial statements. Subsidiaries are all entities (including structured entities) controlled by the Group. The Group controls an entity when the Group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses control of the subsidiaries.
-
B. Inter-company transactions, balances and unrealized gains or losses on transactions between companies within the Group are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Group.
-
C. Profit or loss and each component of other comprehensive income are attributed to the owners of the parent and to the non-controlling interests. Total comprehensive income is attributed to the owners of the parent and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.
-
D. Changes in a parent's ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity.
-
E. When the Group loses control of a subsidiary, the Group remeasures any investment retained in the former subsidiary at its fair value. That fair value is regarded as the fair value on initial recognition of a financial asset or the cost on initial recognition of the associate or joint venture. Any difference between fair value and carrying amount is recognized in profit or loss. All amounts previously recognized in other comprehensive income in relation to the subsidiary are reclassified to profit or loss or transferred directly to retained earnings as appropriate, on the same basis as would be required if the related assets or liabilities were disposed of. That is, when the Group loses control of a subsidiary, all gains or losses previously recognized in other comprehensive income in relation to the subsidiary should be reclassified from equity to profit or loss, if such gains or losses would be reclassified to
-13-
profit or loss when the related assets or liabilities are disposed of.
(2) The subsidiaries in the consolidated financial statements:
| Investee / Subsidiary Main Businesses 1.Yieh Hsing Enterprise Co., Ltd. (the Company) Kings Garden International Co., Ltd. Leasing, sales, and development of residential and commercial buildings, department stores Great Emperor Hotel Co., Ltd. Hotel industry 2.Kings Garden International Co., Ltd. Yi Hua International Co., Ltd. Leasing, selling and development of residential and commercial buildings Hua Li International Co., Ltd. Daily necessities, cosmetics wholesaler |
Percentage of Ownership | Percentage of Ownership |
|---|---|---|
| December 31, 2020 - - - - |
December 31, 2019 |
|
| 50.71% 58.81% 70% 100% |
-
A. The financial statements of the subsidiaries that included in the consolidated financial report have been audited by accountants.
-
B. Changes in subsidiaries:
After the Group lost the control to Kings Garden International Co., Ltd. in the first quarter of 2020, the company and its subsidiaries were not attribute to the subsidiaries of the Group. Please refer to Note 6.30 for detail.
After the Group lost the control to Great Emperor Hotel Co., Ltd. in the fourth quarter of 2020, the company and its subsidiaries were not attribute to the subsidiaries of the Group. Please refer to Note 6.30 for detail.
The Group established Hua Li International Co., Ltd. in October 2019, invested by Kings Garden International Co., Ltd., and the shareholding ratio was 100%.
-
(3) Subsidiaries not consolidated in the consolidated financial statements: None.
-
(4) Adjustments for subsidiaries with different accounting periods: Not applicable.
-
(5) Major restrictions: None.
-
(6) Securities issued by the parent Group and held by subsidiaries: None.
-14-
(7) Information about subsidiaries with significant non-controlling interest:
| Name of Subsidiary | Shareholding % | December 31,2020 | December 31,2020 | |
|---|---|---|---|---|
| Non-controlling interests |
Assigned to Non- controlling interests profit or loss |
|||
| Kings Garden International Co., Ltd. Great Emperor Hotel Co., Ltd. Others Total Name of Subsidiary |
Note Note Note Shareholding % |
$ - - - |
($12,016) (2,611) (43) |
|
| $ - | ($14,670) | |||
| December 31,2019 | ||||
| Non-controlling interests |
Assigned to Non- controlling interests profit or loss |
|||
| Kings Garden International Co., Ltd. Great Emperor Hotel Co., Ltd. Others Total |
49.29% 41.19% |
$2,036,552 1,587,508 5,249 |
($7,684) (7,213) 4,115 |
|
| $3,629,309 | ($10,782) |
-
(Note) Please refer to Note 6.30 for losing control in the first and fourth quarter of 2020.
-
A. Please refer to Table 4 in Note 13 for the main operation location and countries of registration of the subsidiaries listed above.
-
B. Summary of the financial information are as follows: a. Balance Sheets:
| Balance Sheets: | |
|---|---|
| Current assets Non-current assets Current liabilities Non-current liabilities Equity |
Kings Garden International Co., Ltd. |
| December 31, 2019 | |
| $488,641 9,651,436 120,768 5,887,891 |
|
| $4,131,418 |
-15-
| Current assets Non-current assets Current liabilities Non-current liabilities Equity(Note) |
Great Emperor Hotel Co., Ltd. |
|---|---|
| December 31, 2019 | |
| $365,637 9,153,591 409,417 5,446,487 |
|
| $3,663,324 |
(Note) Including subscribed the un-registered capital increased by cash was $133,597 thousand.
- b. Statements of Comprehensive Income:
| Operating revenue Net income Other comprehensive income (net after tax) Total comprehensive income (loss) Total comprehensive income (loss) attributable to non-controlling interests Dividends paid to non-controlling interest Operating revenue Net income Other comprehensive income (net after tax) Total comprehensive income (loss) Total comprehensive income (loss) attributable to non-controlling interests Dividends paid to non-controlling interest |
Kings Garden International Co., Ltd. |
|---|---|
| 2019 | |
| $ - | |
| ($17,560) - |
|
| ($17,560) | |
| ($7,684) | |
| $ - | |
| Great Emperor Hotel Co., Ltd. |
|
| 2019 | |
| $ - | |
| ($18,300) - |
|
| ($18,300) | |
| ($7,213) | |
| $ - |
-16-
c. Statements of Cash Flows:
| Net cash provided by (used in) operating activities Net cash provided by (used in) investing activities Net cash provided by (used in) financing activities Net increase (decrease) in cash and cash equivalents Cash and cash equivalents, beginning of the period Cash and cash equivalents, end of the period Net cash provided by (used in) operating activities Net cash provided by (used in) investing activities Net cash provided by (used in) financing activities Net increase (decrease) in cash and cash equivalents Cash and cash equivalents, beginning of the period Cash and cash equivalents, end of the period |
Kings Garden International Co., Ltd. |
|---|---|
| 2019 | |
| ($95,297) (1,842,084) 1,951,977 |
|
| $14,596 40,808 |
|
| $55,404 | |
| Great Emperor Hotel Co., Ltd. |
|
| 2019 | |
| ($102,265) (1,645,491) 1,745,224 |
|
| ($2,532) 86,472 |
|
| $83,940 |
4.4 Foreign Currencies
-
(1) Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The consolidated financial statements are presented in New Taiwan Dollars, which is the Company’s functional currency.
-
(2) In preparing the financial statements of each individual consolidated entity, transactions in currencies other than the entity’s functional currency (foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Such exchange differences are recognized in profit or loss in the year in which they arise. Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Exchange differences arising on the retranslation of nonmonetary items are included in profit or loss for the year except for exchange differences arising on the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which case, the exchange differences are also recognized directly in other comprehensive income. Non-monetary items that are measured in terms of historical cost in foreign currencies are not retranslated.
-17-
- (3) For the purposes of presenting consolidated financial statements, the assets and liabilities of the Group’s foreign operations are translated into New Taiwan Dollars using exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period. Exchange differences arising, if any, are recognized in other comprehensive income and accumulated in equity (attributed to noncontrolling interests as appropriate).
4.5 Classification of Current and Noncurrent Assets and Liabilities
-
(1) Assets that meet one of the following criteria are classified as current assets:
-
A. Assets that are expected to be realized, or are intended to be sold or consumed within the normal operating cycle;
-
B. Assets held primarily for trading purposes;
-
C. Assets that are expected to be realized within 12 months after the balance sheet date;
-
D. Cash and cash equivalents, excluding those that are restricted, or to be exchanged or used to settle liabilities at least twelve months after the balance sheet date.
Otherwise they are classified as non-current assets.
-
(2) Liabilities that meet one of the following criteria are classified as current liabilities:
-
A. Liabilities that are expected to be settled within the normal operating cycle;
-
B. Assets held primarily for trading purposes;
-
C. Liabilities that are expected to be settled within 12 months after the balance sheet date (Even if a long-term refinancing or re-arrangement of payment agreements is completed after the balance sheet date and before the issuance of the financial report is approved, it is classified as current liabilities);
-
D. Liabilities for which the repayment date cannot be extended unconditionally to more than 12 months after balance sheet date. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.
Otherwise they are classified as non-current liabilities.
4.6 Cash and cash equivalents
- Cash and cash equivalents comprises cash on hand, demand deposits and short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value (including the original maturity of the time deposits within three months).
4.7 Financial instruments
Financial assets and financial liabilities are recognized when the Group becomes a party to the contractual provisions of the instrument.
- Financial assets and financial liabilities are recognized initially at fair value plus or minus, in the case of investments not at fair value through profit or loss, directly attributable transaction costs. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.
-18-
-
(1) Financial assets
-
A. Category of financial assets and measurement
- The Group adopts trade-date accounting to recognize and derecognize financial assets.
Financial assets are classified into the following categories: financial assets at FVTPL, financial assets at amortized cost, and investments in equity instruments at FVTOCI.
-
a. Financial asset at FVTPL
-
Financial asset is classified as at FVTPL when the financial asset is mandatorily classified or it is designated as at FVTPL. Financial assets mandatorily classified as at FVTPL include investments in equity instruments which are not designated as at FVTOCI and debt instruments that do not meet the amortized cost criteria or the FVTOCI criteria. Financial assets at FVTPL are subsequently measured at fair value, with any gains or losses arising on remeasurement recognized in profit or loss (excluding relevant dividend or interest income). Fair value is determined in the manner described in Note 12(3).
-
b. Financial assets at amortized cost
-
Financial assets that meet the following conditions are subsequently measured at amortized cost:
-
(a) The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
-
(b) The contractual terms of the financial assets give rise on specified date to cash flow that are solely payments of principal and interest on the principal amount outstanding.
Financial assets at amortized cost, which equals to gross carrying amount determined by the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss. Except for the following two cases, interest income is calculated by applying the effective interest rate to the gross carrying amount of a financial asset.
-
(a) Purchased or originated credit-impaired financial assets: for those financial assets, the Group applies the credit-adjusted effective interest rate to the amortized cost of the financial asset from initial recognition.
-
(b) Financial assets that are not purchased or originated credit-impaired financial assets but subsequently have become credit-impaired financial assets: for those financial assets, the Group shall apply the effective interest rate to the amortized cost of the financial asset in subsequent reporting periods.
-
c. Investments in equity instruments at FVTOCI
-
On initial recognition, the Group may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.
- - 19
Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments, instead, they will be transferred to retained earnings. Dividends on these investments in equity instruments at FVTOCI are recognized in profit or loss when the Group’s right to receive the dividends is established, unless the Group’s right clearly represent a recovery of part of the cost of the investment.
-
B. Impairment of financial assets
-
a. At the end of each reporting period, a loss allowance for expected credit loss is recognized for financial assets at amortized cost (including accounts receivable), investments in debt instruments that are measured at FVTOCI, lease receivable and contract assets.
-
b. The Group always recognizes lifetime Expected Credit Loss (i.e. ECL) for accounts receivables. For other financial assets, the Group recognizes lifetime ECL when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on the financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equaling to 12-month ECL.
-
c. Expected credit losses reflect the weighted average of credit losses with the respective risks of a default occurring as the weights. 12-month ECL represents the portion of lifetime ECL that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date. In contrast, lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument.
-
d. The Group recognizes an impairment gain or loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account. However, the allowance for investment in debt instruments measured at FVOCI is recognized in other comprehensive gains and losses, and the carrying amount is not reduced.
-
C. Derecognition of financial assets
-
The Group derecognises a financial asset when one of the following conditions is met:
-
a. The contractual rights to receive cash flows from the financial asset expire.
-
b. The contractual rights to receive cash flows from the financial asset have been transferred and the Group has transferred substantially all risks and rewards of ownership of the financial asset.
-
c. The Group neither retains nor transfers substantially all risks and rewards of ownership of the financial asset; however, it has not retained control of the financial asset.
-20-
On derecognition of financial asset at amortized cost in its entirety, the difference between the financial asset’s carrying amount and the sum of the consideration received is recognized in profit or loss. On derecognition of investments in debt instruments measured at FVTOCI, the difference between the financial asset’s carrying amount and the sum of the consideration received and the cumulative gain or loss that had been recognized in other comprehensive income and accumulated in equity is recognized in profit or loss. On derecognition of equity instruments at fair value through other comprehensive income in its entirety, the cumulative profit and loss will be transferred directly to retained earning without reclassified into profit and loss.
- (2) Equity instruments
The Group classifies the instrument issued as a financial liability or an equity instrument in accordance with the substance of the contractual arrangement and the definitions of a financial liability and an equity instrument.
An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Group are recognized at the proceeds received, net of direct issue costs.
-
(3) Financial liabilities
-
A. Subsequent measurement
- Financial liabilities other than those held for trading purposes and undesignated as at fair value through profit or loss are subsequently measured at amortized cost at the end of each reporting periods.
-
B. Derecognition of financial liabilities
- When the Group derecognizes financial liabilities, the difference between the carrying amount of the financial liability derecognized and the consideration paid and payable (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.
4.8 Inventories
Inventories, under a perpetual system, are measured at the lower of cost and net realizable value. Cost is determined using the weighted average method. The cost of finished goods and work in progress comprises raw materials, direct labor, other direct costs and related production overheads (allocated based on normal operating capacity). It excludes borrowing costs. The item by item approach is used in applying the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less the estimated cost of completion and applicable variable selling expenses.
4.9 Investments accounted for using equity method / associates
- (1) Associates are all entities over which the Group has significant influence but not control. In general, it is presumed that the investor has significant influence, if an investor holds, directly or indirectly, 20% or more of the voting power of the investee. Investments in associates are initially recognized at cost and are accounted for using the equity method.
-21-
-
(2) The Group’s share of its associate’s profit or loss after the date of acquisition is recognized in the Group’s profit or loss, and its share of changes in the associate’s other comprehensive income is recognized in the Group’s other comprehensive income. When the Group’s share of losses of its associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group discontinues recognizing its share of further losses, unless it has incurred legal or constructive obligations or made payments on behalf of the associate.
-
(3) Unrealized gains on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the associates. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been adjusted where necessary to ensure consistency with the policies adopted by the Group.
-
(4) In the case that an associate issues new shares and the Group does not subscribe or acquire new shares proportionately, which results in a change in the Group’s ownership percentage of the associate but maintains significant influence on the associate, then ‘capital surplus’ and ‘investments accounted for under the equity method’ shall be adjusted for the increase or decrease of its share of equity interest. If the above condition causes a decrease in the Group’s ownership percentage of the associate, in addition to the above adjustment, the amounts previously recognized in other comprehensive income in relation to the associate are reclassified to profit or loss proportionately on the same basis as would be required if the relevant assets or liabilities were disposed of.
-
(5) When the Group disposes of its investment in an associate, if it loses significant influence over this associate, the amounts previously recognized in other comprehensive income in relation to the associate are reclassified to profit or loss, on the same basis as would be required if the relevant assets or liabilities were disposed of. If it retains significant influence over this associate, the amounts previously recognized in other comprehensive income in relation to the associate are reclassified to profit or loss proportionately in accordance with the aforementioned approach.
4.10 Property, Plant and Equipment
-
(1) Property, plant and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalized.
-
(2) 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 Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repair and maintenance is recognized in profit or loss as incurred.
-22-
- (3) 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. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each end of reporting year. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change.
| The estimated useful lives of property, plant and | equipment are as follows: |
|---|---|
| Buildings | |
| Main plants | 41 to 56 years |
| Other accessory equipment | 5 to 10 years |
| Machinery and Transportation equipment | 2 to 36 years |
| Other equipment | 3 to 41 years |
| Equipment spare parts | depreciated by actual wear |
- (4) An item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in profit or loss.
4.11 Leases
The Group assesses whether the contract is (or includes) a lease at the date of the contract. For a contract that includes a lease component and one or more additional lease or non-lease components, the Group will allocate the consideration to the lease component base on the individual price of each lease component and the aggregated individual price of the non-lease component.
- (1) The Group as lessee
Except for payments for low-value asset and short-term leases which will be recognized as expenses on a straight-line basis, the Group will recognize right-ofuse assets and lease liabilities for all leases at the inception of lease.
Right-of-use asset
The right-of-use asset is initially measured at cost (including the initial measurement amount of the lease liability, the payments less incentives, initial direct costs and the estimated recover cost), the subsequent measurement is based on the cost less accumulated depreciation and accumulated impairment loss, and adjusting the amount of re-measures of lease liabilities.
The right-of-use asset recognized depreciation is using the straight-line basis from the date of the lease until the expiration of the useful life or the expiration of the lease term, the depreciation is provided that the title of the underlying asset will be acquired at the end of the lease period or, if the cost of the right-of-use asset reflects the execution of the purchase option.
-23-
Lease liability
The lease liability is initially measured by the present value of the lease payment (including fixed payment, substantive fixed payment, change in lease payment depending on the index or rate, etc.). If the implied interest rate on the lease is easy to determine, the lease payment is discounted using that interest rate. If the interest rate is not easy to determine, the lessee's increase borrowing rate is used.
If the lease period, the evaluation of the purchase choice, the amount of expected to be paid under the residual value guarantee or the change in the index or rate used to determine the lease payment result in a change in the future lease payment, the Group will measure the lease liability and adjust the right to use assets relatively. If the carrying amount has been reduced to zero, the remaining amount will recognize in the profit and loss. Lease liabilities are presented in a single-line project on the Consolidated balance sheet.
Lease payments in lease agreements that do not depend on the index or rate are recognized as expenses in the period in which they occur.
- (2) The Group as lessor
Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.
Under finance leases, the lease payments comprise fixed payments, in-substance fixed payments, variable lease payments which depend on an index or a rate, residual value guarantees, the exercise price of a purchase option if the lessee is reasonably certain to exercise that option, and payments of penalties for terminating a lease if the lease term reflects such termination, less any lease incentives payable. The net investment in a lease is measured at (a) the present value of the sum of the lease payments receivable by a lessor and any unguaranteed residual value accrued to the lessor plus (b) initial direct costs and is presented as a finance lease receivable. Finance lease income is allocated to the relevant accounting periods so as to reflect a constant, periodic rate of return on the Group’s net investment outstanding in respect of leases.
Lease payments (less any lease incentives payable) from operating leases are recognized as income on a straight-line basis over the terms of the relevant leases. Initial direct costs incurred in obtaining operating leases are added to the carrying amounts of the underlying assets and recognized as expenses on a straight-line basis over the lease terms.
4.12 Investment properties
Investment properties are properties held to earn rentals and/or for capital appreciation (including property under construction for such purposes) and include land held for a currently undetermined future use is regarded as holding for capital appreciation.
Investment properties are initially measured at cost, including transaction costs, and subsequently measured at cost less accumulated depreciation and accumulated impairment loss. Depreciation is recognized using the straight-line method.
-24-
Investment properties under construction are stated at cost less accumulated impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Depreciation of these assets commences when the assets are ready for their intended use.
On derecognition of an investment property, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.
4.13 Intangible assets
Separately acquired intangible assets with finite useful lives are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment loss. Trademark rights are amortized based on economic benefits or contract years. The estimated durability and amortization method are reviewed at the end of the reporting period, and the effect from any change in estimates is postponed.
4.14 Impairment of non-financial assets
The Group assesses at the end of reporting period 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 and its value in use. When the indication of impairment loss recognized in prior years for an asset other than goodwill no longer exists, the impairment loss is reversed to the extent of the loss previously recognized in profit or loss.
4.15 Provisions
Provisions (including short-term employee benefits, and onerous contracts) are recognized when the Group has a present legal or constructive obligation as a result of past events, and it is probable that an outflow of economic resources will be required to settle the obligation and the amount of the obligation can be reliably estimated. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation on the balance sheet date. The discount rate (or rates) shall be a pre-tax rate (or rates) that reflect(s) current market assessments of the time value of money and the risks specific to the liability. Where discounting is used, the carrying amount of a provision increases in each period to reflect the passage of time. This increase is recognized as interest expense. Provisions are not recognized for future operating losses.
4.16 Employee benefits
Short-term employee benefits
Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognized as expenses in that period when the employees render service.
-25-
Pensions
(1) Defined contribution plans
For defined contribution plans, 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 from the plan or a reduction in future contributions to the plan.
-
(2) Defined benefit plans
-
a. Net obligation under a defined benefit plan is defined as the present value of an amount of pension benefits that employees will receive on retirement for their services with the Group in current period or prior period. The liability recognized in the balance sheet in respect of defined benefit pension plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets, the net defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The discount rate is determined by using the interest rates of government bonds (at the balance sheet date) of a currency and term consistent with the currency and term of the defined benefit plans.
-
b. Remeasurements arising on defined benefit plans are recognized in other comprehensive income in the period in which they arise and are recorded as retained earnings.
-
c. Past-service costs are recognized immediately in profit or loss.
Employees’ compensation and directors’ and supervisors’ remuneration
Employees’ compensation and directors’ and supervisors’ remuneration are recognized as expenses and liabilities, provided that such recognition is required under legal or constructive obligations and those amounts can be reliably estimated. Any difference between the amount accrued and the amount actually distributed is accounted for a change in accounting estimate.
Termination benefits
Termination benefits are employee benefits provided in exchange for the termination of an employee’s employment as a result of either the Group’s decision to terminate an employee’s employment before the normal retirement date, or an employee’s decision to accept an offer of benefits in exchange for the termination of employment. The Group recognizes expense when it can no longer withdraw an offer of termination benefits or when it recognizes related restructuring costs, whichever is earlier. Benefits that are expected to be due more than 12 months after balance sheet date are discounted to their present value.
4.17 Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or stock options are recognized in equity as a deduction from the proceeds.
4.18 Income tax
- (1) 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.
-26-
-
(2) The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Group operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.
-
(3) Deferred income 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 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 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, except where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realized or the deferred tax liability is settled.
-
(4) 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 utilized. At each balance sheet date, unrecognized and recognized deferred income tax assets are reassessed.
-
(5) 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 income 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.
-
(6) A deferred tax asset shall be recognized for the carryforward of unused tax credits resulting from acquisitions of equipment or technology, research and development expenditures and equity investments to the extent that it is possible that future taxable profit will be available against which the unused tax credits can be utilized.
-27-
4.19 Revenue Recognition
The Group recognizes revenue from contracts with customers in accordance with the principles and steps as stated below:
-
(1) Identify the contract with the customer;
-
(2) Identify the performance obligations in the contract;
-
(3) Determine the transaction price;
-
(4) Allocate the transaction price to the performance obligations in contracts; and
-
(5) Recognize revenue upon satisfaction of performance obligations.
The Group does not adjust the transaction price in a contract for the effects of a significant financing component, if the period between when the customer pays for the goods or services and when the entity transfers the goods or services is one year or less.
(1) Sale of goods
Sales revenue from goods mainly comes from the sales of galvanized steel coils and painted steel coils. Sales revenue is recognized when the control of goods is passed to customers. Since customers have obtained the right to set the price and make use of the goods and assumed the responsibility for resale and risks of obsolescence, the Group recognizes revenue and accounts receivable at such time point, presented as the net amount after deducting sales returns, discounts and allowance.
When supplying materials for processing, control of the processed goods is not transferred, in which case it is not recognized as revenue.
-
(2) Revenue from leases, dividends and interests
-
A. The rental revenue shall be recognized as revenue in the duration of the lease based on straight-line method.
-
B. Dividend revenue from investments is recognized when the rights of shareholders to receive payment are established, provided that the economic profits arising from such transaction are highly probable to flow to the Group and the amount of such benefits can be reliably measured.
-
C. Interest revenue is recognized based on outstanding principal and applicable effective interest according to passage of time on an accrual basis.
4.20 Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are capitalized as part of the cost of those assets until substantially all the activities necessary to prepare the qualifying asset for its intended use or sale are complete.
To the extent that an entity borrows funds specifically for the purpose of obtaining a qualifying asset, the entity shall determine the amount of borrowing costs eligible for capitalization as the actual borrowing costs incurred on that borrowing during the period less any investment income on the temporary investment of those borrowings.
Except for those qualifying capitalization, all other borrowing costs are recognized as an expense in profit or loss as incurred.
-28-
5. CRITICAL ACCOUNTING JUDGMENTS, ESTIMATES AND MAJOR SOURCES OF ASSUMPTION UNCERTAINTY
In the preparation of the consolidated financial statements, the critical accounting judgments the Group has made and the major sources of estimation and assumption uncertainty are described as follows:
5.1 Critical judgements in applying accounting policies
(1) Revenue recognition
The Group follows IFRS 15 to determine if it controls the specified good or service before that good or service is transferred to the customer, and the Group is acting as a principal or an agent in that transaction. When the Group acts as an agent, revenue is recognized on a net basis.
The Group acts as a principal as that it meets one of the following situations:
-
A. The Group gains control over the goods from the other party before transferring goods to customers.
-
B. The Group controls the right of providing service by the other party in order to control the ability of the party to provide service to customers.
-
C. The Group gain control over goods or service from the other party in order to combine with other goods or services to provide specific goods or services to customers.
The indicators (not limited to) which assist making judgment on whether the Group controls the goods or services before transferring goods or services to customers:
-
A. The Group has primary responsibilities for the goods or services it provides;
-
B. The Group bears inventory risk before transferring the specific goods or services to customer, or after transferring the control to customer (for example, if the customer has the right to return).
-
C. The Group has the discretion to set prices.
5.2 Critical accounting estimates and assumptions
(1) Impairment assessment of tangible and intangible assets
In the course of impairment assessments, the Group determines, based on how assets are utilized and relevant industrial characteristics, the useful lives of assets and the future cash flows of a specific Group of the assets. Changes in economic circumstances or the Group’s strategy might result in material impairment of assets in the future.
(2) Impairment assessment of investments accounted for using the equity method
The Group assesses the impairment of an investment accounted for using the equity method once there is any indication that it might have been impaired and its carrying amount cannot be recoverable. The Group assesses the recoverable amounts of an investment accounted for using the equity method based on the present value of the Group’s share of expected future cash flows of the investee or the present value of expected cash dividends receivable from the investee and expected future cash flows from disposal of the investment, analyzing the reasonableness of related assumptions.
- - 29
(3) Realizability of deferred tax assets
Deferred assets are recognized only to the extent that it is probable that future taxable profits will be available against which the deferred tax asset can be utilized. The Group’s management assesses the realizability of deferred tax assets by making critical accounting judgements and significant estimates of expected future revenue growth rate and gross profit rate, the tax exemption period, available tax credits, and tax planning, etc. Changes in global economic environment, industrial environment, and laws and regulations might result in material adjustments to deferred tax assets.
(4) Evaluation of inventories
As inventories are stated at the lower of cost and net realisable value; thus, the Group estimates the net realizable value of inventory for obsolescence and unmarketable items on balance sheet date due to the rapid technology changes and writes down inventories to the net realisable value.
(5) Calculation of accrued pension obligations
When calculating the present value of defined pension obligations, the Group uses judgments and actuarial assumptions to determine related estimates, including discount rates and future salary increase rate. Changes in these assumptions may have a significantly impact on the carrying amount of defined pension obligations.
(6) Estimated impairment of financial assets
The provision for impairment of trade receivables is based on assumptions about risk of default and expected loss rates. The Group uses judgement in making these assumptions and in selecting the inputs to the impairment calculation, based on the Group’s past history, existing market conditions as well as forward looking estimates at the end of each reporting period. Where the actual future cash inflows are less than expected, a material impairment loss may arise.
(7) Process of fair value measurement and evaluation
When the assets and liabilities at fair value with no active market, the Group determines whether to use outside appraisal and using proper evaluation techniques based on related regulation or its own judgment.
If the Level 1 input value is not available while evaluating, the Group refers to the analysis of the investee’s financial position and operating outcome, recent trading price, quotes on non-active market of same equity instrument, quotes on active market of similar equity instrument and evaluation multiples of comparable companies. If the future input value is different from expectation, the fair value might change. The Group updates input values quarterly according to the market status in order to monitor if the measurement of fair value is appropriate.
-30-
6. DETAILS OF SIGNIFICANT ACCOUNTS
6.1 Cash and cash equivalents
| Item Cash on hand Checking account Demand deposits Total |
December 31 | December 31 |
|---|---|---|
| 2020 $230 190,472 18,093 $208,795 |
2019 | |
$290 348,692 109,393 |
||
$458,375 |
-
1.The financial institutions dealing with the Group are credit worthy, and the Group does transactions with a number of financial institutions to diversify credit risk that are unlikely to be expected to default.
-
2.The Group had no cash and cash equivalents pledged to others.
6.2 Financial assets at fair value through profit or loss
| Item Financial assets - current: Non-derivative financial assets mandatorily measured at FVTPL Mutual funds Domestic unlisted preferred stock Total Financial assets - noncurrent: Non-derivative financial assets mandatorily measured at FVTPL Domestic unlisted preferred stock |
December 31 | December 31 |
|---|---|---|
| 2020 $12,645 112,830 $125,475 $ - |
2019 | |
$20,308 64,143 |
||
| $84,451 | ||
$47,574 |
-
1.The Group recognized in profit or loss is $3,439 thousand and ($193) thousand for the year ended December 31, 2020 and 2019.
-
2.The Group had no financial assets at fair value through profit or loss pledged to others.
-
3.Please refer to Note 12(2) for credit risk management and evaluation method.
6.3 Accounts receivable, net
| Item At amortized cost Accounts receivable Less: Loss allowance Net |
December 31 | December 31 |
|---|---|---|
| 2020 $193,100 - $193,100 |
2019 | |
| $71,151 - |
||
| $71,151 |
-31-
-
A. Accounts receivables are created by the Group by selling goods, and the average collection period is 7~26 days. The Group’s accounts receivables all meet the credit standards stipulated based on the counterparties' industrial characteristics, operation scale and profitability.
-
B. The Group provided accounts receivable as collateral for the borrowings. Please refer to Note 8 for the information.
-
C. The Group had sold part of accounts receivables to the banks without recourse. Due to transferring the risks and rewards when the Group sold the accounts receivable, it was delisted from the balance sheet. Please refer to Note 12.4 for the information.
-
D. Please refer to Note 7.3.3 for related party transactions.
-
E. The Group applies the simplified approach to provisions for expected credit losses prescribed by IFRS 9, which permits the use of a lifetime expected credit losses provision for trade receivables. The expected credit losses on trade receivables are estimated by reference to past account aging records of the debtor, an analysis of the debtor’s current financial position, industrial trend. which receivables are past due. As the Group’s historical credit losses experience does not show significantly different loss patterns for different customer segments, the provision for losses based on past due status of receivables is not further distinguished between the Group’s different customer base.
The Group writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery of the receivable. For trade receivables that have been written off, the Group continues to engage in enforcement activity to attempt to recover the receivables which are due. Where recoveries are made, these are recognized in profit or loss.
The Group measures the allowance for notes receivable, and accounts receivable to the preparation matrix (including related parties):
| December 31, 2020 Not past due December 31, 2019 Not past due |
Expected credit loss rate 0% Expected credit loss rate 0% |
Gross carrying amount $193,100 Gross carrying amount $71,151 |
Allowance for doubtful accounts (ECL) $- Allowance for doubtful accounts (ECL) $- |
Amortized cost |
|---|---|---|---|---|
| $193,100 | ||||
| Amortized cost |
||||
| $71,151 |
As of December 31, 2020 and 2019, the above provision has already taken into consideration collateral or other credit enhancement. The other credit enhancement (e.g., L/C) possessed by above receivables were $189,454 thousand, and $60,450 thousand, respectively.
Please refer to Note 12(2) for the relevant credit risk management and assessment.
-32-
6.4 Other receivables
| er receivables | ||
|---|---|---|
| Business tax refundable Fund redemption receivable Others Total Less: Loss allowance Net |
Year Ended December 31 | |
| 2020 $9,599 - 764 |
2019 | |
| $11,059 3,042 4,631 |
||
| $10,363 - $10,363 |
$18,732 - |
|
| $18,732 |
6.5 Inventories and operating cost
| Inventories and operating cost | ||
|---|---|---|
| Item Raw materials Supplies Work in progress Finished goods By-products and scraps Subtotal Less: Valuation allowance Net |
December 31 | |
| 2020 $694,559 146,852 28,434 483,762 2,858 $1,356,465 (5,138) $1,351,327 |
2019 | |
| $746,814 149,242 39,462 686,587 2,498 |
||
| $1,624,603 (56,577) |
||
| $1,568,026 |
1.Inventory gains (losses) recognized as cost of sales are as follows:
| Item Cost of inventories sold Processing cost Unallocated manufacturing overhead Loss on inventory valuation (recovery gain) Loss on irrevocable contracts (recovery gain) Total operating cost |
Year Ended December 31 | Year Ended December 31 |
|---|---|---|
| 2020 $5,561,380 158,262 84,897 (51,439) - $5,753,100 |
2019 | |
| $6,367,944 336,470 50,207 40,592 (7,291) |
||
| $6,787,922 |
- The Group recognized the inventory valuation loss (gain) of ($51,439) thousand and $40,592 thousand for the years ended December 31, 2020 and 2019.
3.Please refer to 6.14 for loss recognization on irrecovable purchase contracts.
4.The Group had no inventory pledged as collateral.
-33-
6.6 Prepayments
| Item Offset Against Business Tax Payable Prepaid advance Prepaid insurance Input Tax Other prepayments Total |
Year Ended December 31 | Year Ended December 31 |
|---|---|---|
| 2020 $ - 139,872 13,006 1,200 8,018 $162,096 |
2019 | |
| $487,768 17,013 12,866 1,380 4,082 |
||
| $523,109 |
6.7 Financial assets at fair value through other comprehensive income or loss
| Item Equity instruments Domestic unlisted stocks Subtotal Valuation adjustment Total |
December 31 | December 31 |
|---|---|---|
| 2020 $1,650 $1,650 2,844 $4,494 |
2019 | |
| $1,650 | ||
$1,650 3,831 |
||
| $5,481 |
-
1.The Group invests in domestic unlisted stocks in accordance with its medium/longterm strategies and expects to make a profit through long-term investment. Management of the Group believes that it is not consistent with the aforementioned long-term investment planning if the short-term fair value changes of such investment are presented in profit or loss. Therefore, the Group elects to designate such investment as to be measured at FVTOCI.
-
2.For related credit risk management and means of assessing, please refer to Note 12(2).
6.8 Investments accounted for using equity method
| Investee Associates with significance: Great Emperor Hotel Co., Ltd. Kings garden International Co., Ltd. Eliter International Corp. E-Da Development Corp. Associates without significance Total |
December 31 | December 31 |
|---|---|---|
| 2020 $2,076,113 2,077,673 598,851 234,844 108,058 $5,095,539 |
2019 | |
| $ - - 602,412 251,625 111,248 |
||
| $965,285 |
-34-
-
1.Associates:
-
(1) The Group held directly or indirectly over 20% ownership of Eliter International Corp., E-Da Development Corp. and other Associates through the Company’s Parent. Therefore, the investees are accounted for under the equity method.
-
(2) The Group lost the control to Kings garden International Co., Ltd. and Great Emperor Hotel Co., Ltd. in the first and fourth quarter of 2020, and transferred to the investment using the equity method. Please refer to Note 6.30 for detail.
-
(3) Major associates of the Group are as follows:
| CompanyName Great Emperor Hotel Co., Ltd. Kings garden International Co., Ltd. Eliter International Corp. E-Da Development Corp. |
ShareholdingPercentage December 31,2020 December 31,2019 45.44% - 49.87% - 7.42% 7.42% 5.94% 5.94% |
|---|---|
| December 31,2020 45.44% 49.87% 7.42% 5.94% |
Please refer to Table 4 in Note 13 for the nature of business, main operation location and countries of registration of the associates listed above.
-
(4) The summarized financial information in respect of the Group’s major associates is as follows:
-
A. Balance Sheets
| associates is as follows: A. Balance Sheets |
|
|---|---|
| Current assets Noncurrent assets Current liabilities Noncurrent liabilities Equity Share in associates’ net assets Unrealized gain (loss) from transactions with associates Carrying amount of associate |
Great Emperor Hotel Co., Ltd. |
| December 31, 2020 | |
| $509,747 11,782,790 347,758 7,376,242 |
|
| $4,568,537 | |
| $2,076,113 - |
|
| $2,076,113 |
-35-
| Current assets Noncurrent assets Current liabilities Noncurrent liabilities Equity Share in associates’ net assets Unrealized gain (loss) from transactions with associates Carrying amount of associate |
Kings garden International Co., Ltd |
|---|---|
| December 31, 2020 | |
| $359,211 10,957,053 133,296 6,807,773 |
|
| $4,375,195 | |
| $2,077,673 - |
|
| $2,077,673 |
(Note) Including the parent company subscribed the un-registered capital increased by cash was $209,066 thousand.
Current assets Noncurrent assets Current liabilities Noncurrent liabilities Equity Share in associates’ net assets Unrealized gain (loss) from transactions with associates Carrying amount of associate Current assets Noncurrent assets Current liabilities Noncurrent liabilities Equity Share in associates’ net assets Unrealized loss from transactions with associates Carrying amount of associate |
Eliter International Corp. | Eliter International Corp. |
|---|---|---|
| December 31, 2020 December 31, 2019 $7,219,188 $6,971,622 4,963,316 5,195,803 2,693,464 1,603,830 1,273,422 2,299,960 $8,215,618 $8,263,635 $609,366 $612,927 (10,515) (10,515) $598,851 $602,412 E-Da Development Corp. |
December 31, 2019 | |
| $6,971,622 5,195,803 1,603,830 2,299,960 |
||
| $8,263,635 | ||
| $612,927 (10,515) |
||
| $602,412 | ||
| December 31,2020 $605,393 7,974,851 886,455 3,741,418 $3,952,371 $234,844 - $234,844 |
December 31,2019 | |
| $867,776 8,123,713 1,021,390 3,735,304 |
||
| $4,234,795 | ||
| $251,625 - |
||
| $251,625 |
-36-
B.Statements of Comprehensive Income
| B.Statements of Comprehensive Income | B.Statements of Comprehensive Income | ||
|---|---|---|---|
| Operating revenue Net income (loss) Other comprehensive income (loss) (net after tax) Total comprehensive income (loss) Dividends received from associate Operating revenue Net income (loss) Other comprehensive income (loss) (net after tax) Total comprehensive income (loss) Dividends received from associate Operating revenue Net income (loss) Other comprehensive income (loss) (net after tax) Total comprehensive income (loss) Dividends received from associate Operating revenue Net loss Other comprehensive income (loss) (net after tax) Total comprehensive loss Dividends received from associate |
Great Emperor Hotel Co., Ltd. 2020 $5,602 ($42,689) - ($42,689) $ - Kings garden International Co., Ltd 2020 $ - ($37,389) - ($37,389) $ - Eliter International Corp. |
||
| 2020 2019 $267,888 $229,538 ($66,028) ($144,372) 18,011 (5,902) ($48,017) ($150,274) $ - $ - E-Da Development Corp. |
2019 | ||
| $229,538 | |||
| ($144,372) (5,902) |
|||
| ($150,274) | |||
| $ - | |||
| 2020 $704,305 ($322,389) 39,953 ($282,436) $ - |
2019 | ||
| $795,002 | |||
| ($294,609) (14,958) |
|||
| ($309,567) | |||
| $ - |
-37-
- C. Shares of individually insignificant associates of the Group are summarized as follows:
| follows: | |||
|---|---|---|---|
| Year Ended December 31 | |||
| 2020 | 2019 | ||
| Share of | |||
| Net income | $1,940 | $2,367 | |
| Other comprehensive income (loss) (net after tax) | (4,970) | (2,503) | |
| Total comprehensive income (loss) | ($3,030) | ($136) | |
| D. Associates of the Company with quoted prices in | emerging market | are as follow | |
| December 31 | |||
| 2020 | 2019 | ||
| Yieh United Steel Corp. | $20,848 | $14,670 |
-
D. Associates of the Company with quoted prices in emerging market are as follow:
-
E. The calculation of the amount of investment accounted for using equity method and share of income or loss and other comprehensive income (loss) were based on the audited financial report.
-
(5) As of December 31, 2020 and 2019, no investments under equity method were pledged as collateral by the Group.
6.9 Property, Plant and Equipment
| Item Land Buildings and structures Machinery Other equipment Equipment to be inspected and construction in progress Total cost Less: Accumulated depreciation Accumulated impairment Total |
December 31 | December 31 |
|---|---|---|
| 2020 $1,075,876 1,783,263 8,634,340 430,661 115,831 $12,039,971 (6,802,474) (146,367) $5,091,130 |
2019 | |
| $3,814,282 1,783,263 8,634,296 457,616 10,916,651 |
||
| $25,606,108 (6,513,487) (146,367) |
||
| $18,946,254 |
-38-
| Cost | Land | Buildings and structures $1,783,263 - - - - - $1,783,263 $835,742 37,431 - - - $873,173 |
Machinery | Other equipment (Note) |
Equipment to be inspected and construction in progress |
Total |
|---|---|---|---|---|---|---|
| $3,814,282 - - - (73,028) (2,665,378) |
$8,634,296 1,494 (1,450) - - - |
$457,616 92,620 (13,773) - - (105,802) |
$10,916,651 1,981,171 - - - (12,781,991) |
$25,606,108 2,075,285 (15,223) - (73,028) (15,553,171) |
||
| Balance, January 1, 2020 Additions Disposals Reclassifications Transfer to investment property Influence of subsidiaries change Balance, December 31, 2020 Accumulated depreciation and impairment |
||||||
| $1,075,876 | $8,634,340 | $430,661 |
$115,831 |
$12,039,971 | ||
| $ - - - - - |
$5,474,881 246,262 (1,450) - - |
$241,709 21,170 (13,575) - (851) |
$107,522 - - - - |
$6,659,854 304,863 (15,025) - (851) |
||
| Balance, January 1, 2020 Depreciation Disposals Provision for (reversal of ) impairment loss Influence of subsidiaries change Balance, December 31, 2020 |
||||||
| $ - | $5,719,693 | $248,453 |
$107,522 |
$6,948,841 |
(Note): Including transportation equipment, office equipment and other equipment.
| Cost | Land | Buildings and structures |
Machinery $8,628,382 3,355 (521) 3,080 $8,634,296 $5,206,066 269,231 (416) $5,474,881 |
Other equipment (Note) |
Equipment to be inspected and construction in progress |
Total |
|---|---|---|---|---|---|---|
| $3,814,282 - - - |
$1,783,156 - - 107 |
$403,290 60,057 (10,639) 4,908 |
$7,363,255 3,561,491 - (8,095) |
$21,992,365 3,624,903 (11,160) - |
||
| Balance, January 1, 2019 Additions Disposals Reclassifications Balance, December 31, 2019 Accumulated depreciation and impairment |
||||||
| $3,814,282 | $1,783,263 | $457,616 | $10,916,651 | $25,606,108 | ||
| $ - - - |
$798,312 37,430 - |
$227,952 23,867 (10,110) |
$107,522 - - |
$6,339,852 330,528 (10,526) |
||
| Balance, January 1, 2019 Depreciation Disposals Balance, December 31, 2019 |
||||||
$ - |
$835,742 |
$241,709 |
$107,522 |
$6,659,854 |
(Note): Including transportation equipment, office equipment and other equipment.
- - 39
- 1.Reconciliations of current additions and the acquisition of property, plant and equipment in statement of cash flows were as follows:
| Item Increase in property, plant and equipment Increase/decrease in payables for purchase of equipment Decrease in payables for purchase of equipment from losing subsidiaries Cash paid for acquisition of property, plants and equipment |
Year Ended December 31 | Year Ended December 31 |
|---|---|---|
| 2020 $2,075,285 493,607 (269,453) $2,299,439 |
2019 | |
| $3,624,903 (294,243) - |
||
| $3,330,660 |
-
2.Please refer to Note 6.26 for details of the amount of capitalized borrowing costs.
-
3.Impairment losses for property, plant and equipment recognized for 2020 and 2019 were both $0 thousand.
-
4.For the information about property, plant and equipment pledged as collateral, please refer to Note 8 for details.
-
5.The Group’s land amounting to both $69,792 thousand as of December 31 2020 and 2019 is unable to be registered under the name of the Group due to regulation restriction. Accordingly, the ownership was registered under the name of an individual with a mortgage registration as safeguard measures.
6.10 Investment properties
| Item Land Total cost Less: Accumulated Impairment Total |
December 31 | December 31 |
|---|---|---|
| 2020 $202,233 $202,233 (68,009) $134,224 |
2019 | |
| $129,205 | ||
| $129,205 (68,009) |
||
| $61,196 |
- Investment properties and accumulated depreciation and impairment changes are as follows:
| as follows: | ||
|---|---|---|
| Cost Balance, January 1 Additions Transfer from property, plant and equipment Balance, December 31 Accumulated impairment Balance, January 1 Provision for (reversal of ) impairment loss Balance, December 31 |
Land | |
| 2020 $129,205 - 73,028 $202,233 $68,009 - $68,009 |
2019 | |
| $129,205 - - |
||
| $129,205 | ||
| $68,009 - |
||
| $68,009 |
-40-
- Rental revenue and direct operating expenses of investment properties:
| Item Rental revenue from investment properties Direct operating expenses incurred by the investment properties with rental revenue generating in current period Direct operating expenses incurred by the investment properties with no rental revenue generating in current period |
Year Ended December 31 | Year Ended December 31 |
|---|---|---|
| 2020 $883 $72 $258 |
2019 | |
| $425 | ||
| $83 | ||
| $261 |
-
As of December 31, 2020 and 2019, the fair values of investment properties held by the Group were $301,614 thousand and $85,057 thousand, respectively, which were based on evaluation appraised by independent appraisers as of December, 2019 and December, 2017. Such evaluation adopted the comparative approach by reference to the market evidence similar to the real estate transaction prices. Those are Level 3 fair value inputs. Please refer to Note 12(3). The Group believes that there would not be any material fluctuation in the fair value of such investment properties after their appraisal. Appraisal will be taken place every two years on the investment properties.
-
Please refer to Note 8 for investment properties pledged to others.
-
The Group’s land amounting to both $8,987 thousand as of December 31 2020 and 2019 is unable to be registered under the name of the Group due to regulation restriction. Accordingly, the ownership was registered under the name of an individual with a mortgage registration as safeguard measures.
6.11 Short-term Loans
| Short-term Loans | ||
|---|---|---|
| Type of Loan Credit for material purchase Mortgage loans Credit loans Total Type of Loan Credit for material purchase Mortgage loans Credit loans Total |
December 31,2020 | |
| Amount Interest Rate $1,615,346 1.332%-2.55% 30,000 1.81% 580,842 0.846%-2.09% $2,226,188 December 31,2019 |
Interest Rate | |
| Amount $1,421,537 30,000 525,000 $1,976,537 |
Interest Rate | |
| 1.92%-2.60% 2.09% 2.095%-2.34% |
Some investment properties, demand deposits, accounts receivable, and certificate deposit are pledged as collateral for short-term loans. Please refer to Note 8 for details.
-41-
6.12 Short-term notes and bills payable
| Short-term notes and bills payable | ||
|---|---|---|
| Item Commercial paper payable Less: Unamortized discount Net Interest Rate Range |
December 31 | |
| 2020 $220,000 (146) $219,854 1.87% |
2019 | |
| $220,000 (1,253) |
||
| $218,747 | ||
| 1.89% |
Some investment properties are pledged as collateral for short-term notes and bills payable. Please refer to Note 8 for information.
6.13 Other Payables
| Item Construction payable Compensations payable Consumables payable Utility expense payable Fuel payable Interest payable Others Total |
December 31 | December 31 |
|---|---|---|
| 2020 $ - 39,256 28,272 11,667 6,178 7,404 24,813 $117,590 |
2019 | |
| $493,607 50,847 25,407 12,599 9,033 13,110 32,550 |
||
| $637,153 |
6.14 Provisions - current
| Item Employee benefits Onerous purchase contract Total Item January 1, 2020 Recognized in current period Write-off in current period Influence of subsidiary change December 31, 2020 |
December 31 | December 31 | |
|---|---|---|---|
| 2020 $12,375 - $12,375 Employee benefits Onerous contract $12,958 $ - 12,945 12,059 (12,529) (12,059) (999) - $12,375 $ - |
2019 | ||
| $12,958 - |
|||
| $12,958 | |||
| Employee benefits $12,958 12,945 (12,529) (999) $12,375 |
Total | ||
| $12,958 25,004 (24,588) (999) |
|||
| $12,375 |
-42-
| Item January 1, 2019 Recognized in current period Write-off in current period December 31, 2019 |
Employee benefits $14,084 12,958 (14,084) $12,958 |
Onerous contract $7,291 - (7,291) $- |
Total |
|---|---|---|---|
| $21,375 12,958 (21,375) |
|||
| $12,958 |
-
1.Provision for employee benefits is an estimate of the short-term service leave vested to employees.
-
2.Provision for onerous contract is the unavoidable costs of irrevocable purchase contract which exceeds the economic benefits expected to be received.
6.15 Long-term Loans and Current Portion of Long-term Loans
| Item Bank syndicated loans: 10 of Banks syndicated loans 10 of Banks syndicated loans- Subsidiaries Total Less: Unamortized discount Current portion Long-term loans Interest rate range |
December 31 | December 31 |
|---|---|---|
| 2020 $2,817,500 - $2,817,500 (5,463) (229,554) $2,582,483 2.4841% |
2019 | |
| $2,875,000 11,369,000 |
||
| $14,244,000 (44,821) (57,356) |
||
| $14,141,823 | ||
| 2.60%-2.7484% |
-
1.Please refer to Note 8 for the collateral of the above bank loans.
-
2.According to syndicated loan agreements with banks in February 2019, the Company needs to maintain several financial ratios, including current ratio, liability ratio and interest coverage ratio, at a certain level, calculated based on the audited annual standalone financial statements and the reviewed semi-annual consolidated financial statements for the duration of the contracts. Since the Company failed to interest coverage ratio in 2020, it needed to pay to the managing bank a compensation at 0.125% of the loan balance within agreed time. However, this is not seen as a breach of contract.
-
3.According to syndicated loan agreements between Great Emperor Hotel Co., Ltd. and banks, the Subsidiaries needs to maintain several financial ratios, including current ratio, liability ratio and interest coverage ratio, at a certain level, calculated based on the audited annual standalone financial statements. Interest coverage ratio will be reviewed after 6 years past the first use date, and the other standards will be reviewed from the first fiscal year after the hotel is officially put into operation. Due to the loan has not yet expired for 6 years, and the hotel has not start up, there is no need to review as of December 31, 2020. In addition, the company had a supplementary contract with the bank in January, 2020, and the repayment period was changed from 6 years to 8 years after the expiration date of the loan. And the Group lost the control to Great Emperor Hotel Co., Ltd. in the fourth quarter of 2020, please refer to Note 6.30.
-43-
- 4.According to syndicated loan agreements between Kings garden International Co., Ltd. and banks, the Subsidiaries needs to maintain several financial ratios, including current ratio, liability ratio and interest coverage ratio, at a certain level, calculated based on the audited annual standalone financial statements. Interest coverage ratio will be reviewed after 6 years past the first use date, and the other standards will be reviewed from the first fiscal year after the hotel is officially put into operation. Due to the loan has not yet expired for 6 years, and the shopping mall has not start up, there is no need to review as of December 31, 2020. In addition, the company had a supplementary contract with the bank in January, 2020, and the repayment period was changed from 6 years to 8 years after the expiration date of the loan. And the Group lost the control to Great Emperor Hotel Co., Ltd. in the first quarter of 2020, please refer to Note 6.30.
6.16 Benefit Plan After Retirement
- 1.Defined contribution plan
The pension system based on the Labor Pension Act which is applicable to the Group’s domestic entities is a defined contribution plan managed by government. Groups would make monthly contribution equal to 6% of each employee's monthly salary to the employees' individual pension accounts at the Bureau of Labor Insurance.
The total expenses contributed under the defined contribution plan were $ 15,776 thousand and $14,775 thousand for the years ended December 31, 2020 and 2019, respectively, and were recognized as pension expenses.
2.Defined benefit plans
-
(1) The pension plan under the Labor Standards Law, which is applicable to the Group’s domestic entities, is a defined benefit pension plan managed. Under the defined benefit pension plan, pension benefits are based on the average monthly salaries and wages of the last 6 months prior to retirement and the duration of employment. Those Groups contributes monthly an amount equal to 6% of the employees' monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, under the name of the independent retirement fund committee.
-
(2) Before the end of year, if the balance at the retirement fund is not sufficient to cover all employees retiring next year, a lump-sum deposit should be made before March-end of the following year to cover the difference.
-
(3)The amounts recognized in the consolidated balance sheet for obligations from defined benefit plans are as:
| defined benefit plans are as: | ||
|---|---|---|
| Item Present value of defined benefit obligations Fair value of planned assets Net defined benefit liability |
December 31 | |
| 2020 $295,297 (306,074) ($10,777) |
2019 | |
| $308,007 (303,883) |
||
| $4,124 |
-44-
(4)Movements in net defined benefit liability are as follows:
| Item Balance as of January 1 Cost of service Current service cost Interest expense (income) Recognized in profit and loss Remeasurement Return on plan asset (Amounts included in interest income or expense are excluded) Actuarial (gains) losses - Effect of change in financial assumptions Experience adjustment Recognized in other comprehensive income Pension fund contribution Paid pension Balance as of December 31 Item Balance as of January 1 Cost of service Current service cost Interest expense (income) Recognized in profit and loss Remeasurement Return on plan asset (Amounts included in interest income or expense are excluded) Actuarial (gains) losses - Effect of change in financial assumptions Experience adjustment Recognized in other comprehensive income Pension fund contribution Paid pension Balance as of December 31 |
Year Ended December 31, 2020 | Year Ended December 31, 2020 | Year Ended December 31, 2020 |
|---|---|---|---|
| Present value of defined benefit obligations Fair value of planned assets Net defined benefit liability $308,007 ($303,883) $4,124 1,691 - 1,691 2,089 (2,108) (19) $3,780 ($2,108) $1,672 $ - ($9,896) ($9,896) 10,462 - 10,462 (5,060) - (5,060) $5,402 ($9,896) ($4,494) $ - ($12,079) ($12,079) (21,892) 21,892 - $295,297 ($306,074) ($10,777) Year Ended December 31, 2019 |
Net defined benefit liability |
||
| $4,124 1,691 (19) |
|||
| $1,672 | |||
| ($9,896) 10,462 (5,060) |
|||
| ($4,494) | |||
| ($12,079) - |
|||
| ($10,777) | |||
| Present value of defined benefit obligations $333,573 1,970 2,465 $4,435 $ - 1,420 (21,608) ($20,188) $ - (9,813) $308,007 |
Fair value of planned assets ($258,141) - (2,024) ($2,024) ($7,423) - - ($7,423) ($46,108) 9,813 ($303,883) |
Net defined benefit liability |
|
| $75,432 1,970 441 |
|||
| $2,411 | |||
| ($7,423) 1,420 (21,608) |
|||
| ($27,611) | |||
| ($46,108) - |
|||
| $4,124 |
-45-
-
(5) Through the pension plan under the Labor Standards Law, the Group is exposed to the following risks:
-
A.Investment risk
The pension funds are invested in equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the government's designated authorities or under the mandated management by Bureau of Labor Funds, Ministry of Labor. However, the rate of return on the Group’ s planned assets shall not be less than the average interest rate on a two-year time deposit published by the local banks.
- B.Interest rate risk
A decrease in the government bond interest rate will increase the present value of the defined benefit obligation, however, the return on the debt investments of the plan assets will also increase. Those two will partially offset each other.
- C.Salary risk
The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.
- (6)The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The principal assumptions adopted on the valuation date were as follows:
| valuation date were as follows: | ||
|---|---|---|
| Item Discount rate Future salary increase rate Average maturity period of defined benefit obligations |
Measurement date | |
| December 31, 2020 0.30% 2.00% 9 years |
December 31, 2019 | |
| 0.70% | ||
| 2.00% | ||
| 9 years |
-
A.Assumptions on future mortality experience are set based on the 5th Taiwan Standard Ordinary Experience Mortality Table.
-
B.If a reasonable change in one of the principal assumptions for actuarial valuation occurred and all other assumptions were held constant, the increase (decrease) in the present value of defined benefit obligation would be as follows:
| Item Discount rate Increase by 0.25% Decrease by 0.25% Expected growth rate of salaries Increase by 0.25% Decrease by 0.25% |
December 31 | December 31 |
|---|---|---|
| 2020 ($6,601) $6,814 $6,682 ($6,508) |
2019 | |
| ($7,008) | ||
| $7,243 | ||
| $7,131 | ||
| ($6,936) |
-46-
The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
- (7)The Group expects to make contributions of $ 12,654 thousand to the pension plans for the year ended December 31, 2021.
6.17 Common Stock
- 1.Quantities and values of the Company’s outstanding common shares at the beginning and ending of periods were as follows:
| Item January 1 Capital increase in cash December 31 Item January 1 Capital increase in cash December 31 |
Year Ended December 31,2020 | Year Ended December 31,2020 |
|---|---|---|
| Shares (thousand shares) Amount 530,652 $5,306,516 - - 530,652 $5,306,516 Year Ended December 31,2019 |
Amount | |
| $5,306,516 - |
||
| $5,306,516 | ||
| Shares (thousand shares) 530,652 - 530,652 |
Amount | |
| $5,306,516 - |
||
| $5,306,516 |
-
2.As of December 31, 2020, the Company had an authorized capital of $12,000,000 thousand with 1,200,000 thousand shares.
-
3.The Company’s board of directors resolved common shares issued through private placement by $2,000,000 thousand, consisting 350,877 thousand new shares (common shares) with par value of $10. The issue price was $5.70 per share resolved by the board of directors on December 8, 2006. The capital increase record date was set on February 8, 2007. Right and obligations of holders of the common shares issued through private placement were the same as those of the Company’s original common shareholders. However, the listing and resale of those common shares issued through private placement shall be in accordance with Securities and Exchange Act and related regulations. Due to offsetting deficits, the capital reduction ratio is about 48.20%, and the number of shares after the capital reduction is 181,755 thousand shares in May 2009. The Company had resolved to capitalize earnings, and there was 3,635 thousand shares issued through private placement in October 2011.
-47-
-
4.The Company’s board of directors resolved common shares issued through private placement by $1,200,000 thousand, consisting 461,538 thousand new shares (common shares) with par value of $10. The issue price was $2.60 per share resolved by the board of directors on September 25, 2008. The capital increase record date was set on November 12, 2008. Right and obligations of holders of the common shares issued through private placement were the same as those of the Company’s original common shareholders. However, the listing and resale of those common shares issued through private placement shall be in accordance with Securities and Exchange Act and related regulations. Due to offsetting deficits, the capital reduction ratio is about 48.20%, and the number of shares after the capital reduction is 239,078 thousand shares in May 2009. The Company had resolved to capitalize earnings, and there was 4,782 thousand shares issued through private placement in October 2011.
-
5.In order to improve the financial structure and future operation and development, the Company passed a resolution of shareholders' meeting to reduce the amount of capital to eliminate the accumulated loss of $1,000,000 thousand (included private placement by $680,646 thousand and non-private placement by $319,354 thousand), and eliminate common stock 100,000 thousand shares (included private placement by 68,065 thousand shares and non-private placement by 31,935 thousand shares). The capital reduction rate was 15.8566% and be approved by the Financial Supervision Commission on August 30, 2017, and the change registration was completed on September 15, 2017.
-
6.As of December 31, 2020 and 2019, the Company’s issued capital amounts to both $5,306,516 thousand, representing approximately 530,652 thousand ordinary shares. The capital information was as follows:
| The capital information was as follows: | |||
|---|---|---|---|
| Item | Amount $3,611,857 1,694,659 $5,306,516 December 31 |
||
| Common shares - private placement Common shares - non-private placement Total Capital Surplus Item Share premium Difference between the price received from acquisition or disposal of a subsidiary and its book value Change in ownership interests in subsidiaries accounted for using equity method Unrealized gains and losses of intra- group transactions Changes in associates and joint ventures recognized under equity method Total |
|||
| 2020 $5 1,252 134,588 5,129,745 20,490 $5,286,080 |
2019 | ||
| $5 1,252 126,473 - 4,869 |
|||
| $132,599 |
6.18 Capital Surplus
-48-
Under the Company Act, capital surplus arising from shares issued at premium or from donation may be used for offsetting deficit. Furthermore, if the Company has no accumulated loss, capital surplus may be used for issuing new shares or distributing cash in proportion to shareholders' original holdings. In accordance with regulations in the Securities and Exchange Act, when the above-mentioned capital surplus is used for capitalization, the total amount every year shall not exceed 10% of the paid-in capital. The Company may use capital surplus to offset loss only when the amount of earnings and reserves are insufficient to offset the loss. The capital surplus generated from investment under equity method shall not be used for any purposes.
Please refer to Note 6.30 for the transaction of unrealized gains and losses of intragroup.
6.19 Retained Earnings and Dividend Policy
-
1.A residual dividend distribution policy is adopted in accordance with the Company’s development plan, investment environment, capital needs and domestic and foreign competition in present and future, and shareholder benefit after considering the fact that the Company is currently in Maturity phase. If accumulated distributable surplus is lower than capital 20%, the Company can’t get distributed, otherwise distribute dividends to shareholders do not less than 20% in annual year. The annual net income, if any, should be used to pay off all the taxes and duties, as well as to compensate prior deficits. The remaining amount, if any, should be appropriated in the following order of presentation: (1)10% as legal reserve;
-
(2)set aside an amount as special reserve according to operating needs;
-
(3)if there is a surplus for the year, it should be used as dividends to special shares priority;
-
(4)the remaining net income plus unappropriated earnings from prior years may be used as dividends or bonus (stock dividends are distributed at between 0% to 80% of the total dividends distributed and cash dividends are distributed at between 20% to 100% of total dividends distribute).
-
The surplus distribution ratio and cash dividend ratio may be adjusted by the Board of Directors and depend on actual profit, cash position, and operating needs.
-
2.Legal reserves may only be used for offsetting deficits and issuing new shares or distributing cash in proportion to shareholders’ original holdings. However, when new shares are issued or cash is distributed, the amount shall be limited to 25% of the reserves in excess of the paid-in capital.
-
3.Special reserve
| 3.Special reserve | ||
|---|---|---|
| Item Provision for debit balance of other equity Offsetting deficits Total |
December 31 | |
| 2020 $3,332 (3,332) $ - |
2019 | |
| $3,332 (3,332) |
||
| $ - |
- - 49
-
(1)The Company may allocate earnings only after providing special reserve for debt balance in other equity on the date of balance sheet, and the reversal of debit balance in other equity, if any, may be stated into allocable earnings.
-
(2)Upon first-time adoption of IFRSs, the exchange differences on translation and unrealized revaluation value conversed to retained earnings were ($1,325) thousand and $0 thousand, respectively. Thus, the Company don’t need to set aside as special reserve.
-
4.The shareholders’ meeting held in June 2019 and 2018 resolved no dividends distributed to the shareholders due to operating deficit. Information about earnings distribution approved by the Board of Directors and resolved by the shareholders meeting is available at the Taiwan Stock Exchange Market Observation Post System website.
-
5.The Company’s appropriations of earnings for 2020 had been approved in the meeting of the board of directors held on March 24, 2021. No dividends will be distributed to the shareholders due to accumulated deficit as of December 31, 2020. The appropriations of earnings for 2020 are to be presented for approval in the Company’s annual shareholders’ meeting to be held in June 2021.
6.20 Other Equity Items
| 6.20 Other Equity Items | ||||
|---|---|---|---|---|
| Item | Exchange differences on translation of foreign financial statements |
Unrealized gain (loss) on financial asset at fair value through other comprehensive income |
Gain (loss) on hedging instruments |
Total |
| Balance, January 1, 2020 Unrealized gain (loss) on financial assets at fair value through other comprehensive income Share of associates and joint ventures accounted for using equity method Balance, December 31, 2020 Item |
($2,165) - (5,077) |
$811 (987) 3,827 |
$4 - - |
($1,350) (987) (1,250) |
| ($7,242) | $3,651 | $4 |
($3,587) |
|
| Exchange differences on translation of foreign financial statements |
Unrealized gain (loss) on financial asset at fair value through other comprehensive income |
Gain (loss) on hedging instruments |
Total | |
| Balance, January 1, 2019 Unrealized gain (loss) on financial assets at fair value through other comprehensive income Share of associates and joint ventures accounted for using equity method Balance, December 31, 2019 |
$296 - (2,461) |
$1,707 473 (1,369) |
$4 - - |
$2,007 473 (3,830) |
| ($2,165) | $811 | $4 |
($1,350) |
-50-
6.21 Non-controlling Interest
| Non-controlling Interest | ||
|---|---|---|
| Item Beginning balance Share attributable to non-controlling interest: Net loss for the current year Increase in non-controlling interest - capital increase by cash (Note) Increase (decrease) in non-controlling interest Ending balance |
Year Ended December 31 | |
| 2020 $3,629,309 (14,670) 947,903 (4,562,542) $ - |
2019 | |
| $2,570,941 (10,782) 1,091,497 (22,347) |
||
| $3,629,309 |
Note: Including the un-registered capital increased by cash was $133,597 thousand as of December 31,2019.
6.22 Operating Revenue
| Item Revenue from contracts with customers Sales revenue Processing revenue Scraps revenue Service revenue Total sales revenue from contracts with customers Less: Sales return Sales discount Net operating revenue |
Year Ended December 31 | Year Ended December 31 |
|---|---|---|
| 2020 $5,435,089 124,748 57,116 - $5,616,953 (26,245) (917) $5,589,791 |
2019 | |
| $6,185,657 293,946 75,389 17,529 |
||
| $6,572,521 (18,477) (1,240) |
||
| $6,552,804 |
1.Segments of revenue from contracts with customers
Sales, processing and service revenue of wire rods and steel coil processed, etc. are mainly to downstream manufacturers, and sell at fixed prices per contractual terms.
-51-
2.Contract revenue details
The region of steel revenue can by disaggregated below. 2020:
| 2020: | ||||
|---|---|---|---|---|
| Region | Steel | Processed | Other | Total |
| $4,247,572 509,470 242,930 101,502 363,569 |
$124,748 - - - - |
$ - - - - - |
$4,372,320 509,470 242,930 101,502 363,569 |
|
| Taiwan America Thailand South Korea Others Total Service line |
||||
| $5,465,043 | $124,748 |
$ - | $5,589,791 |
|
| $5,267,305 197,738 |
$19,091 105,657 |
$ - - |
$5,286,396 303,395 |
|
| Gangshan Factory Pingnan Factory Total Timingof revenue recognition |
||||
| $5,465,043 | $124,748 |
$ - | $5,589,791 |
|
$5,465,043 - |
$124,748 - |
$ - - |
$5,589,791 - |
|
| Revenue recognized at a specific timing Revenue recognized over time Total 2019: Region |
||||
| $5,465,043 | $124,748 |
$ - | $5,589,791 |
|
| Steel | Processed | Other | Total | |
| $4,677,109 511,656 207,992 237,656 606,916 |
$293,946 - - - - |
$17,529 - - - - |
$4,988,584 511,656 207,992 237,656 606,916 |
|
| Taiwan America Italia Thailand Others Total Service line |
||||
| $6,241,329 | $293,946 |
$17,529 |
$6,552,804 | |
| $5,878,478 362,851 - |
$9,218 284,728 - |
$ - - 17,529 |
$5,887,696 647,579 17,529 |
|
| Gangshan Factory Pingnan Factory Others Total Timingof revenue recognition |
||||
| $6,241,329 | $293,946 |
$17,529 |
$6,552,804 | |
$6,241,329 - |
$293,946 - |
$ - 17,529 |
$6,535,275 17,529 |
|
| Revenue recognized at a specific timing Revenue recognized over time Total |
||||
| $6,241,329 | $293,946 |
$17,529 |
$6,552,804 |
-52-
3. Contract Balance
| Contract Balance | ||
|---|---|---|
| Item Receivables Contract liabilities - current |
December 31 | |
| 2020 $193,100 $64,123 |
2019 | |
| $71,151 | ||
| $30,718 |
- (1) Significant change in contract assets and contract liabilities
The change in contract assets and contract liabilities primarily result from the timing difference between the satisfaction of performance obligation and the customer’s payment.
- (2) Amount of satisfied performance obligations from previous period and beginning contract liabilities recognized in the current period as income were as follows:
| follows: | ||
|---|---|---|
| Item Goods sale From previous period’s satisfied performance |
Year Ended December 31 | |
| 2020 $29,627 $ - |
2019 | |
| $29,251 | ||
| $ - |
6.23 Employee benefits, depreciation and amortization expense
| Nature Employee benefits Salary Insurance Pension Other employee benefits Depreciation Total |
Year Ended December 31,2020 | Year Ended December 31,2020 | Year Ended December 31,2020 |
|---|---|---|---|
| OperatingCost $180,736 21,736 10,804 34,895 297,653 $545,824 |
OperatingExpense $61,148 5,713 2,994 5,365 7,210 $82,430 |
Total | |
| $241,884 27,449 13,798 40,260 304,863 |
|||
| $628,254 |
- (Note) Excluding pension recognized as construction in progress were $3,650 thousand.
| Nature Employee benefits Salary Insurance Pension Other employee benefits Depreciation Total |
Year Ended December 31,2019 | Year Ended December 31,2019 | Year Ended December 31,2019 |
|---|---|---|---|
| OperatingCost $184,905 23,294 12,005 42,594 302,215 $565,013 |
OperatingExpense $57,358 5,703 3,140 6,153 28,313 $100,667 |
Total | |
| $242,263 28,997 15,145 48,747 330,528 |
|||
| $665,680 |
-53-
-
(Note) Excluding pension recognized as construction in progress were $2,041 thousand.
-
1.Compensation to employees and remuneration to directors shall neither be less than 0.2 % nor greater than 0.1% of the net income before tax and before which the compensation to employees and remuneration to directors are deducted from. Due to the accumulated deficits of the Company for 2020 and 2019, the estimated amount of the above compensation and remuneration were both $0 thousand. Any changes in the amounts, if any, after the annual financial statements were authorized for issue, shall be recorded as a change in accounting estimate, and should be adjusted the next year.
-
2.In March 24, 2021 and March 17, 2020, the Company’s board of directors resolved no employees’ compensation and directors’ and supervisors’ remuneration for the years ended December 31, 2020 and 2019. The approved amounts were consistent with the accrued amounts charged against earnings of year 2020 and 2019.
-
3.Information about employee compensation and remuneration to directors and supervisors approved by the board of directors is available at the Taiwan Stock Exchange Market Observation Post System website.
6.24 Other Income
| Item Rent income Dividend income Subsidy income Other income Total |
Year Ended December 31 | Year Ended December 31 |
|---|---|---|
| 2020 $978 375 40,600 503 $42,456 |
2019 | |
| $521 645 - 786 |
||
| $1,952 |
(Note) Please refer to Note 10 for the relevant information about subsidy income.
6.25 Other gains and losses
| Other gains and losses | ||
|---|---|---|
| Item Valuation gain (loss) of financial assets measured at FVTPL Gain (loss) on disposal of financial assets at fair value through profit and loss Gain (loss) from disposal of property, plant, and equipment Net foreign exchange gain (loss) Others Total |
Year Ended December 31 | |
| 2020 $1,810 1,629 (198) 4,238 (16) $7,463 |
2019 | |
| ($1,268) 1,075 (614) (569) (487) |
||
| ($1,863) |
-54-
6.26 Finance Costs
| Finance Costs | ||
|---|---|---|
| Item Interest on loans Others Subtotal Less: Amount qualified for capitalization Finance costs |
Year Ended December 31 2020 2019 $280,021 $394,936 8,889 5,592 $288,910 $400,528 (156,645) (267,503) $132,265 $133,025 |
|
| 2019 | ||
$394,936 5,592 |
||
$400,528 (267,503) |
||
$133,025 |
6.27 Income Tax
-
1.Income tax expense
-
(1)Components of income tax expense
| come Tax ncome tax expense (1)Components of income tax expense |
||
|---|---|---|
| Item Current income tax Current income tax expense Current income tax expense Deferred income tax Deferred income tax originating and reversed temporary differences Deferred income tax expense Income tax expense (benefit) |
Year Ended December 31 | |
| 2020 $- $- $3,615 $3,615 $3,615 |
2019 | |
| $2,493 | ||
$2,493 |
||
| $14,714 | ||
| $14,714 | ||
| $17,207 |
- (2) Income tax expense (benefit) associates with other comprehensive income
| Item Remeasurement of defined benefit plans |
Year Ended December 31 | Year Ended December 31 |
|---|---|---|
| 2020 $899 |
2019 | |
$5,523 |
- Reconciliation of income before income tax and income tax expense recognized in profit or loss is as follows:
| Item Income (loss) before tax Income tax expense (benefit) at the statutory rate Tax effect of adjusting items: Investment loss (gain) recognized under equity method Unrealized inventory valuation loss (recovery gain) Realized (unrealized) pension Other adjustments Loss carryforwards Net changes of deferred income tax Income tax benefit recognized in profit or loss |
Year Ended December 31 | Year Ended December 31 |
|---|---|---|
| 2020 ($481,145) ($96,229) 9,086 (10,287) (2,081) (6,564) 106,075 3,615 $3,615 |
2019 | |
| ($635,762) | ||
| ($127,152) 5,169 8,118 (8,739) (4,870) 129,967 14,714 |
||
| $17,207 |
-55-
The domestic applicable income tax rate of the Group was 20%, and the tax rate applicable to unappropriated earnings was 5%.
3.Deferred income tax assets or liabilities from temporary differences, loss carry forwards and investment credits:
| Year Ended December 31, 2020 | Year Ended December 31, 2020 | ||||
|---|---|---|---|---|---|
| Recognized in | |||||
| other | |||||
| Beginning | Recognized in | comprehensive | Ending | ||
| Item | balance | profit or loss | income | balance | |
| Deferred income tax assets: | |||||
| Temporary differences | |||||
| Provision for inventory valuation loss | $11,315 | ($10,287) |
$ | - | $1,028 |
| Unrealized impairment loss on assets | 34,274 | - |
- | 34,274 | |
| Sales recognition difference | 222 | 599 |
- | 821 | |
| Booking tax difference for depreciation | 34,552 | (4,230) |
- | 30,322 | |
| Net defined benefit liability | 825 | (825) |
- | - | |
| Compensation to unused annual leave | 2,413 | 62 |
- | 2,475 | |
| Unrealized exchange losses | 6 | (6) |
- | - | |
| Unrealized loss carryforwards | 63,542 | 12,377 |
- | 75,919 | |
| Subtotal | $147,149 | ($2,310) |
$ | - | $144,839 |
| Deferred income tax liability: | |||||
| Temporary differences | |||||
| Unrealized exchange gains | $ - | ($49) |
$ | - | ($49) |
| Net defined benefit assets | - | (1,256) |
(899) | (2,155) | |
| Subtotal | $ - | ($1,305) |
($899) | ($2,204) | |
| Total | $147,149 | ($3,615) |
($899) | $142,635 |
| Item Deferred income tax assets: Temporary differences Provision for inventory valuation loss Estimate the loss on irrevocable contracts Unrealized impairment loss on assets Sales recognition difference Booking tax difference for depreciation Net defined benefit liability Compensation to unused annual leave Unrealized exchange losses Unrealized loss carryforwards Total |
Year Ended December 31, 2019 | Year Ended December 31, 2019 | ||
|---|---|---|---|---|
| Beginning balance $3,197 1,458 34,274 47 38,793 15,087 2,256 13 72,261 $167,386 |
Recognized in profit or loss $8,118 (1,458) - 175 (4,241) (8,739) 157 (7) (8,719) ($14,714) |
Recognized in other comprehensive income $ - - - - - (5,523) - - - ($5,523) |
Ending balance |
|
$11,315 - 34,274 222 34,552 825 2,413 6 63,542 |
||||
$147,149 |
-56-
4.Items not recognized as deferred income tax assets:
| Item Loss carryforwards Investment loss recognized under equity method Provisions for Employee Benefits |
December 31 | December 31 |
|---|---|---|
| 2020 $733,211 116,185 - |
2019 | |
| $735,631 104,407 179 |
The unused loss-carryforwards will expire successively in 2021-2030.
- 5.The Company’s income tax returns through 2018 have been ratified by the tax authorities.
6.28 Other Comprehensive Income
| Item Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit plans Unrealized gain (loss) on financial assets at fair value through other comprehensive income Share of subsidiaries, associates and joint ventures accounted for using equity method: Unrealized valuation gain (loss) on financial assets at fair value through other comprehensive income Remeasurement of defined benefit plans Subtotal Items that may be reclassified subsequently to profit or loss: Share of subsidiaries, associates and joint ventures accounted for using equity method: Exchange differences on translation of foreign financial statements Subtotal Recognized in other comprehensive income |
Year Ended December 31, 2020 | Year Ended December 31, 2020 | Year Ended December 31, 2020 |
|---|---|---|---|
| Before tax $4,494 (987) 3,827 (10) $7,324 ($5,077) ($5,077) $2,247 |
Income tax expense (benefit) ($899) - - - ($899) $ - $ - ($899) |
After tax | |
| $3,595 (987) 3,827 (10) |
|||
| $6,425 | |||
| ($5,077) | |||
| ($5,077) | |||
| $1,348 |
-57-
Year Ended December 31, 2019
| Item Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit plans Unrealized gain (loss) on financial assets at fair value through other comprehensive income Share of associates and joint ventures accounted for using equity method: Unrealized valuation gain (loss) on financial assets at fair value through other comprehensive income Remeasurement of defined benefit plans Subtotal Items that may be reclassified subsequently to profit or loss: Share of associates and joint ventures accounted for using equity method: Exchange differences on translation of foreign financial statements Subtotal Recognized in other comprehensive income |
Before tax $27,611 473 (1,369) 19 $26,734 ($2,461) ($2,461) $24,273 |
Income tax expense (benefit) ($5,523) - - - ($5,523) $ - $- ($5,523) |
After tax |
|---|---|---|---|
| $22,088 473 (1,369) 19 |
|||
| $21,211 | |||
| ($2,461) | |||
| ($2,461) | |||
| $18,750 |
6.29 Transactions with Non-Controlling Interests
- Subsidiary issued the common stock for cash, and the Group did not subscribe with the proportion of shareholding
2020:
In April,2020, the Group did not subscribe for additional new shares of Great Emperor Hotel Co., Ltd., it caused the Group’s ownership percentage different from it existing percentage, and reduced its ownership percentage from 58.81% to 53.36%.
The above transaction were accounted for as equity transaction since the Group did not cease to have control over the subsidiary.
| Item Subscription in cash (Note) The carrying amount of the net assets of the subsidiary was transferred to the non- controlling equity based on the relative equity changes Total |
Great Emperor Hotel Co., Ltd. |
|---|---|
| $360,500 (352,385) |
|
| $8,115 |
(Note) Including $133,597 thousand of capital collected in advance - minority interest at the beginning of the period.
-58-
2019:
In July and December,2019, the Group did not subscribe for additional new shares of Kings garden International Co., Ltd. and Great Emperor Hotel Co., Ltd., it caused the Group’s ownership percentage different from it existing percentage, and reduced its ownership percentage from 59.87% to 55.34%, 64.01% to 58.81%, and last dropped to 50.71% and 58.81%.
The above transaction were accounted for as equity transaction since the Group did not cease to have control over the subsidiary.
| Item Subscription in cash (Note) The carrying amount of the net assets of the subsidiary was transferred to the non- controlling equity based on the relative equity changes Total |
Kings garden International Co., Ltd. $659,200 (643,889) $15,311 |
Great Emperor Hotel Co., Ltd. |
|---|---|---|
| $298,700 (291,664) |
||
| $7,036 |
6.30 Disposal of subsidiary (reorganization)
- On February 24,2020, Kings garden International Corp.’s board of directors resolved to issue 7,000 thousand ordinary shares for raising operating capital. The par value was $10 per share, for a consideration of $10.3 per share which increased the common stock issued to $72,100 thousand (the capital increase record date was set on March 11,2020). The Group did not subscribe for the above new share issue and transferred the full subscription to its parent company. The Group ceased to have control over the subsidiary, since its ownership percentage reduced from 50.71% to 49.87%.
(1) Analysis of assets and liabilities from losing control
| Current Assets Cash and Cash equivalents Other receivables Current tax assets Prepayments Other financial assets- current Noncurrent Assets Investments accounted for using equity method Property、plant and equipment Other financial assets- noncurrent |
Subsidiary | Sub-subsidiaries | Sub-subsidiaries | Write-off for consolidated |
Total |
|---|---|---|---|---|---|
| Kings garden International Co., Ltd. |
Yi Hua International Co., Ltd. |
Hua Li International Co., Ltd. |
|||
| $82,645 1,565 14 288,907 105,113 70,386 9,659,875 39,390 |
$11,700 10,323 - 326 - - 41 - |
$58,744 - - 58 - - - - |
$ - (10,323) - - - (70,386) (2,606,470) - |
$153,089 1,565 14 289,291 105,113 - 7,053,446 39,390 |
- - 59
| Current Liabilities Other payables Contract liabilities Provisions-current Current tax liabilities Noncurrent Liabilities Long-term loan Guarantee deposit received Disposal of Net Assets |
(109,900) - (275) - (6,008,000) (3,600) |
(1,449) (1,091) - (2,493) - - |
(566) - - - - - |
10,323 - - - - - |
(101,592) (1,091) (275) (2,493) (6,008,000) (3,600) |
|---|---|---|---|---|---|
| $4,126,120 | $17,357 |
$58,236 |
($2,676,856) |
$1,524,857 |
- (2) Reorganization
| Reorganization | |
|---|---|
| Item Transferred to the investments accounted for using equity method in credit balance from losing control Transferred unrealized internal gains and losses to capital surplus from losing control Total |
2020 |
| ($514,290) 2,606,470 |
|
| $2,092,180 |
According to the Q&A released by Accounting Research and Development Foundation on October 30, 2018, the amount of $2,606,470, that included unrealized benefits from sale of real estate to Kings garden International Corp. previously and unrealized internal gains were $2,522,985 and $83,485, were converted to "Capital Surplus -Unrealized Gains and Losses of Group Transactions", after the Company lost the control.
- (3) Net cash flow (outflow) from disposal of subsidiary (reorganization)
| Item Received in cash and cash equivalents Less:Cash inflow (outflow) of reorganization Net cash inflow (outflow) of reorganization |
2020 |
|---|---|
| $ - (153,089) |
|
| ($153,089) |
- On July 14,2020, Great Emperor Hotel Corp.’s board of directors resolved to issue 70,000 thousand ordinary shares for raising operating capital. The par value was $10 per share, for a consideration of $10.3 per share which increased the common stock issued to $721,000 thousand (the capital increase record date was set on October 30,2020). The Group did not subscribe for the above new share issue and transferred the full subscription to its parent company. The Group ceased to have control over the subsidiary, since its ownership percentage reduced from 53.56% to 45.44%.
-60-
(1) Analysis of assets and liabilities from losing control
| Current Assets Cash and Cash equivalents Other receivables Current tax assets Inventories Prepayments Other financial assets-current Noncurrent Assets Investments accounted for using equity method Property、plant and equipment Intangible assets Refundable deposits Other financial assets-noncurrent Current Liabilities Other payables Provisions-current Noncurrent Liabilities Long-term loan Guarantee deposit received Disposal of Net Assets |
Subsidiary - Great Emperor Hotel Corp. |
Write-off for consolidated |
Total |
|---|---|---|---|
| $39,692 28,567 12 231 341,524 347,378 27,501 11,022,149 18,590 6,009 41,561 (254,564) (724) (7,033,073) (311) |
$ - - - - - - - (2,523,275) - - - - - - - |
$39,692 28,567 12 231 341,524 347,378 27,501 8,498,874 18,590 6,009 41,561 (254,564) (724) (7,033,073) (311) |
|
| $4,584,542 | ($2,523,275) |
$2,061,267 |
(2) Reorganization
| Reorganization | |
|---|---|
| Item Transferred to the investments accounted for using equity method in credit balance from losing control Transferred unrealized internal gains and losses to capital surplus from losing control Total |
2020 |
| ($481,514) 2,523,275 |
|
| $2,041,761 |
According to the Q&A released by Accounting Research and Development Foundation on October 30, 2018, the amount of $2,523,275, that included unrealized benefits from sale of real estate to Great Emperor Hotel Corp. previously and unrealized internal gains were $2,445,476 and $77,799, were converted to "Capital Surplus - Unrealized Gains and Losses of Group Transactions", after the Company lost the control.
-61-
(3) Net cash flow (outflow) from disposal of subsidiary (reorganization)
| Item Received in cash and cash equivalents Less:Cash inflow (outflow) of reorganization Net cash inflow (outflow) of reorganization |
2020 |
|---|---|
| $ - (39,692) |
|
| ($39,692) |
6.31 Earnings (loss) Per Share
| Earnings (loss) Per Share | ||
|---|---|---|
| Item Net income (loss) attributable to parent company Less: Dividend of preferred stock Net income (loss) attributable to shareholders of parent company (A) Weighted average number of outstanding shares (thousand shares) (B) Basic earnings (loss) per share (after tax) (NT$)(A)/(B) |
Year Ended December 31 | |
| 2020 ($470,090) - ($470,090) 530,652 ($0.89) |
2019 | |
| ($642,187) - |
||
| ($642,187) 530,652 |
||
| ($1.21) |
7.RELATED PARTY TRANSACTIONS
7.1 Parent and ultimate controlling party.
The Group was controlled by Yieh Phui Enterprise Co., Ltd., which held 57.41% and 56.98% of the company's shares as of December 31, 2020 and 2019, respectively, and other shares were held by public. Yieh Phui Enterprise Co., Ltd. is the ultimate controlling party of the Group.
7.2 Names of related parties and relationship categories
Names of related parties Related party category Yieh Phui Enterprise Co., Ltd. Parent Kings garden International Co., Ltd Associate (Losing control in the first quarter of 2020) Great Emperor Hotel Co., Ltd. Associate (Losing control in the fourth quarter of 2020) Yieh United Steel Corp. Associate Cheng Shin Security Co., Ltd. Associate E-Da Development Co., Ltd. Associate Eliter International Corp. Associate Yi Mau Development Co, Ltd. Associate Yieh Corporation Limited Other related party Yieh Mau Corp. Other related party
-62-
Skylark International Hotel Co., Ltd. Other related party Pacific Harbor Stevedoring Corporation Other related party New Spring Construction Corp. Other related party E-Da Royal Hotel Company Ltd. Other related party E-Da Hospital Other related party E-Da Medical Foundation Dachang Hospital Other related party I-Shou University Other related party I-Shou University Internship Center Other related party UniPattern Corporation Other related party Yieh Corp. Other related party I-Hsiang-Le International Co., Ltd. Other related party Long Hua Travel Services Co., Ltd. Other related party E-DA Tour Bus Co., Ltd. Other related party Royal Palace Hong Kong Style Restaurant Other related party Co., Ltd. Kiwa International Commercial Asset Other related party Management (Taiwan) Limited Yu Ching-Sheng Other related party Shin Ho Environmental Engineering Co., Ltd Other related party
7.3 Significant transactions with related parties
Balance and transactions between the Company and subsidiaries (i.e., related parties) were eliminated and not disclosed when preparing such consolidated financial statements. Disclosure of related party transactions are as follows:
1.Operating revenue
| Operating revenue | ||
|---|---|---|
| Related party category/Name Associates Other related party Total |
Year Ended December 31 | |
| 2020 $54,255 7,989 $62,244 |
2019 | |
| $73,238 48,759 |
||
| $121,997 |
(a)Selling price to the Group's related parties, stainless steel wire, and trading terms are the same with those to other customers. Payment periods were collect L/C or T/T in advance before shipment.
(b)Selling price of stainless steel scraps to related parties are set with reference to the purchase price of a non-related party as a trading counterparty. Payment term is monthly, and closes in 15 days.
(c)The merchants service income and payment conditions of the Group are according with contract.
-63-
2.Purchases
| Purchases | ||
|---|---|---|
| Related party category/Name Associates Yieh United Steel Corp. |
Year Ended December 31 | |
| 2020 $3,506,331 |
2019 | |
| $4,313,858 |
Items purchased by the company from above related parties were mainly stainless steel billets and carbon steel billets. The purchase prices are similar to that offered to other suppliers. Payment term is LC at sight, T/T before shipment (not significantly different than terms to other suppliers).
- 3.Receivables from related parties (excluding loans to related parties and contract assets)
| assets) | |||
|---|---|---|---|
| December | 31 | ||
| Item | Relatedpartycategory/Name | 2020 | 2019 |
| Accounts | Associates | $5,432 | $6,662 |
| receivable | |||
| Other receivables | Associates | ||
| Yieh United Steel Corp. | $72,695 | $ - | |
| Other related parties | |||
| Other | - | 144 | |
| Total | $72,695 | $144 |
4.Payables to related parties (excluded loans from related parties)
| Item Notes payable Accounts payable Other payables |
Relatedpartycategory/Name Other related parties Associates Other related parties Total Parent Associates Other related parties Total |
December 31 | December 31 |
|---|---|---|---|
| 2020 $224 $ - - $ - $268 3,093 903 $4,264 |
2019 | ||
| $854 | |||
| $20,524 976 |
|||
| $21,500 | |||
| $290 755 29,633 |
|||
| $30,678 |
5.Prepayments: None.
-64-
6. Advance receipts
| 6. Advance receipts | |||
|---|---|---|---|
| December 31 Relatedpartycategory/Name 2020 2019 Other related parties New Spring Construction Corp. $69 $69 7.Contract liabilities December 31 Relatedpartycategory/Name 2020 2019 Other related parties $ - $1,091 8.Asset transaction (1)Acquisition of property, plant and equipment: 2020: Type of related party Transaction target Transaction amount Other related parties New Spring Construction Corp. Construction in progress $95,374 UniPattern Corporation Construction in progress 118,561 UniPattern Corporation Other equipment 2,552 The above-mentioned transaction price was by reference to appraisal reports offered by professional institutions, and were agreed on by both parties upon negotiation or through price comparison. |
December 31 | ||
| 2020 2019 $69 $69 December 31 |
2019 | ||
| $69 | |||
| 2020 | 2019 | ||
| $ - | $1,091 | ||
| Transaction amount |
|||
| $95,374 118,561 2,552 appraisal reports both parties upon |
2019:
| 019: | ||
|---|---|---|
| Transaction | ||
| Type of related party | Transaction target | amount |
| Associates | ||
| Yieh United Steel Corp. | Transportation equipment | $471 |
| E-Da Development Co., Ltd. | Transportation equipment | 377 |
| Other related parties | ||
| New Spring Construction Corp. |
Construction in progress | 991,790 |
| New Spring Construction | Other equipment | 4,494 |
| Corp. | ||
| UniPattern Corporation | Construction in progress | 135,420 |
The above-mentioned transaction price was by reference to appraisal reports offered by professional institutions, and were agreed on by both parties upon negotiation or through price comparison. As of December 31, 2019, the unpaid portion was $25,532 thousand
-65-
-
(2)Disposal of property, plant and equipment: None.
-
(3)Disposal of other assets: None
-
9.Loans to related parties: None.
-
10.Loans from related parties: None.
-
11.Endorsements and guarantees: None.
12.Others
(1)Miscellaneous income
| thers Miscellaneous income |
||
|---|---|---|
| Relatedpartycategory/Name Parent Associates Yieh United Steel Corp.. Great Emperor Hotel Co., Ltd. Kings garden International Co., Ltd Other related parties New Spring Construction Corp. Other Total |
Year Ended December 31 | |
| 2020 $218 - 74 384 207 78 $961 |
2019 | |
| $218 67 - - 207 138 |
||
| $630 |
These are mainly rent income and utility income. The rent price is determined by contract and received monthly or quarterly.
(2)Miscellaneous expenses
| Miscellaneous expenses | ||
|---|---|---|
| Relatedpartycategory Parent Other related parties Associates Total |
Year Ended December 31 | |
| 2020 $1,620 13,164 17,795 $32,579 |
2019 | |
| $1,600 21,515 12,434 |
||
| $35,549 |
These are mainly technical service, and computer using cost.
-66-
- (3) The situation in which the Group participated in the cash capital increase of the following companies and increased the investment amount is as follows: 2020:
| 2020: | ||||
|---|---|---|---|---|
| Investee Associates: Yi Mau Development Co, Ltd. |
Investment | Increase Amount $27,520 |
Shareholding Percentage |
|
| Shares (thousand shares) 2,752 |
Before Offering - |
After Offering |
||
| 12.80% |
The transaction is the amount that Great Emperor Hotel Co., Ltd. invested in Yi Mau Development Co, Ltd. before losing control.
2019:
| 2019: | ||||
|---|---|---|---|---|
| Investee Associates: E-Da Development Co., Ltd. |
Investment | Increase Amount $47,535 |
Shareholding Percentage |
|
| Shares (thousand shares) 4,753 |
Before Offering 5.94% |
After Offering |
||
| 5.94% |
- (4) Other
Investee Significant Transaction
Other related parties The Group’s lands of property, plant and equipment and investment properties are unable to be registered under the name of the company due to regulation restriction. Accordingly, the ownership was registered under the name of an individual with a mortgage registration as safeguard measures.
7.4 Information about remunerations to the major management
| Item Salary and other short-term employee benefits Benefits after retirement Other long-term employee benefits Termination benefits Share-based payments Total |
Year Ended December 31 | Year Ended December 31 |
|---|---|---|
| 2020 $18,532 729 - - - $19,261 |
2019 | |
| $20,803 729 - - - |
||
| $21,532 |
-67-
8.PLEDGED ASSETS
The following assets have been pledged as collateral for loans:
| Item Pledged demand deposits Pledged time deposits Subtotal of other financial assets - current Pledged demand deposits Subtotal of other financial assets – non current Property, plant and equipment (net) Investment properties Accounts receivables Total |
December 31 | December 31 |
|---|---|---|
| 2020 $228,617 105,285 $333,902 - |
2019 | |
| $450,008 105,300 |
||
| $555,308 | ||
| $74,539 | ||
| - $4,630,731 95,384 30,842 $5,090,859 |
$74,539 | |
| $7,629,598 22,356 - |
||
| $8,281,801 |
9.SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED
CONTRACT COMMITMENTS
(1)Guarantee notes received by the Group for line of loan totaled $6,577,937 thousand and $21,304,376 thousand as of December 31, 2020 and 2019, respectively.
(2)The unused letters of credit as of December 31, 2020 and 2019 are as follows:
| Item Foreign letter of credit Domestic letter of credit |
December 31 | December 31 |
|---|---|---|
| 2020 USD 5,894 NTD 27,792 |
2019 | |
| USD 5,296 NTD 222,658 |
-
(3) The Group is in contract with JSPL, EAST and other raw material suppliers for material of billet, and price is negotiated by parties. The unfulfilled amounted was 20,150 tons, and the amount was approximately $280,670 thousand as of December 31, 2020.
-
(4) Capital expenditures committed but not yet incurred are as follows:
| Item Property, plant and equipment |
December 31 | December 31 |
|---|---|---|
| 2020 $ - |
2019 | |
| $2,366,620 |
10.SIGNIFICANT DISASTER LOSS:
The Group was affected by the COVID-19 epidemic, as a result of the revenue decline sharply from January to September, 2020. As the epidemic is eased and policies are loosened, the Group expects its operations will be recovered gradually.
To respond the impact of the epidemic, the Group has applied to the government successfully for subsidies such as salary and working capital. The Group has received $40,600 thousand in subsidy income as of December 31, 2020. Please refer to Note 6.24 for detail.
-68-
11.SIGNIFICANT SUBSEQUENT EVENTS: None.
12.OTHERS
(1) Capital risk management
As the Group needs to maintain sufficient capital to meet the needs for expansion and plant and equipment improvement, capital management of the Group focuses on ensuring there are sufficient financial resources and operating plans to meet the demands for operating capital, capital expenditure, research and development expense, loan repayment and dividend distribution in the next 12 months.
(2) Financial Instruments
- Financial risk of financial instruments
Financial risk management
The Group’s daily operations are affected by various financial risks, e.g. market risk (including exchange rate, interest rate and price risks), credit risk and liquidity risk. The Group is devoted to identify, assess and avoid market uncertainties in order to eliminate the potential adverse effects of market changes on the financial performance.
Before engaging in significant transactions, due approval process by the Board of Directors must be carried out based on related protocols and internal control procedures. While the financial plan is underway, the Group shall comply with relevant financial operation procedures on the overall financial risk management and segregation of duties at all times.
The nature and degree of significant financial risks
-
(1) Market risks
-
A. Foreign exchange rate risk:
- (A) The Group is exposed to exchange rate risk arising from the sales, purchases and borrowings in currencies other than the Group’s functional currency, as well as from net investment of foreign operations. Functional currency the Group is New Taiwan Dollars, such transactions are denominated mainly in USD and EUR. To avoid a decrease in the value of assets dominated in foreign currency and volatility in future cash flows due to changes in exchange rates, the Group hedges the exchange rate risk with foreign-currency borrowings. Those financial instruments can diminish but not completely eliminate the impacts of changes in exchange rate. As net investments in foreign operations are for strategic purposes, they are not hedged by the Group.
- - 69
(B) Exchange rate exposure and sensitivity analysis:
| Amount in Foreign Currency (Foreign currency: Functional currency) Financial assets Monetaryitems EUR:NTD $154USD:NTD 1,508 Non-monetaryitems USD:NTD 3,221 Financial liabilities Monetaryitems USD:NTD 3,416 |
Exchange rate |
December 31, 2020 | December 31, 2020 | December 31, 2020 | ||
|---|---|---|---|---|---|---|
| Presented amount (New Taiwan Dollars) $5,392 42,957 91,738 97,282 |
Sensitivity Analysis | |||||
| Range of change Up 1% Up 1% Up 1% Up 1% |
Effects on profit or loss 54 430 - (973) |
Effects on Equity |
||||
| 35.02 28.48 28.48 28.48 |
- - 917 - |
| Amount in Foreign Currency (Foreign currency: Functional currency) Financial assets Monetaryitems EUR:NTD $409USD:NTD 455 Non-monetaryitems USD:NTD 3,073 |
Exchange rate |
December 31, 2019 | December 31, 2019 | December 31, 2019 | ||
|---|---|---|---|---|---|---|
| Presented amount (New Taiwan Dollars) $13,74513,645 92,117 |
Sensitivity Analysis | |||||
| Range of change Up 1% Up 1% Up 1% |
Effects on profit or loss 137 136 - |
Effects on Equity |
||||
| 33.59 29.98 29.98 |
- - 921 |
If NTD appreciates against the above-mentioned currencies, held all other variables constant, the impact generated as of December 31, 2020 and 2019 would stay the same with the reverse result.
-
(C) Due to the exchange rate volatility, total exchange gains and losses (including realized and unrealized) from the Group’s monetary items amounted to $4,238 thousand and ($569) thousand for the years ended December 31, 2020 and 2019, respectively.
-
B. Price risk
Since the Group’s investment in securities is classified as financial assets at FVTPL or financial assets at FVTOCI on the Consolidated balance sheet, the Group does not expose to price risks of securities.
The Group mainly invests in domestic listed and unlisted stocks and beneficiary certificates. The price of such securities can be affected by changes in future value of those investment targets.
-70-
If the security price goes up or down by 1%, the post-tax profit or loss for the year 2020 and 2019 will increase or decrease by $1,255 thousand and $1,320 thousand due to the increase or decrease of the fair value of financial assets measured at FVTPL. The post-tax other comprehensive income for the year 2020 and 2019 will increase or decrease by $45 thousand and $55 thousand due to the increase or decrease of the fair value of financial assets measured at FVTOCI.
- C. Interest rate risk
The carrying amount of the Group’s financial assets and financial liabilities that are exposed to interest rate risk at the reporting date is stated as follows:
| Item With fair value interest rate risk Financial assets Financial liabilities Net With cash flow interest rate risk Financial assets Financial liabilities Net |
Carrying | Amount |
|---|---|---|
| December 31,2020 $218,115 (219,854) ($1,739) $246,710 (5,038,225) ($4,791,515) |
December 31,2019 | |
| $217,017 (218,747) |
||
| ($1,730) | ||
| $633,940 (16,175,716) |
||
| ($15,541,776) |
- (A) Sensitivity analysis of those with fair value interest rate risk: The Group classifies its investment in preferred stocks with fixed income as financial assets measured at FVTPL. Fair value of such preferred stock investment changes in line with the interest rate changes in the market. If the market interest rate goes up 1% and other variables are held constant, the profit or loss for the year 2020 and 2019 will decrease by $415 thousand and $1,513 thousand, respectively.
- (B) Sensitivity analysis of those with cash flow interest rate risk: The interest-fluctuate instruments possessed by the Group were floatinginterest assets (liabilities). Therefore, the effective interest rate, as well as the future cash flows, changes along with the market movement. Every one percent reduce (increase) in the market interest will increase (decrease) the net profit by $47,915 thousand and $155,418 thousand for the years 2020 and 2019, respectively.
-
(2) Credit risk
-
Credit risk refers to the risk of financial loss to the Group arising from default by counter-parties of financial instruments on the contract obligations. Credit risk of the Group mainly comes from receivables under operating activities and bank deposits and other financial instruments under investing activities. Credit risks related to operation and finance risks are managed separately.
Credit risk related to operations
To maintain the quality of accounts receivable, the Group has established the procedures for credit risk management with regards to its operations.
Risk assessment on individual customer includes factors that could affect the customer's ability to pay, such as the customer's financial status, the Group’s internal credit ratings, historical transactions and current economic conditions.
-71-
Financial credit risk
The credit risks of bank deposits and other Financial instruments are measured and monitored by the Group’s financial departments. The Group does not expect significant credit risk because the counterparties are creditworthy and investment-graded financial institutions, companies and government agencies without any significant default concerns. In addition, the Group does not have any debt instrument investments that are either measured at amortized cost, or at FVTOCI.
-
A. Credit concentration risk
-
As of December 31, 2020 and 2019, the top ten clients accounted for 79% and 87% of the Group’s accounts receivable, indicating a credit concentration risk. However, no significant credit concentration risk was shown from the remaining accounts receivables.
-
B. Measurement of expected credit impairment loss
-
(a)Accounts receivables applies the simplified approach. Please refer to Note 6.3 for details.
-
(b)Collaterals and other credit enhancement held to avoid credit risks from financial assets
The following table shows the maximum exposure to credit risk regarding financial assets recognized in the consolidated balance sheets, pledged collateral, master netting arrangements and other credit enhancement held by the Group:
Decreased amount of maximum exposure to credit risks
| Decreased amount of maximum exposure to credit risks | Decreased amount of maximum exposure to credit risks | Decreased amount of maximum exposure to credit risks | edit risks | ||
|---|---|---|---|---|---|
| December 31, 2020 Credit-impaired financial instruments to which impairment requirements of IFRS9 are applicable Financial instruments to which the impairment requirements of IFRS 9 are not applicable :Financial assets at fair value through profit and loss Financial assets measured at FVTOCI Total December31,2019 Credit-impaired financial instruments to which impairment requirements of IFRS9 are applicable Financial instruments to which the impairment requirements of IFRS 9 are not applicable :Financial assets at fair value through profit and loss Financial assets measured at FVTOCI Total |
Carrying Amount $ - 125,475 4,494 $129,969 CarryingAmount $ - 132,025 5,481 $137,506 |
Collateral Net Settlement Agreement Other Credit Enhancement Total $ - $ - $ - $ - - - - - - - - - $ - $ - $ - $ - Decreased amount of maximum exposure to credit risks |
Total | ||
| $ - - - |
|||||
| $ - | |||||
| Collateral $ - - - $ - |
Net Settlement Agreement $ - - - $ - |
Other Credit Enhancement $ - - - $ - |
Total |
||
| $ - - - |
|||||
| $ - |
-72-
(3) Liquidity risk
A.Liquidity risk management
The Group’s objecting in managing liquidity risk is to maintain a sufficient level of cash and cash equivalents, highly-liquid marketable securities and credit lines with banks for daily operations in order to ensure the financial flexibility of the Group.
B.Analysis of maturity of financial liabilities
The table below shows an analysis of the financial liabilities held by the Group with defined repayment terms based on maturity dates and undiscounted payment at maturity:
| Non-derivative financial Liabilities |
December 31, 2020 | December 31, 2020 | December 31, 2020 | ||||
|---|---|---|---|---|---|---|---|
| Within 6 months |
7-12 months | 1-2 years |
2-5 years | Over 5 years | Contractual cash flows |
Carrying amount |
|
| Short-term loans Short-term notes and bills payable Notes payable Accounts payable Other payables Long-term loans (including current portion) 2Subtotal Non-derivative financial Liabilities |
$ 2,226,188 220,000 58,751 1,462 117,590 115,000 |
$ - - - - - 115,000 |
$ - - - - - 431,250 |
$ - - - - - 2,156,250 |
$ - - - - - - |
$ 2,226,188 220,000 58,751 1,462 117,590 2,817,500 |
$ 2,226,188 219,854 58,751 1,462 117,590 2,812,037 |
| $2,738,991 | $115,000 | $431,250 | 2,156,250 | $ - | $5,441,491 | $5,435,882 | |
| Within 6 months |
7-12 months | 1-2 years |
2-5 years | Over 5 years | Contractual cash flows |
Carrying amount |
|
| Short-term loans Short-term notes and bills payable Notes payable Accounts payable Other payables Long-term loans (including current portion) Guarantee deposits Received Subtotal |
$1,976,537 220,000 84,502 23,013 637,153 28,750 3,011 |
$ - - - - - 28,750 - |
$ - - - - - 3,615,000 - |
$ - - - - - 4,730,000 - |
$ - - - - - 5,840,700 - |
$1,976,537 220,000 84,502 23,013 637,153 14,244,000 3,011 |
$1,976,537 218,747 84,502 23,013 637,153 14,199,179 3,011 |
| $2,972,966 | $28,750 | $3,615,000 | $4,730,000 | $5,840,700 | $17,188,216 | $17,142,142 |
The Group does not expect a maturity analysis of which the cash flows timing would be significantly earlier, or the actual amount would be significantly different.
-73-
2. Types of Financial instruments
| Financial assets Financial assets measured at amortized cost Cash and cash equivalents Notes receivables and accounts receivables (including related parties) Other receivables(including related parties) Other financial assets - current Refundable deposits Other financial assets – noncurrent Financial assets at fair value through profit or loss – current Financial assets at fair value through profit or loss – noncurrent Financial assets at fair value through other comprehensive income or loss - noncurrent Financial liabilities Financial liabilities measured at amortized costs Short-term loans Short-term notes and bills payable Notes receivables and accounts payable (including related parties) Other payables (including related parties) Long-term loans (including current portion) Guarantee deposits Received |
December 31 | December 31 |
|---|---|---|
| 2020 $208,795 193,100 83,058 333,902 453 - 125,475 - 4,494 2,226,188 219,854 60,213 117,590 2,812,037 - |
2019 | |
| $458,375 71,151 18,876 555,308 21,838 74,539 84,451 47,574 5,481 1,976,537 218,747 107,515 637,153 14,199,179 3,011 |
(3) Fair Value Information:
-
For information on fair value of financial assets and financial liabilities not measured at fair value, please refer to Note 12(3)3. For fair value of investment property measured at cost, please refer to Note 6.10. For fair value of investments in associates with quoted prices in an open market, please refer to Note 6.8.
-
Definition of the three levels in fair value:
Level 1:
Quoted prices in active markets for identical assets or liabilities that the entity can access at the measurement date. A market is regarded as active where a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. The fair value of the Group’s beneficiary certificate with quoted market prices is included in Level 1.
-74-
Level 2
Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3
Unobservable inputs for the asset or liability. The fair value of the Group’s investment in equity investment without active market and preferred stock investment is included in Level 3.
-
Financial instruments not measured at fair value Management of the Group thinks that the carrying amount of financial instruments not measured at fair value except those listed in the table below, including cash and cash equivalents, notes receivables, accounts receivables, other financial assets, refundable deposits, short term loans, short-term bills payable, accounts payable, and long-term loans (including current portion), is the reasonable approximation of their fair value.
-
Fair value hierarchy:
The fair value hierarchy of financial instrument is measured at fair value on a recurring basis. Information about the Group’s fair value hierarchy is disclosed in the following table:
| the following table: | ||||
|---|---|---|---|---|
| Item Assets: Recurringfairvalue Financial assets at fair value through profit or loss Funds Domestic unlisted preferred stocks Financial assets measured at FVTOCI Equity securities Domestic unlisted stocks Total Item Assets: Recurringfairvalue Financial assets at fair value through profit or loss Funds Domestic unlisted preferred stocks Financial assets measured at FVTOCI Equity securities Domestic unlisted stocks Total |
December31,2020 | |||
| Level 1 $12,645 - - $12,645 |
Level 2 Level3 $ - $ - - 112,830 - 4,494 $- $117,324 December31,2019 |
Total | ||
$12,645 112,830 4,494 |
||||
$129,969 |
||||
| Level 1 $20,308 - - $20,308 |
Level 2 $ - - - $- |
Level3 $ - 111,717 5,481 $117,198 |
Total | |
| $20,308 111,717 5,481 |
||||
| $137,506 |
-75-
-
Fair value valuation technique for instruments measured at fair value:
-
(1) The fair value of financial instruments with quoted prices in active markets is the quoted market prices. Market prices published by major trading centers and exchanges for on-the-run government bonds are the basis for the fair value of listed equity instruments and debt instruments with quoted prices in active markets. A market is regarded as active if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm's length basis. If one of the conditions fails, the market is not deemed active. In general, indications of an inactive market include a wide bid-ask spread, a significant increase in the bid-ask spread and low level of trading volume. The fair value of financial instruments with active markets held by the Group are stated by their natures and types as follows:
- a. Open-end funds: Net asset value.
-
(2) Except for financial assets with an active market, the fair value of other financial assets is obtained either based on the valuation technique or by reference to the quotes from counter-parties. Fair value can be obtained by using a valuation technique that refers to the fair value of financial instruments having substantially the same terms and characteristics, the discounted cash flow method, or other valuation technique e.g. the one that applies market information available on the balance sheet date to a pricing model for calculation.
The fair value of the Group’s holding of unlisted stocks for which no active market exists is estimated by using the market approach, which refers to the valuation of similar entities, quoted prices from a third party, the net worth of an entity and the operating performance. In addition, the significant unobservable inputs mainly comprise liquidity discount, in which the possible changes would not result in a potentially material financial effect. Therefore, the Group does not disclose the quantitative information.
-
Transfers between Level 1 and Level 2 fair value hierarchy: None.
-
Statement of changes in Level 3 fair value hierarchy:
| Item January 1, 2020 Withdrawal of special shares Recognized in profit and loss Recognized in other comprehensive income December 31, 2020 Item January 1, 2019 Withdrawal of special shares Recognized in profit and loss Recognized in other comprehensive income December 31, 2019 |
Investment in unquoted financial instruments |
|---|---|
| $117,198 - 1,113 (987) |
|
| $117,324 | |
| Investment in unquoted financial instruments |
|
| $214,509 (95,070) (2,714) 473 |
|
| $117,198 |
-76-
- Valuation process for Level 3 fair value measurement: Valuation process regarding fair value Level 3 is conducted by the Group’s finance department, by which the independence of fair value of financial instruments is verified though use of independent data source in order to make the valuation results close to market conditions. Such valuation results are regularly reviewed so as to ensure their reasonableness.
(4) Transfer of financial assets:
- Transferred financial assets fully derecognized: The Group was in contract with Chang Hwa Commercial Bank, Ltd. for accounts receivable factoring. According to the contract, the Group does not have to bear the risk of default over the transferred accounts receivables but only the loss from trade disputes. As the Group did not have any continued participation over those transferred accounts receivables, they were derecognized from the accounts. Information on outstanding receivables is as follows: December 31, 2020:
| Counter-party | Factoring Amount |
Amount Collected in Cash |
Advance Amount - End of the Period |
Annual Interest Rate for the Advance Amount |
Line of Credit |
|---|---|---|---|---|---|
$ - Amount Collected in Cash |
$ - Advance Amount - End of the Period |
- Annual Interest Rate for the Advance Amount |
EUR 3,200 Line of Credit |
||
| Chang Hwa Commercial Bank |
$27,884 (EUR 829) |
$ - |
$25,096 (EUR 746) |
1.16464% |
EUR 3,200 |
- Transferred financial assets not fully derecognized: None
(5) Offsetting financial assets and financial liabilities: None.
13.SUPPLEMENTARY DISCLOSURES
-
A. Significant transactions information (Before write-off for consolidated)
-
(a) Loans to others: None;
-
(b) Endorsements and guarantees provided to others: Please see Table 1 attached;
-
(c) Marketable securities held (excluding investments in subsidiaries and associates) at the end of the period: Please see Table 2 attached;
-
(d) Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: None;
-
(e) Acquisition of individual real estate properties at costs of at least NT$300 million or 20% of the paid-in capital: None
-
(f) Disposal of individual real estate properties at prices of at least NT$300 million or 20% of the paid-in capital: None;
-
(g) Total purchases from or sales to related parties of at least NT$100 million or 20% of the paid-in capital: Please see Table 3 attached;
-
(h) Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: None;
-77-
-
(i) Information about the derivative financial instruments transaction: None;
-
(j) The business relationship between the parent and the subsidiaries and significant transactions between them: None
-
B. Information on investees: Please see Table 4 attached.
-
C. Information on investment in mainland China: None.
-
D. Information on major shareholder: Please see Table 5 attached.
-78-
TABLE 1
YIEH HSING ENTERPRISE CO., LTD. Endorsements and Guarantees Provided to Others December 31, 2020
| Unit: Thousands of NT Dollar/ Foreign Currency | Unit: Thousands of NT Dollar/ Foreign Currency | Unit: Thousands of NT Dollar/ Foreign Currency | Unit: Thousands of NT Dollar/ Foreign Currency | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| No. | Endorser/ guarantor |
Party being endorsed/guaranteed | Limit on endorsement/ guarantees provided for a single party (Note 2) |
Maximum balance for the period |
Ending balance | Amount actually drawn |
Amount of endorsement/ guarantees collateralized by properties |
Ratio of accumulated endorsement/ guarantee to net equity per latest financial statement |
Maximum endorsement/ guarantee allowable |
Guarantee provided by parent company to subsidiary |
Guarantee provided by a subsidiary to parent company |
Guarantee provided to subsidiaries in Mainland China |
|
| Company name |
Relationship with the endorser/ guarantor (Note 1) |
||||||||||||
| 1 | Kings Garden International Co., Ltd.(Note 3) |
Great Emperor Hotel Co., Ltd. |
5 | 26,484,254 | 7,186,000 | 7,186,000 | 5,780,000 | 7,186,000 | 189.93% | 26,484,254 | - |
- |
- |
| 2 | Great Emperor Hotel Co., Ltd. (Note 4) |
Kings garden International Co., Ltd. |
5 | 27,149,572 | 7,413,000 | 7,413,000 | 6,538,000 | 7,413,000 | 191.13% | 27,149,572 | - |
- |
- |
(Note 1): The following code represents the relationship with the Company:
-
Trading partner.
-
Majority owned subsidiary.
-
The Company direct and indirect owns over 50% ownership of the investee company.
-
A subsidiary jointly owned over 50% by the Company.
-
Guaranteed by the Company according to the construction contract.
-
An investee company. The guarantees were provided based on the Company's proportionate share in the investee company.
-
Joint and several guaranteed by the Company according to the pre-construction contract under Consumer Protection Act.
(Note 2): The maximum amount of endorsement/guarantee provided by subsidiary company shall not exceed 7 times of net worth.
(Note 3): The maximum amount of endorsement/guarantee provided by subsidiary company shall not exceed 7 times of net worth.
(Note 4): The above details were the transactions before the company lost the control to Kings Garden International Co., Ltd. and Great Emperor Hotel Co., Ltd.
- - 79
TABLE 2
YIEH HSING ENTERPRISE CO., LTD. Marketable securities held at the end of the period December 31, 2020
Unit: Thousands of NT Dollar/ Foreign Currency
| Securities held by | Marketable securities | Relationship with the securities issuer |
General ledger account | As of December 31, 2019 | As of December 31, 2019 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares (in **thousands) ** |
Carrying value | Ownership (%) | Fair value | |||||
| Yieh Hsing Enterprise Co., Ltd |
Fund/ SinoPac CSI 300 Dividend Index Fund | None | Financial assets at fair value through profit or loss - current |
221 | 4,686 | - | 4,686 | |
| Fund/ Allianz US Low Average Duration High Yield Fund USD |
None | Financial assets at fair value through profit or loss - current |
200 | 1,979 | - | 1,979 | ||
| Fund/ Bond Fund - Emerging Asian Markets Bonds 2026 | None | Financial assets at fair value through profit or loss - current |
10 | 2,919 | - | 2,919 | ||
| Fund/ Franklin Templeton SinoAm AI Hi-Tech Fund | None | Financial assets at fair value through profit or loss - current |
200 | 2,070 | - | 2,070 | ||
| Fund/ Amundi TW - Emerging Markets High Yield Bond Fund |
None | Financial assets at fair value through profit or loss - current |
100 | 991 | - | 991 | ||
| Preferred stock/Eliter International Corp.- Preferred stock D | An investee accounted for usingequitymethod |
Financial assets at fair value through profit or loss - current |
5,934 | 64,678 | - | 64,678 | ||
| Preferred stock/Eliter International Corp.- Preferred stock E | An investee accounted for usingequitymethod |
Financial assets at fair value through profit or loss - noncurrent |
4,450 | 48,152 | - | 48,152 | ||
| Total | 11,115 | 125,475 | - | 125,475 | ||||
| Pacific Harbor Stevedoring Corporation | Director of the entity is the Company’s chairman |
Financial assets at fair value through other comprehensive income - noncurrent |
150 | 4,494 | 3.00% | 4,494 |
-80-
TABLE 3
YIEH HSING ENTERPRISE CO., LTD. Purchases from or Sales to Related Parties of at Least NT$100 Million or 20% of the Paid-in Capital For The Year Ended December 31, 2020
| Unit: Thousands of NT Dollars/Foreign Currency | Unit: Thousands of NT Dollars/Foreign Currency | Unit: Thousands of NT Dollars/Foreign Currency | Unit: Thousands of NT Dollars/Foreign Currency | Unit: Thousands of NT Dollars/Foreign Currency | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchase r/ seller |
Counterpa rty |
Relationship with the counterparty |
Transaction |
Differences in transaction terms compared to third party transactions |
Notes/accounts receivable (payable) |
||||||
Purchases (sales) |
Amount | Percentage of total purchases (sales) |
Credit term |
Unit price | Credit term | Balance | Percentage of total notes/accounts receivable (payable) |
Note | |||
| Yieh Hsing Enterprise Co., Ltd. |
Yieh United Steel Corporation |
An investee accounted for using equity method |
Purchases | 3,506,331 | 75.27% | T/T or Sight L/C before goods acceptance. |
- |
- |
- | - | - |
-81-
TABLE 4
YIEH HSING ENTERPRISE CO., LTD. Information on Investees (Excluding Information on Investment in Mainland China) For The Year Ended December 31, 2020
Unit: Thousands of NT Dollar/ Foreign Currency
| Investor | Investee | Location | Main business activities | Initial investment amount | Initial investment amount | Shares held as theperiod-end | Shares held as theperiod-end | Shares held as theperiod-end | Net Income (Loss) of the Investee |
Share of Profit/Loss of Investee |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2020 |
December 31, 2019 |
Shares (in thousands) |
Percentage of Ownership |
Carrying Value |
|||||||
| Yieh Hsing Enterprise Co., Ltd. |
Great Emperor Hotel Co., Ltd. |
Kaohsiung City | Hotel industry | 2,099,500 | 2,099,500 | 209,950 | 45.44% | 2,076,113 | (42,689) | (22,079) | (Note 2) |
| Kings Garden International Co., Ltd. |
Kaohsiung City | Leasing, sales, and development of residential and commercial buildings, department stores |
2,119,500 | 2,119,500 | 211,950 | 49.87% | 2,077,673 | (37,389) | (18,690) | (Note 2) | |
| United Winner Metals L.P | Virginia, US | Scrap steel recycling | 107,334 | 107,474 | - |
33.75% | 91,738 | 13,269 | 4,479 | - |
|
| Cheng Shin Security Co., Ltd. | Kaohsiung City | Security | 4,000 | 4,000 | 400 | 10% | 2,742 | (8,943) | (895) | - |
|
| Eliter International Corp. | Kaohsiung City | Construction of buildings | 639,772 | 639,772 | 64,043 | 7.42% | 598,851 | (66,028) | (4,897) | - |
|
| E-Da Development Corp. | Kaohsiung City | Leisure development | 437,915 | 437,915 | 43,791 | 5.94% | 234,844 | (322,389) | (19,156) | - |
|
| Yieh United Steel Corporation |
Kaohsiung City | Steel products related business |
20,204 | 20,204 | 2,542 | 0.1% | 9,887 | (1,877,471) | (1,650) | (Note 1) | |
| E-Da Health Biotechnology Co., Ltd. |
Kaohsiung City | Manufacturer of food additives |
3,800 | 3,800 | 380 | 19% | 3,691 | (68) | (13) | - |
|
| Total | 5,432,025 | 5,432,165 | 5,095,539 | (2,341,708) | (62,901) |
-82-
| Investor | Investee | Location | Main business activities | Initial investment amount | Initial investment amount | Shares held as theperiod-end | Shares held as theperiod-end | Shares held as theperiod-end | Net Income (Loss) of the Investee |
Share of Profit/Loss of Investee |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2020 |
December 31, 2019 |
Shares (in thousands) |
Percentage of Ownership |
Carrying Value |
|||||||
| Kings Garden International Co., Ltd. |
Yi Hua International Co., Ltd | Kaohsiung City | Leasing, selling and development of residential and commercial buildings |
7,000 | 7,000 | 1,169 | 70% | 16,100 | 5,502 | - |
(Note 3) |
| Hua Li International Co., Ltd. | Kaohsiung City | Daily necessities, cosmetics wholesaler |
60,000 | - |
6,000 | 100% |
46,402 |
(12,783) |
- |
(Note 3) | |
| Total | 67,000 | 7,000 |
62,502 | (7,281) |
- |
||||||
| Great Emperor Hotel Co., Ltd. |
Yi Mau Development Co, Ltd. |
Kaohsiung City | Department stores, amusement park, and hotel industry |
27,520 | - |
2,752 | 12.80% |
27,494 |
(204) |
(26) |
(Note 4) |
(Note 1): Due to cross ownership and the adoption of equity method between Yieh Phui Enterprise Co., Ltd. and Yieh United Steel Corporation, investment gain/loss is accounted for using the treasury stock approach. Thus, the income/loss of investee for the period excludes gain/loss accounted for using equity method by Yieh United Steel Corporation in relation to the Company.
- (Note 2): The internal gains between Great Emperor Hotel Co., Ltd. and Kings Garden International Co., Ltd. are eliminated under the consolidation basis. And recognized investment loss of $7,273 thousand and $16,004 thousand after losing control.
(Note 3): Cause of losing the control to Kings Garden International Co., Ltd, the Company has no control to Yi Hua International Co., Ltd, and Hua Li International Co., Ltd. simultaneously.
(Note 4): Cause of losing the control to Great Emperor Hotel Co., Ltd., the Company has no control to Yi Mau Development Co, Ltd. simultaneously, and recognized investment loss of $19 thousand before losing control.
(Note 5): Transactions between the aforesaid subsidiaries and the parent company are eliminated.
-83-
TABLE 5
YIEH HSING ENTERPRISE CO., LTD. Information on Major Stockholder (Excluding Information on Investment in Mainland China) December 31, 2020
| December 31, 2020 | ||
|---|---|---|
| Name | Number of stockhold | Rate of stockhold |
| Yieh Phui Enterprise Co., Ltd. | 304,654,650 | 57.41% |
| Yieh United Steel Corp. | 85,717,552 | 16.15% |
- Note: The information of major shareholders is based on Taiwan Depository & Clearing Corporation, that calculates the shareholders hold more than 5% of the company's common shares and special shares which have completed but unregistered (including treasury shares) on the last work day of each quarter. And there may be differences due to calculation bases between the share capital recorded in the financial report and the company's actual shares of which delivered without physical registration.
-84-
14. SEGMENT INFORMATION
(1) General Information:
The Company operates in a single industry, mainly engaged in the processing and manufacturing of stainless steel, carbon steel, special steel, etc., and the terminal application of their products are similar. The operating decision-makers based on the Company’s performance evaluation and resource allocation, and identified that the Company has only a single reporting department. However, the subsidiary was established in November, 2011, and during the venture period, there was no operating income and expenses from operating activities. Thus, it did not meet the standards for information disclosure by operating departments. And the Group lost the control to subsidiaries – Kings garden International Co., Ltd. and Great Emperor Hotel Co., Ltd. in the first and fourth quarter of 2020.
(2) Measurement of Segment Information:
The Company's decision-maker evaluates the performance of the operating based on income (loss) before income tax.
(3) Information on product and service:
The Company is a single industry sector, please refer Note 1 for information.
(4) Geographical information:
A. Revenue from external customers (classified on the basis of the country where the customer is located):
| the customer is located): | ||
|---|---|---|
| Country Taiwan America Thailand China Italy Korea Indonesia Other Total |
Year Ended December 31 | |
| 2020 $4,372,320 509,470 242,470 21,941 80,328 101,502 97,003 164,297 $5,589,791 |
2019 | |
| $4,988,584 511,656 237,656 89,072 207,992 110,358 121,130 286,356 |
||
| $6,552,804 |
B. Noncurrent assets:
| . Noncurrent assets: | ||
|---|---|---|
| Country Taiwan |
Year Ended December 31 | |
| 2020 $10,320,893 |
2019 | |
| $19,985,711 |
-85-
(5)Information on major client:
| Information on major client: | ||
|---|---|---|
| Client A Client A |
Year Ended December 31, 2020 | |
| Amount Percentage of net sales $834,827 14.93% Year Ended December 31, 2019 |
Percentage of net sales |
|
| Amount $834,808 |
Percentage of net sales |
|
| 12.74% |
-86-