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Taiwan Mobile Co., Ltd. Annual Report 2014

Nov 18, 2014

52277_rns_2014-11-18_50361c40-40cc-446b-b3d0-09ded93f40d0.pdf

Annual Report

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Taiwan Mobile Co., Ltd. and Subsidiaries Consolidated Financial Statements for the Years Ended December 31, 2014 and 2013, and Independent Auditors’ Report

ABCD

Independent Auditors’ Report

The Board of Directors and Shareholders Taiwan Mobile Co., Ltd.

We have audited the accompanying consolidated balance sheets of Taiwan Mobile Co., Ltd. and subsidiaries as of December 31, 2014 and 2013, and the related consolidated statements of comprehensive income, changes in equity, and cash flows for the years ended December 31, 2014 and 2013. These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to issue a report on these consolidated financial statements based on our audits.

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. Those regulations and standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of Taiwan Mobile Co., Ltd. and subsidiaries as of December 31, 2014 and 2013, and the consolidated results of their operations and their consolidated cash flows for the years ended December 31, 2014 and 2013, in conformity with the “Guidelines Governing the Preparation of Financial Reports by Securities Issuers” and with the IFRSs, IASs, IFRIC Interpretations and SIC Interpretations endorsed by the Financial Supervisory Commission.

We have also audited the standalone balance sheets of Taiwan Mobile Co., Ltd. as of December 31, 2014 and 2013, and the related statements of comprehensive income, changes in equity, and cash flows for the years ended December 31, 2014 and 2013, on which we have issued an unqualified and modified unqualified audit report, respectively.

KPMG Taipei, Taiwan (the Republic of China) January 29, 2015

Notes to Readers

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

For the convenience of readers, the 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 auditors’ report and consolidated financial statements shall prevail.

~ 1 ~

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2014 AND 2013

(In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
1100
Cash and cash equivalents (Notes 4, 6(a) and 7)
1125
Current available-for-sale financial assets (Notes 4, 6(b) and 7)
1130
Current held-to-maturity financial assets (Note 4)
1170
Accounts and notes receivable, net (Notes 4, 5 and 6(d))
1180
Accounts receivable from related parties (Note 7)
1200
Other receivables (Note 7)
130x
Inventories (Notes 4 and 6(e))
1410
Prepayments (Note 7)
1460
Non-current assets held for sale (Notes 4 and 6(f))
1476
Other current financial assets (Notes 4, 7 and 8)
1479
Other current assets
Total current assets
NON-CURRENT ASSETS
1523
Non-current available-for-sale financial assets (Notes 4 and 6(b))
1543
Non-current financial assets at cost (Notes 4 and 6(c))
1546
Non-current debt instrument investment without active market (Note 4)
1550
Investments accounted for using equity method (Notes 4, 5, 6(g) and 7)
1600
Property, plant and equipment (Notes 4, 5 and 6(i))
1760
Investment properties, net (Notes 4 and 6(j))
1791
Concessions (Notes 4, 6(k) and 8)
1805
Goodwill (Notes 4, 5 and 6(k))
1821
Other intangible assets, net (Notes 4, 5 and 6(k))
1840
Deferred tax assets (Notes 4, 5 and 6(u))
1980
Other non-current financial assets (Notes 4, 6(n), 7 and 8)
1995
Other non-current assets (Notes 6(l) and 7)
Total non-current assets
TOTAL
2014.12.31
Amount
%
$ 7,903,777
5
2,213,757
1
6
-
14,990,240
10
34,561
-
1,000,549
1
3,210,988
2
486,343
-
-
-
2,967,826
2
26,657
-
32,834,704
21
3,480,153
2
192,652
-
500,000
-
897,246
1
47,066,319
31
354,208
-
39,103,292
26
15,845,930
10
6,219,622
4
882,732
1
271,574
-
5,888,820
4
120,702,548
79
$ 153,537,252 100
2013.12.31
Amount
%

7,954,294
6

960,945
1

-
-

14,583,899
10

49,557
-

494,348
-

3,781,354
3

521,368
-

50,275
-

1,046,057
1

51,771
-

29,493,868
21

1,226,889
1

178,325
-

500,000
-

2,289,356
2

42,985,801
31

320,394
-

32,748,545
24

15,845,930
11

6,242,796
5

924,576
1

250,717
-

5,345,182
4
108,858,511
79
138,352,379
100
LIABILITIES AND EQUITY
CURRENT LIABILITIES
2100
Short-term borrowings (Notes 4, 6(m) and 7)
2110
Short-term notes and bills payable (Notes 4 and 6(m))
2150
Notes payable
2170
Accounts payable
2180
Accounts payable to related parties (Note 7)
2219
Other payables (Note 7)
2230
Current tax liabilities (Note 4)
2250
Current provisions (Notes 4 and 6(q))
2310
Advance receipts (Note 6(n))
2320
Long-term liabilities, current portion (Note 6(p))
2399
Other current liabilities
Total current liabilities
NON-CURRENT LIABILITIES
2530
Bonds payable (Note 6(o))
2540
Long-term borrowings (Notes 6(p) and 7)
2550
Non-current provisions (Notes 4 and 6(q))
2570
Deferred tax liabilities (Notes 4, 5 and 6(u))
2640
Accrued pension liabilities (Notes 4 and 6(t))
2645
Guarantee deposits
2670
Other non-current liabilities (Note 6(r))
Total non-current liabilities
Total liabilities
EQUITY ATTRIBUTABLE TO OWNERS OF PARENT
(Notes 4 and 6(v))
3110
Ordinary shares
3200
Capital surplus
Retained earnings
3310
Legal reserve
3350
Unappropriated retained earnings
3400
Other equity interests
3500
Treasury shares
Total equity attributable to owners of parent
36xx
Non-controlling interests (Notes 6(h) and 6(v))
Total equity
TOTAL
2014.12.31
Amount
%
$ 18,900,000
12
5,593,031
4
191,951
-
7,590,325
5
79,392
-
12,310,967
8
2,114,614
1
217,083
-
2,264,612
2
2,208,218
2
1,998,735
1
53,468,928
35
14,794,293
10
13,182,326
9
1,014,349
1
2,688,568
2
122,423
-
820,504
-
933,611
-
33,556,074
22
87,025,002
57
34,208,328
22
14,715,830
10
21,537,666
14
19,817,858
13
(302,986 )
-
(29,717,344 )
(20)
60,259,352
39
6,252,898
4
66,512,250
43
$ 153,537,252
100
2013.12.31
Amount
%
30,605,813
22
2,396,971
2
408,904
-
6,661,431
5
73,080
-
11,657,899
9
1,512,072
1
193,886
-
2,619,906
2
1,000,000
1
1,475,676
1
58,605,638
43
14,792,647
11
2,000,000
1
880,069
1
2,599,791
2
115,463
-
818,386
-
19,744
-
21,226,100
15
79,831,738
58
34,208,328
25
12,456,891
9
19,262,044
14
22,171,132
16
412,682
-
(31,077,183)
(23)
57,433,894
41
1,086,747
1
58,520,641
42
138,352,379
100
Amount
$ 7,903,777
2,213,757
6
14,990,240
34,561
1,000,549
3,210,988
486,343
-
2,967,826
26,657
32,834,704
3,480,153
192,652
500,000
897,246
47,066,319
354,208
39,103,292
15,845,930
6,219,622
882,732
271,574
5,888,820
120,702,548
$ 153,537,252
Amount

7,954,294

960,945

-

14,583,899

49,557

494,348

3,781,354

521,368

50,275

1,046,057

51,771

29,493,868

1,226,889

178,325

500,000

2,289,356

42,985,801

320,394

32,748,545

15,845,930

6,242,796

924,576

250,717

5,345,182
108,858,511
138,352,379
Amount
$ 18,900,000
5,593,031
191,951
7,590,325
79,392
12,310,967
2,114,614
217,083
2,264,612
2,208,218
1,998,735
53,468,928
14,794,293
13,182,326
1,014,349
2,688,568
122,423
820,504
933,611
33,556,074
87,025,002
34,208,328
14,715,830
21,537,666
19,817,858
(302,986 )
(29,717,344 )
60,259,352
6,252,898
66,512,250
$ 153,537,252
Amount
30,605,813
2,396,971
408,904
6,661,431
73,080
11,657,899
1,512,072
193,886
2,619,906
1,000,000
1,475,676
58,605,638
14,792,647
2,000,000
880,069
2,599,791
115,463
818,386
19,744
21,226,100
79,831,738
34,208,328
12,456,891
19,262,044
22,171,132
412,682
(31,077,183)
57,433,894
1,086,747
58,520,641
138,352,379

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

2

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2014 AND 2013

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

4000
OPERATING REVENUES (Notes 4, 6(x) and 7)
5000
OPERATING COSTS (Notes 4, 7 and 12)
5900
GROSS PROFIT FROM OPERATIONS
6000
OPERATING EXPENSES (Notes 4, 7 and 12)
6100
Marketing
6200
Administrative
6500
NET OTHER INCOME AND EXPENSES (Note 6(y))
6900
NET OPERATING INCOME
NON-OPERATING INCOME AND EXPENSES (Notes 4, 6(z) and 7)
7010
Other income
7020
Other gains and losses, net
7050
Finance costs
7060
Share of profit (loss) of associates accounted for using equity method
7000
Total non-operating income and expenses
7900
PROFIT BEFORE TAX
7950
TAX EXPENSE (Notes 4 and 6(u))
8000
PROFIT FROM CONTINUING OPERATIONS
8100
LOSS FROM DISCONTINUED OPERATIONS, NET OF TAX (Notes 4 and 6(f))
8200
PROFIT
8300
OTHER COMPREHENSIVE INCOME (LOSS)
8310
Exchange differences on translation
8325
Unrealized gains (losses) on available-for-sale financial assets
8360
Actuarial gains (losses) on defined benefit plans
8370
Share of other comprehensive income (loss) of associates accounted for using equity
method
8399
Income tax generated from other comprehensive income
8300
OTHER COMPREHENSIVE INCOME (AFTER TAX)
8500
COMPREHENSIVE INCOME
PROFIT ATTRIBUTABLE TO
8610
Owners of parent
8620
Non-controlling interests
COMPREHENSIVE INCOME ATTRIBUTABLE TO
8710
Owners of parent
8720
Non-controlling interests
EARNINGS PER SHARE
BASIC (Note 6(w))
9710
Basic earnings per share from continuing operations
9720
Basic loss per share from discontinued operations
9750
Total basic earnings per share
DILUTED (Note 6(w))
9810
Diluted earnings per share from continuing operations
9820
Diluted loss per share from discontinued operations
9850
Total diluted earnings per share
2014 %
100
66
34
12
4
16
-
18
-
(1)
-
-
(1)
17
3
14
-
14
-
(1)
-
-
-
(1)
13
14
-
14
13
-
13
5.57
(0.01)
5.56
5.56
(0.01)
5.55
2013 %
100
64
36
12
5
17
-
19
-
(1)
-
-
(1)
18
3
15
-
15
-
-
-
-
-
-
15
15
-
15
15
-
15
5.84
(0.05)
5.79
5.83
(0.05)
5.78
Amount
$ 112,623,879
75,098,238
37,525,641
12,979,675
4,945,362
17,925,037
110,111
19,710,715
541,030
(780,195)
(601,834)
(4,639)
(845,638)
18,865,077
3,233,643
15,631,434
(78,329)
15,553,105
14,226
(763,588)
(23,207)
47,120
3,945
(721,504)
$ 14,831,601
$ 15,005,428
547,677
$
15,553,105
$ 14,271,279
560,322
$
14,831,601
$
Amount
108,407,931
69,571,020
38,836,911
12,883,401
4,944,818
17,828,219
63,143
21,071,835
156,348
(1,356,445)
(397,322)
(55,403)
(1,652,822)
19,419,013
3,351,840
16,067,173
(249,392)
15,817,781
303
54,782
560
(1,859)
(95)
53,691
15,871,472
15,583,447
234,334
15,817,781
15,655,368
216,104
15,871,472
$
$
$

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

3

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2014 AND 2013

(In Thousands of New Taiwan Dollars)

Account
Number
A1
BALANCE, JANUARY 1, 2013
Distribution of retained earnings for the year ended December 31, 2012:
B1
Legal reserve
B5
Cash dividends
B5
Legal reserve used to distribute cash dividends
Total distribution of retained earnings
D1
Profit for the year ended December 31, 2013
D3
Other comprehensive income for the year ended December 31, 2013
D5
Total comprehensive income for the year ended December 31, 2013
C7
Changes in equity of associates accounted for using equity method
M7
Adjustments arising from changes in percentage of ownership of subsidiaries
O1
Cash dividends from subsidiaries paid to non-controlling interests
Z1
BALANCE, DECEMBER 31, 2013
Distribution of retained earnings for the year ended December 31, 2013:
B1
Legal reserve
B5
Cash dividends
Total distribution of retained earnings
D1
Profit for the year ended December 31, 2014
D3
Other comprehensive income for the year ended December 31, 2014
D5
Total comprehensive income for the year ended December 31, 2014
C7
Changes in equity of associates accounted for using equity method
L7
Disposal of TWM’s shares by subsidiaries
M5
Difference between consideration and carrying amount of subsidiaries’ shares
disposed of
M7
Adjustments arising from changes in percentage of ownership of subsidiaries
O1
Cash dividends from subsidiaries paid to non-controlling interests
O1
Increase in non-controlling interests
Z1
BALANCE, DECEMBER 31, 2014
Equity Attributable to Owners of Parent Equity Attributable to Owners of Parent Total

56,571,089

-
(14,526,578 )

(269,010 )
(14,795,588 )

15,583,447

71,921

15,655,368

25,040

(22,015 )

-

57,433,894

-
(15,064,599 )
(15,064,599 )

15,005,428

(734,149 )

14,271,279

1,665

2,880,242

85,965

650,906

-

-

60,259,352
Non-
controlling
Interests

1,072,204
-

-

-

-
234,334
(18,230 )
216,104
24,410

22,015
(247,986 )
1,086,747
-

-

-
547,677

12,645

560,322

(258 )

-

229,995

2,864,113

(224,481 )

1,736,460

6,252,898
Total
Equity

57,643,293

-
(14,526,578 )

(269,010 )
(14,795,588)

15,817,781

53,691
15,871,472
49,450
-

(247,986 )
58,520,641
-
(15,064,599)
(15,064,599 )
15,553,105
(721,504 )
14,831,601

1,407
2,880,242
315,960
3,515,019

(224,481 )

1,736,460

66,512,250
Ordinary
Shares
$ 34,208,328
-
-
-
-
-
-
-
-
-
-
34,208,328
-
-
-
-
-
-
-
-

-
-
-
-
$
34,208,328
Capital
Surplus
12,431,851
-
-
-
-
-
-
-
25,040
-
-
12,456,891
-
-
-
-
-
-
1,665
1,520,403
85,965
650.906
-
-
**14,715,830 **

Retained Earnings
Legal
Reserve
Unappropriated
18,061,894
22,606,173

1,469,160
(1,469,160 )

-
(14,526,578 )
(269,010)
-
1,200,150
(15,995,738 )

-
15,583,447

-
(735)

-
15,582,712
-
-
-
(22,015 )
-
-
19,262,044
22,171,132
2,275,622
(2,275,622 )
-
(15,064,599)
2,275,622
(17,340,221 )
-
15,005,428
-
(18,481 )
-
14,986,947
-
-
-
-
-
-
-
-
-
-
-
21,537,666
19,817,858
Other Equity Interests
Exchange
Differences
on
Translation
Unrealized
Gain (Loss) on
Available-for-
Sale Financial
Assets
25,483
314,543
-
-
-
-
-
-
-
-
-
-
(535 )
73,191
(535)
73,191
-
-
-
-
-
-
24,948
387,734
-
-
-
-
-
-
-
-
6,346
(722,014)
6,346
(722,014)
-
-
-
-
-
-
-
-
-
-
-
-
31,294
**(334,280) **
Treasury
Shares
(31,077,183 )
-
-
-
-
-
-
-
-
-
-
(31,077,183 )
-
-
-
-

-

-
-
1,359,839
-
-
-
-
(29,717,344 )
Exchange
Differences
on
Translation
25,483
-
-
-
-
-
(535 )
(535)
-
-
-
24,948
-
-
-
-
6,346
6,346
-
-
-
-
-
-
31,294
Legal
Reserve
18,061,894

1,469,160

-
(269,010)
1,200,150

-

-

-
-
-
-
19,262,044
2,275,622
-
2,275,622
-
-
-
-
-
-
-
-
21,537,666

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

4

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2014 AND 2013

(In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
A00010 Profit from continuing operations before tax
A00020 Loss from discontinued operations before tax
A10000 Profit before tax
A20000 Adjustments
A20010 Adjustments to reconcile profit (loss)
A20100 Depreciation expense
A20200 Amortization expense
A23000 Gain on disposal of non-current assets held for sale, net
A22500 Loss on disposal of property, plant and equipment, net
A20300 Provision for bad debt expense
A20900 Finance costs
A21200 Interest income
A21300
Dividend income
A21900
Share-based payments of subsidiaries
A23700 Impairment loss on non-financial assets (from discontinued
operations)
A22300 Share of loss of associates accounted for using equity method
A23100 Loss (gain) on disposal of investments
A23200
Gain on disposal of investments accounted for using equity
method
A29900 Others
A20010 Total adjustments to reconcile profit (loss)
A30000
Changes in operating assets and liabilities
A31150 Accounts and notes receivable
A31160 Accounts receivable from related parties
A31180 Other receivables
A31200 Inventories
A31230 Prepayments
A31240 Other current assets
A31990 Other assets
A32130 Notes payable
A32150 Accounts payable
A32160 Accounts payable to related parties
A32180 Other payables
A32200 Provisions
A32210 Advance receipts
A32230 Other current liabilities
A32240 Accrued pension liabilities
A30000 Total changes in operating assets and liabilities
A33000 Net cash inflows generated from operating activities
A33100 Interest received
A33300 Interest paid
A33500 Income taxes paid
AAAA Net cash flows from operating activities
2014
$ 18,865,077
(94,363)
18,770,714
9,721,579
1,871,429
(153,706)
969,694
373,778
601,834
(94,992)
(22,803)
2,840
17,794
4,639
168
-
(1,076)
13,291,178
(1,782,136)
14,996
(49,560)
570,348
72,751
27,412
14,266
(216,953)
924,698
6,312
(429,711)
27,444
(301,410)
459,458
(16,247)
(678,332)
31,383,560
1,510
(6,291)
(3,040,263)
28,338,516
2013
19,419,013
(300,472)
19,118,541
8,767,518
1,234,149
-
1,395,538
321,110
397,373
(95,023)
(24,246)
-
-
55,403
(4,046)
(5,874)
184
12,042,086
(3,590,403)
21,482
(9,118)
(1,212,808)
47,189
30,630
18,265
48,235
(469,971)
8,703
1,079,894
41,840
(489,918)
506,844
(213)
(3,969,349)
27,191,278
-
(1,165)
(2,357,102)
24,833,011

(Continued)

5

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOW(Continued)

FOR THE YEARS ENDED DECEMBER 31, 2014 AND 2013

(In Thousands of New Taiwan Dollars)

2014
CASH FLOWS FROM INVESTING ACTIVITIES
B02700 Acquisition of property, plant and equipment
(13,569,058)
B04500 Acquisition of intangible assets
(829,831)
B07100 Increase in prepayments for equipment
(304,769)
B02200 Net cash inflows from new consolidated entities
1,193,252
B02300 Net cash inflows from disposal of subsidiaries
14,533
B01800 Acquisition of investments accounted for using equity method
(320,273)
B01900 Proceeds from disposal of investments accounted for using equity
method
-
B00300 Acquisition of available-for-sale financial assets
(4,273,724)
B00400 Proceeds from disposal of available-for-sale financial assets
-
B01200
Acquisition of financial assets at cost
(60,000)
B03700 Increase in refundable deposits
(164,135)
B03800 Decrease in refundable deposits
154,372
B06500 Increase in other financial assets
(2,392,255)
B06600 Decrease in other financial assets
447,544
B02600 Proceeds from disposal of non-current assets held for sale
250,291
B02800 Proceeds from disposal of property, plant and equipment
5,856
B04600 Proceeds from disposal of intangible assets
-
B01400 Proceeds from investees' capital reduction
45,673
B06700 Increase in other non-current assets
(3,706)
B00900
Acquisition of held-to-maturity financial assets
(6)
B07500 Interest received
93,540
B07600 Dividend received
48,142
BBBB
Net cash used in investing activities
(19,664,554)
CASH FLOWS FROM FINANCING ACTIVITIES
C00100 Increase in short-term borrowings
119,246,379
C00200 Decrease in short-term borrowings
(130,955,823)
C00500 Increase in short-term notes and bills payable
19,467,020
C00600 Decrease in short-term notes and bills payable
(16,274,202)
C01200 Proceeds from issuance of bonds
-
C01300 Repayments of bonds
-
C01600 Proceeds from long-term borrowings
10,000,000
C01700 Repayments of long-term borrowings
(1,105,000)
C04500 Cash dividends paid (including paid to non-controlling interests)
(15,289,071)
C05000 Proceeds from disposal of treasury shares
2,970,389
C05500 Disposal of ownership interests in subsidiaries (without losing
control)
323,859
C03000 Increase in guarantee deposits received
169,229
C03100 Decrease in guarantee deposits received
(214,427)
C05600 Interest paid
(586,873)
C05800 Increase in non-controlling interests
3,512,800
CCCC
Net cash flows from (used in) financing activities
(8,735,720)
DDDD EFFECT OF EXCHANGES RATE CHANGES ON CASH AND
CASH EQUIVALENTS
11,241
EEEE
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS
(50,517)
E00100CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR
7,954,294
E00200CASH AND CASH EQUIVALENTS AT END OF YEAR
$
7,903,777
2013
(11,525,906)
(29,190,087)
(303,046)
-
-
(1,067,850)
12,855
(1,000,000)
194,277
-
(207,141)
220,613
(1,218,816)
1,471,101
-
110,239
1
3,002
-
-
95,940
34,566
(42,370,252)
73,873,936
(46,435,716)
3,894,957
(1,498,542)
5,796,043
(4,000,000)
3,000,000
-
(15,043,570)
-
-
193,527
(186,458)
(302,404)
-
19,291,773
8,622
1,763,154
6,191,140
7,954,294

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

(Concluded)

5-1

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 2014 AND 2013 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

1. ORGANIZATION AND OPERATIONS

Taiwan Mobile Co., Ltd. (TWM) was incorporated in the Republic of China (ROC) on February 25, 1997. TWM’s shares began to trade on the ROC Over-the-Counter Securities Exchange (known as the GreTai Securities Market) on September 19, 2000. On August 26, 2002, TWM’s shares were listed on the Taiwan Stock Exchange. TWM mainly renders wireless communication services and sells mobile phones and accessories.

TWM’s received a second-generation (2G) mobile telecommunications concession operation license issued by the Directorate General of Telecommunications (DGT) of the ROC. The license allows TWM to provide services for 15 years from 1997 onwards. The license was renewed and its expiry date was extended to June 2017 by the National Communications Commission (NCC) in November 2012. In March 2005, TWM received a third-generation (3G) concession operation license issued by the DGT. The 3G license allows TWM to provide services from the issuance date of the license to December 2018.

TWM acquired the Mobile Broadband Spectrum frequency of 30 MHz x 2 (15 MHz x 2 in the 700 MHz frequency band and 15 MHz x 2 in the 1800 MHz frequency band of the 4G spectrum) in October 2013. In April 2014, TWM acquired the concession license for the Mobile Broadband Spectrum frequency of 15 MHz x 2 in the 700 MHz frequency band. To accelerate the Mobile Broadband Spectrum service in the 1800 MHz frequency band in July 2014, the NCC authorized TWM to return the mobile telephone service frequency and approved the application for the Broadband Spectrum frequency of 5 MHz x 2 in the 1800 MHz frequency band. TMW acquired the concession license for the Mobile Broadband Spectrum frequency of 5 MHz x 2 in the 1800 MHz frequency band in August 2014.

In January 2015, TWM was approved to acquire a Mobile Broadband Spectrum frequency of 5 MHz x 2 in the 700 MHz frequency band by the NCC. Please refer to note 11 “Significant subsequent events”.

The consolidated financial statements of TWM as of and for the year ended December 31, 2014, comprise TWM and its subsidiaries (the Group).

2. APPROVAL DATE AND PROCEDURES OF THE CONSOLIDATED FINANCIAL STATEMENTS

The Board of Directors approved the consolidated financial statements on January 29, 2015.

3. NEW STANDARDS AND INTERPRETATIONS NOT YET ADOPTED

  • a. 2013 International Financial Reporting Standards endorsed by the Financial Supervisory Commission, R.O.C., but not yet in effect

In accordance with Rule No. 1030010325 issued by the Financial Supervisory Commission (“FSC”) on April 3, 2014, companies listed for trading on the stock exchange or over-the-counter market or for registration as emerging stock should adopt the 2013 IFRSs

6

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(excluding IFRS 9 Financial Instruments ) endorsed by the FSC beginning in 2015. The new standards, amendments and interpretations which were announced by the International Accounting Standards Board (“IASB”) are as follows:

Effective Date New Standards, Amendments and Interpretations Issued by IASB Amended IFRS 1 Limited Exemption from Comparative IFRS July 1, 2010 7 Disclosures for First-time Adopters Amended IFRS 1 Severe Hyperinflation and Removal of Fixed July 1, 2011 Dates for First-time Adopters Amended IFRS 1 Government Loans January 1, 2013 Amended IFRS 7 Disclosures - Transfers of Financial Assets July 1, 2011 Amended IFRS 7 Disclosures - Offsetting Financial Assets January 1, 2013 and Financial Liabilities IFRS 10 Consolidated Financial Statements January 1, 2013 (Subsidiaries will adopt on January 1, 2014) IFRS 11 Joint Agreements January 1, 2013 IFRS 12 Disclosure of Interests in Other Entities January 1, 2013 Amended IFRS 10, IFRS 11 and IFRS 12 Consolidated January 1, 2013 Financial Statements, Joint Arrangements and Disclosure of Interests in Other Entities: Transition Guidance Amended IFRS 10, IFRS 12 and IAS 27 Investment Entities January 1, 2014 IFRS 13 Fair Value Measurement January 1, 2013 Amended IAS 1 Presentation of Items of Other July 1, 2012 Comprehensive Income Amended IAS 12 Deferred Tax: Recovery of Underlying January 1, 2012 Assets Amended IAS 19 Employee Benefits January 1, 2013 Amended IAS 27 Separate Financial Statements January 1, 2013 Amended IAS 28 Investments in Associates and Joint January 1, 2013 Ventures Amended IAS 32 Offsetting Financial Assets and Financial January 1, 2014 Liabilities IFRIC 20 Stripping Costs in the Production Phase of a January 1, 2013 Surface Mine

In the Group’s assessment, except for the following standards, the 2013 IFRSs will not have significant influence after their adoption:

(1) IAS 19 Employee Benefits

The amendments to IAS 19 require companies to calculate a “net interest” amount by applying the discount rate to the net defined benefit liability or asset to replace the interest cost and expected return on plan assets used in the previous IAS 19. In addition, the amendments eliminate the accounting treatment of either the corridor approach or the immediate recognition of actuarial gains and losses in profit or loss when they occur, and instead require companies to recognize all actuarial gains and losses immediately through other comprehensive income. The past service cost, on the

7

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

other hand, will be expensed immediately when it is incurred and will no longer be amortized over the average period before meeting vesting conditions on a straight-line basis. In addition, the amendments also require a broader disclosure of defined benefit plans. In compliance with the standards above, the Group anticipates that accrued pension liabilities would increase by $16,101 thousand and retained earnings would decrease by $13,364 thousand on January 1, 2014; accrued pension liabilities would increase by $14,359 thousand and retained earnings would decrease by $11,918 thousand on December 31, 2014, operating expenses would decrease by $1,095 thousand and actuarial gains on defined benefit plans, before tax, would increase by $647 thousand in other comprehensive income for the year ended December 31, 2014.

  • (2) IAS 1 Presentation of Financial Statements

The primary amendment of IAS 1 was requiring profit or loss and other comprehensive income to be presented together, requiring entities to group items presented in other comprehensive income based on whether they are potentially reclassifiable to profit or loss subsequently, and requiring tax associated with items presented before tax to be shown separately for each of the two groups of other comprehensive income items. The Group will follow the amendment of IAS 1 to present the comprehensive income statement.

  • (3) IFRS 12 Disclosure of Interests in Other Entities

IFRS 12 combines all related standards regarding the disclosures of financial reports of subsidiaries, joint ventures, associates, and non-consolidated entities. The Group will additionally disclose the information on consolidated and non-consolidated entities.

  • (4) IFRS 13 Fair Value Measurement

IFRS 13 defines the meaning of fair value and sets the method of calculation and the presentation of measurement of fair value. After assessing the standard, the Group does not expect any significant influence on the financial condition and performance, and will follow IFRS 13 to additionally disclose the information on measurement of fair value.

  • b. New standards and interpretations of 2013 IFRSs issued by the IASB but not yet endorsed by the FSC

8

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

New Standards, Amendments and Interpretations
IFRS 9_Financial Instruments_
IFRS 14_Regulatory Deferral Accounts_
IFRS 15_Revenue from Contracts with Customers_
Amended IAS 1_Disclosure Initiative_
Amended IFRS 9 and IFRS 7_Mandatory Effective Date and_
Offsetting Disclosures
Amended IFRS 10 and IAS 28_Sale or Contribution of Assets_
between an Investor and its Associate or Joint Venture
Amended IFRS 10, IFRS 12 and IAS 28_Investment Entities:
_Applying the Consolidation Exception

Amended IFRS 11_Accounting for Acquisitions of Interests in_
Joint Operations
Amended IAS 16 and IAS 38 Clarification of Acceptable
Methods of Depreciation and Amortization
Amended IAS16 and IAS 41 Agriculture: Bearer Plants
Amended IAS 19_Defined Benefit Plans: Employee_
Contributions
Amended IAS 36_Recoverable Amount Disclosure for_
Non-Financial Assets
Amended IAS 39_Novation of Derivatives and Continuation of_
Hedge Accounting
IFRIC 21_Levies_
Effective Date
Issued by IASB
January 1, 2018
January 1, 2016
January 1, 2017
January 1, 2016
January 1, 2018
January 1, 2016
January 1, 2016
January 1, 2016
January 1, 2016
January 1, 2016
July 1, 2014
January 1, 2014
January 1, 2014
January 1, 2014

The Group is assessing the influence on financial condition and performance of the above standards and interpretations. The Group will disclose the related influence when the assessment is finished.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Statement of Compliance

The consolidated financial statements have been prepared in accordance with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers (the Guidelines) and with the IFRSs, IASs, IFRIC Interpretations and SIC Interpretations endorsed by the FSC (collectively, “Taiwan-IFRSs”).

9

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Basis of Preparation

  • a. Basis of measurement

The consolidated financial statements have been prepared on a historical cost basis except for financial instruments measured at fair value through profit or loss, which are measured at fair value.

  • b. Functional and presentation currency

The functional currency of each individual consolidated entity is determined based on the primary economic environment in which the entity operates. The Group’s consolidated financial statements are presented in New Taiwan Dollars, which is TWM’s functional currency. All financial information presented in New Taiwan Dollars has been rounded to the nearest thousand.

Basis of Consolidation

  • a. Principles of preparation of consolidated financial statements

The consolidated financial statements incorporate the financial statements of TWM and its controlled entities (the subsidiaries). Control is achieved where TWM has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

The financial statements of the subsidiaries are included in the consolidated financial statements from the date of obtaining control and are excluded from the date of losing control. The comprehensive income from subsidiaries is allocated to TWM and its non-controlling interests, even if the non-controlling interests have a deficit balance.

The consolidated statements of comprehensive income include the results of a disposed of subsidiary up to the date of disposal.

Changes in the ownership of a subsidiary that do not result in loss of control are accounted for as equity transactions.

Financial statements of subsidiaries are adequately adjusted to align their accounting policies with those of the Group.

Transactions and balances, and any unrealized income and expenses arising from intra-group transactions are eliminated in preparing the consolidated financial statements.

  • b. The subsidiaries included in the consolidated financial statements

The consolidated entities were as follows:

10

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Investor
TWM

WMT

momo

momo

momo

momo

Asian
Crown

Fortune
Kingdom

HK Fubon
Multimedia

WMT

GWMT

WMT

GFMT

WMT

WMT

TFNM

TFNM
Subsidiary
Wealth Media Technology
Co., Ltd. (WMT)
momo.com Inc. (momo)
Fu Sheng Travel Service
Co., Ltd. (FST)
Fuli Life Insurance Agent
Co., Ltd. (FLI)
Fuli Property Insurance
Agent Co., Ltd. (FPI)
Asian Crown International
Co., Ltd. (Asian Crown)
Fortune Kingdom
Corporation (Fortune
Kingdom)
Hong Kong Fubon
Multimedia Technology
Co., Ltd. (HK Fubon
Multimedia)
Fubon Gehua (Beijing)
Enterprise Ltd. (FGE)
Global Wealth Media
Technology Co., Ltd.
(GWMT)
Globalview Cable TV Co.,
Ltd. (GCTV)
Global Forest Media
Technology Co., Ltd.
(GFMT)
Union Cable TV Co., Ltd.
(UCTV)
Win TV Broadcasting Co.,
Ltd. (WTVB)
TFN Media Co., Ltd.
(TFNM)
UCTV
Yeong Jia Leh Cable TV
Co., Ltd. (YJCTV)
Main Business
and Products
Investment
Wholesale and retail
sales
Travel agent
Life insurance agent
Property insurance
agent
Investment
Investment
Investment
Wholesaling
Investment
Cable TV service
provider
Investment
Cable TV service
provider
TV program provider
Cable broadband and
value-added
services provider
Cable TV service
provider
Cable TV service
provider
Percentage of Ownership
2014.12.31
2013.12.31
100.00
100.00
44.38
50.64
100.00
100.00
100.00
100.00
100.00
100.00
76.26
100.00
100.00
100.00
100.00
100.00
91.30
87.50
100.00
100.00
6.83
6.83
100.00
100.00
0.76
0.76
100.00
100.00
100.00
100.00
99.22
99.22
100.00
100.00
Note
2014.12.31
100.00
44.38
100.00
100.00
100.00
76.26
100.00
100.00
91.30
100.00
6.83
100.00
0.76
100.00
100.00
99.22
100.00

-
Note 1

-

-

-

Note 2

-

-

Note 2

-

-

-
-

-

-
-
-

(Continued)

11

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Investor
TFNM

TFNM

TFNM

TFNM

TKT

TWM

TCC

TCCI

TCC

TFN

TFN

TCC

TCC

TWM
Holding

TCC
Subsidiary
Mangrove Cable TV Co.,
Ltd. (MCTV)
Phoenix Cable TV Co.,
Ltd. (PCTV)
GCTV
Taiwan Kuro Times Co.,
Ltd. (TKT)
ezPeer Multimedia Ltd.
Taiwan Cellular Co., Ltd.
(TCC)
TCC Investment Co., Ltd.
(TCCI)
TCCI Investment &
Development Co., Ltd.
(TID)
Taiwan Fixed Network
Co., Ltd. (TFN)
TFN Union Investment
Co., Ltd. (TUI)
TFN HK Ltd.
Taiwan Digital
Communications Co.,
Ltd. (TDC)
TWM Holding Co., Ltd.
(TWM Holding)
TWM Communications
(Beijing) Co., Ltd.
(TWMC)
Taiwan Teleservices &
Technologies Co., Ltd.
(TT&T)
Main Business
and Products
Cable TV service
provider
Cable TV service
provider
Cable TV service
provider
Online music and
game service
Investment
Investment
Investment
Investment
Fixed-line service
provider
Investment
Telecommunication
service provider
TV program
production and
mobile phone
wholesaling
Investment
Mobile application
development and
design
Call center service and
telephone marketing
Percentage of Ownership
2014.12.31
2013.12.31
29.53
29.53
100.00
100.00
92.38
92.38
100.00
100.00
-
-
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
Note
2014.12.31
29.53
100.00
92.38
100.00
-
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
The other 70.47% of
shares were held
under trustee
accounts.
-
-
-
ezPeer Samoa was
dissolved in
November 2013.

-
TCCI, TID and TUI
collectively owned
698,752 thousand
shares of TWM
representing 20.42%
of total outstanding
shares as of
December 31, 2014.
-
-
-
-

-
-
-
-

(Continued)

12

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Investor
TT&T

TT&T

TT&T
Holdings

TCC

TWM
Subsidiary
Taiwan Mobile Basketball
Co., Ltd. (TMB)
TT&T Holdings Co., Ltd.
(TT&T Holdings)
Xiamen Taifu Teleservices
& Technologies Co.,
Ltd.
Taiwan Digital Service
Co., Ltd. (TDS)
Taipei New Horizon Co.,
Ltd. (TNH)
Main Business
and Products
Basketball team
management
Investment
System integration,
management,
analysis and
development of
CRM application
and information
consulting services
Telecommunica-
tions service
agencies and retail
business
Real estate leasing and
hotel business
Percentage of Ownership
2014.12.31
2013.12.31
-
100.00
100.00
100.00
-
-
100.00
100.00
49.90
Note 3
Note
2014.12.31
-
100.00
-
100.00
49.90
TMB was sold in
September 2014
-
Xiamen Taifu
Teleservices &
Technologies Co.,
Ltd. was dissolved
in November 2013.

-
Note 3

(Concluded)

  • Note 1: WMT disposed of part of its shareholding in momo as stock released for registration as emerging and listed stock in February and December 2014, respectively. Due to non-proportional investment in momo’s capital increase, the percentage of ownership in momo decreased. Despite the reduction in the shareholding in momo, WMT still has over half of the seats on the board of momo and maintains control over momo, so momo is included in the consolidated entities.

  • Note 2: In July 2014, an extraordinary shareholders’ meeting of FGE resolved to inject capital by cash. Due to non-proportional investment in an investee’s capital increase, momo’s percentage of ownership in Asian Crown decreased, and HK Fubon Multimedia’s percentage of ownership in FGE increased.

  • Note 3: TWM subscribed for the shares based on its proportion of the shareholding in TNH, which remained at 49.9%. Since February 21, 2014, TWM has had control over TNH due to a change in the board members of TNH, and therefore TNH is included in the consolidated entities as a subsidiary.

  • c. Subsidiaries excluded from the consolidated financial statements: None.

Foreign Currency

Foreign currency transactions are recorded at the spot exchange rate on the date of the transaction. At the end of the reporting period (the reporting date), foreign currency monetary

13

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

amounts are reported using the closing rate.

Non-monetary items carried at fair value should be reported at the rate that existed when the fair values were determined. Non-monetary items carried at historical cost are reported using the exchange rate at the date of the transaction.

Exchange differences due to settlement of transactions or translation for monetary items are recognized in profit or loss.

Exchange differences arising on non-monetary items carried at fair value (for example, equity instruments) are recognized in profit or loss. If a gain or loss on a non-monetary item is recognized in other comprehensive income, any foreign exchange component of that gain or loss is also recognized in other comprehensive income.

For the purpose of preparing consolidated financial statements, the assets and liabilities of foreign operations are translated to New Taiwan Dollars (NTD) using the exchange rates at the reporting date. The income and expenses of foreign operations are translated at the average exchange rate for the period. Exchange differences are recognized in other comprehensive income, and accumulated in equity.

Classification of Current and Non-current Assets and Liabilities

The Group classifies an asset as current when any one of the following requirements is met. Assets that are not classified as current are non-current assets.

  • a. It expects to realize the asset, or intends to sell or consume it, in its normal operating cycle;

  • b. It holds the asset primarily for the purpose of trading;

  • c. It expects to realize the asset within twelve months after the reporting period; or

  • d. The asset is cash or a cash equivalent unless the asset is restricted from being exchanged or

used to settle a liability for at least twelve months after the reporting period.

The Group classifies a liability as current when any one of the following requirements is met. Liabilities that are not classified as current are non-current liabilities.

  • a. It expects to settle the liability in its normal operating cycle;

  • b. It holds the liability primarily for the purpose of trading;

  • c. The liability is due to be settled within twelve months after the reporting period; or

  • d. It does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting period. Terms of a liability that could, at the option of the

14

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

counterparty, result in its settlement by the issue of equity instruments do not affect its classification.

Voluntary Change in Accounting Policy

In response to the development of the IAS regarding revenue, the Group consulted the practical experience of most of the telecommunication service providers abroad and professional investigations of accounting firms, and changed the recognition method for bundle sales from the residual value method to the relative fair value method on January 1, 2013. Instead of recognizing revenue from telecommunication service charges and sales of inventories, the total price of the contract is allocated based on the relative fair value of each component, which fairly presents transactions and attributes gain and loss to the correct accounting period.

Cash and Cash Equivalents

Cash and cash equivalents comprise cash, cash in bank, and short-term, highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. Time deposits which meet the above definition and are held for the purpose of meeting short-term cash commitments rather than for investment or other purposes should be recognized as cash equivalents. If they do not meet the above definition, time deposits should be recognized as other current and non-current financial assets.

Financial Instruments

Financial assets and financial liabilities are initially recognized when the Group becomes a party to the contractual provisions of the instruments.

  • a. Financial assets

The Group adopts trade-date accounting to recognize and derecognize financial assets. Financial assets are classified into the following categories: financial assets at fair value through profit or loss, available-for-sale financial assets, held-to-maturity financial assets, and loans and receivables.

  • (1) Financial assets at fair value through profit or loss

A financial asset classified in this category is for the purpose of trading or is at fair value through profit or loss.

This type of financial asset is measured at fair value at the time of initial recognition, and transaction costs are recognized in profit or loss as incurred. Financial assets at fair

15

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

value through profit or loss are measured at fair value, and changes therein, which take into account any dividend and interest income, are recognized in profit or loss, and are included in non-operating income and expenses.

  • (2) Available-for-sale financial assets

Available-for-sale financial assets are non-derivative financial assets that are designated as available for sale or are not classified in any of the other categories of financial assets. Available-for-sale financial assets are recognized initially at fair value, plus any directly attributable transaction cost, and changes are measured at fair value afterwards. Impairment losses, dividend income, and changes in the carrying amount of available-for-sale financial assets from foreign exchange gains or losses and interest income using the effective interest method are recognized in profit and loss, while other changes in carrying amount are recognized in other comprehensive income and presented in unrealized gain (loss) on available-for-sale financial assets in equity. When an investment is derecognized, the gain or loss accumulated in equity is reclassified to profit or loss, and is included in non-operating income and expenses.

Investments in equity instruments that do not have a quoted market price in an active market and whose fair value cannot be reliably measured are measured at cost less impairment loss, and are included in financial assets measured at cost.

  • (3) Held-to-maturity financial assets

Held-to-maturity financial assets are non-derivative financial assets with fixed or determinable payments and fixed maturity dates that the Group intends and is able to hold to maturity. Held-to-maturity financial assets are recognized initially at fair value plus directly attributable transaction costs and are measured subsequently at amortized cost using the effective interest method, less any impairment losses.

Interest income is recognized in non-operating income and expenses.

  • (4) Loans and receivables

Receivables are financial assets with fixed or determinable payments that are not quoted in an active market. Such assets are recognized initially at fair value plus any directly attributable transaction costs. Subsequent to initial recognition, loans and receivables other than insignificant interest on short-term receivables are measured at amortized cost using the effective interest method less any impairment losses.

Loans and receivables comprise cash and cash equivalents, trade receivables, other receivables, debt instrument investment without active market, other financial assets, and refundable deposits.

16

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(5) Impairment of financial assets

A financial asset is impaired if, and only if, there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset and that loss event has an impact on the estimated future cash flows of the financial assets that can be estimated reliably.

Objective evidence that financial assets are impaired includes default or delinquency by a debtor, restructuring of an amount due to the Group on terms that the Group would not consider otherwise, indications that a debtor or issuer will enter bankruptcy, adverse changes in the payment status of borrowers or issuers, economic conditions that correlate with defaults, or the disappearance of an active market for a security. In addition, for an available-for-sale investment in an equity security, a significant or prolonged decline in its fair value below its cost is considered objective evidence of impairment.

Impairment losses on available-for-sale financial assets are recognized by reclassifying the losses accumulated in the fair value reserve in equity to profit or loss.

Impairment losses recognized on an available-for-sale equity security are not reversed through profit or loss. Any subsequent recovery in the fair value of an impaired available-for-sale equity security is recognized in other comprehensive income, and accumulated in other equity.

An impairment loss in respect of a financial asset measured at cost is calculated as the difference between its carrying amount and the present value of the estimated future cash flows discounted at the current market rate of return for a similar financial asset. Such impairment loss is not reversible in subsequent periods.

For financial assets at amortized cost, an impairment loss is calculated as the difference between an asset’s carrying amount and the present value of the estimated future cash flows discounted at the asset’s original effective interest rate.

For financial assets measured at amortized cost, if, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment loss was recognized, the previously recognized impairment loss is reversed through profit or loss to the extent that the carrying amount of the financial assets at the date the impairment loss is reversed does not exceed what the amortized cost would have been had the impairment loss not been recognized.

Trade receivables are assessed as to whether any impairment has occurred at every

17

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

reporting date. A trade receivable is impaired if, and only if, there is any objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset and that loss event has an impact on the estimated future cash flows of the asset that can be estimated reliably. An impairment loss is calculated as the difference between its carrying amount and the present value of the estimated future cash flows (taking into account any guarantee and collateral) discounted at the asset’s original effective interest rate.

An impairment loss in respect of a financial asset is deducted from the carrying amount except for trade receivables, for which an impairment loss is reflected in an allowance account against the receivables. When it is determined a trade receivable is uncollectible, it is written off from the allowance account. Any subsequent recovery of the receivable written off is recorded in the allowance account. Changes in the amount of the allowance account are recognized in profit or loss.

  • (6) Derecognition of financial assets

The Group derecognizes financial assets when the contractual rights of the cash inflow from the asset are terminated, or when the Group transfers substantially all the risks and rewards of ownership of the financial assets.

On derecognition of a financial asset in its entirety, the difference between the carrying amount and the sum of the consideration received or receivable and any cumulative gain or loss that had been recognized in other comprehensive income is recognized in profit or loss.

b. Financial liabilities

  • (1) Recognition

Financial liabilities not classified as held for trading or designated as at fair value through profit or loss, which comprise loans and borrowings, short-term notes and bills payable, bonds payable, notes payable, trade payables, other payables, and guarantee deposits received, are measured at fair value plus any directly attributable transaction cost at the time of initial recognition. Subsequent to initial recognition, they are measured at amortized cost calculated using the effective interest method.

(2) Derecognition of financial liabilities

The Group derecognizes a financial liability when its contractual obligation has been discharged or cancelled, or has expired. The difference between the carrying amount of

18

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

a financial liability removed and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.

Inventories

Inventories are measured at the lower of cost and net realizable value. Inventories are assessed item by item, except those with similar characteristics are collectively assessed. Net realizable value is the estimated selling price in the ordinary course of business less the estimated selling expenses. The weighted-average method is used in calculation of cost.

Non-current Assets Held for Sale and Discontinued Operations

The book value of non-current assets classified as held for sale is expected to be recovered primarily through sale. Being classified as held for sale, the assets should be available for immediate sale. Being available for immediate sale means the management is committed to plan a sale and the sale is highly probable within 12 months.

Assets classified as non-current assets held for sale are measured at the lower of the carrying amount and fair value less costs to sell, and should not be depreciated. Impairment losses measured both at the time of classification as held for sale and subsequently should be recognized in profit or loss. A gain from any subsequent increase in the above measurement should be recognized in profit or loss to the extent that it is not in excess of the cumulative impairment loss.

A discontinued operation is a component of an entity that either has been disposed of or is classified as held for sale, and represents either a separate major line of business or a geographical area of operations. The operation should be classified as discontinued when the operation is ready for disposal or the criteria for discontinuing are met, whichever is earlier.

Investment in Associates

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

Investments in associates are accounted for using equity method and are recognized initially at cost. The cost of the investment includes transaction costs. The carrying amount of the investment in associates includes goodwill arising from the acquisition less any accumulated impairment losses. Goodwill is not amortized.

The consolidated financial statements include the Group’s share of the profit or loss and other comprehensive income of equity-accounted investees, after adjustments to align their

19

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

accounting policies with those of the Group, from the date that significant influence commences until the date that significant influence ceases.

If the Group does not subscribe the newly issued shares of associates in accordance with the percentage of ownership, which causes a change in percentage of ownership and net worth of the investment, the adjustment should be reflected in capital surplus and investments accounted for using equity method. If there is insufficient capital surplus from the investments accounted for using equity method to offset the change, then such insufficiency should be accounted for under retained earnings.

Unrealized profits resulting from transactions between the Group and an associate are eliminated to the extent of the Group’s interest in the associate. Unrealized losses on transactions with associates are eliminated in the same way, except to the extent that the underlying asset is impaired.

When the Group’s share of losses exceeds its interest in an associate, the carrying amount of the investment, including any long-term interests that form part thereof, is reduced to zero, and the recognition of further losses is discontinued except to the extent that the Group has an obligation or has made payments on behalf of the investee.

Property, Plant and Equipment

  • a. Recognition and measurement

Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. Cost includes expenditure that is directly attributed to the acquisition of the asset, the initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located, and any borrowing cost that is eligible for capitalization.

Each part of an item of property, plant and equipment with a cost that is significant in relation to the total cost of the item shall be depreciated with a separate depreciation rate or depreciation method.

Property, plant and equipment are derecognized when disposed of or expected to have no future economic benefits generated through usage. The gain or loss arising from the derecognition of an item of property, plant and equipment shall be determined as the difference between the net disposal proceeds, if any, and the carrying amount of the item, and it shall be recognized as profit and loss.

  • b. Reclassification to investment property

Property is reclassified to investment property at its carrying amount when the use of the

20

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

property changes from owner-occupied to investment property.

  • c. Subsequent cost

Subsequent expenditure is capitalized only when it is probable that the future economic benefits associated with the expenditure will flow to the Group and the amount can be reliably measured. The carrying amount of those parts that are replaced is derecognized. Ongoing repairs and maintenance are expensed as incurred.

  • d. Depreciation

The depreciable amount of an asset is determined after deducting its residual amount, and the net amount shall be allocated with the direct method over its useful life. Each significant item of property, plant and equipment shall be evaluated and depreciated separately if it possesses a different useful life. The depreciation charge for each period shall be recognized in profit or loss.

The depreciable amount of a leased asset is allocated to each accounting period during the period of expected use on a systematic basis consistent with the depreciation policy the lessee adopts for depreciable assets that are owned. The asset is depreciated over the shorter of the lease term and its useful life.

Operation utensils are measured at the cost of the acquired assets when acquisition occurs. Some of the operation utensils are depreciated over the useful life, and others are recognized at expenses when breakage occurs.

Land has an unlimited useful life and therefore is not depreciated. For the estimated useful lives, for the current and comparative years, of significant items of property, plant and equipment, please refer to Note 6(i).

Depreciation methods, useful lives, and residual values are reviewed at each reporting date. If expectations differ from the previous estimates, the change is accounted for as a change in accounting estimate.

Investment Property

Investment property is the property held either to earn rental income or for capital appreciation or for both. Investment property is measured at cost on initial recognition and subsequently at fair value, with any change therein recognized in profit or loss. Cost includes expenditure that is directly attributable to the acquisition of the investment property.

When the use of a property changes such that it is reclassified as property, plant and equipment, its fair value at the date of reclassification becomes its cost for subsequent

21

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

accounting.

Leases

Leases in which the lessee assumes substantially all of the risks and rewards of ownership are classified as finance leases. Other leases are operating leases. Receivables collected are periodically recognized as rental income during the lease contract.

Under an operating lease, rental income or lease payments are recognized as income or expense, respectively, on a straight-line basis over the lease term.

Under a finance lease, the proceeds from the lessee should be recognized on a net basis as lease receivable when the Group is the lessor. The finance income is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the receivable.

Intangible Assets

  • a. Goodwill

Goodwill acquired in a business combination is included in intangible assets.

Goodwill is measured at cost less accumulated impairment losses. The carrying amount of the investments in associates includes goodwill. The impairment losses on investments would not be allocated to goodwill or any other assets.

  • b. Service concession agreement

The operator recognizes the right to charge users for a service as an intangible asset. The operator measures the intangible asset at fair value.

  • c. Other intangible assets

Other intangible assets that are acquired through business combinations or are internally developed are measured at cost less accumulated amortization and any accumulated impairment losses. Intangible assets that are acquired through business combinations are measured at acquisition-date fair value, and recognized along with goodwill.

  • d. Amortization

Amortization is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill and intangible assets with an indefinite useful life, from the date that they are available for use. For the estimated useful lives for the current and comparative periods, please refer to Note 6(k).

22

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

The amortization method, the amortization period, and the residual value for an intangible asset with a finite useful life shall be reviewed at each fiscal year-end. Any changes shall be accounted for as changes in accounting estimates.

Impairment of Non-financial Assets

The Group measures whether impairment occurred in non-financial assets (except for inventories, deferred income tax assets, and employee benefits) on every reporting date, and estimates the recoverable amount. If it is not possible to determine the recoverable amount (fair value less cost to sell and value in use) for the individual asset, then the Group will determine the recoverable amount for the asset’s cash-generating unit.

The recoverable amount for an individual asset or a cash-generating unit is the higher of its fair value less costs to sell and its value in use. If, and only if, the recoverable amount of an asset is less than its carrying amount, the carrying amount of the asset shall be reduced to its recoverable amount. That reduction is an impairment loss. An impairment loss shall be recognized immediately in profit or loss.

The Group should assess at the end of each reporting period whether there is any indication that an impairment loss recognized in prior periods for an asset other than goodwill may no longer exist or may have decreased. If any such indication exists, the entity shall estimate the recoverable amount of that asset. An impairment loss recognized in prior periods for an asset other than goodwill shall be reversed if, and only if, there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognized. If this is the case, the carrying amount of the asset shall be increased to its recoverable amount. That increase is a reversal of an impairment loss. An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

Notwithstanding whether indicators exist, recoverability of goodwill and intangible assets with indefinite useful lives or those not yet in use is required to be tested at least annually. Impairment loss is recognized if the recoverable amount is less than the carrying amount.

For the purpose of impairment testing, goodwill acquired in a business combination shall, from the acquisition date, be allocated to each of the acquirer’s cash-generating units, or groups of cash-generating units, that are expected to benefit from the synergies of the combination. If the carrying amount of the cash-generating units exceeds the recoverable amount of the units, the entity shall recognize the impairment loss, and the impairment loss

23

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

shall be allocated to reduce the carrying amount of each asset in the units. Reversal of an impairment loss for goodwill is prohibited.

Provisions

A provision is recognized if, as a result of a past event, the Group has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects the current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognized as finance cost.

  • a. Restoration

The restoration cost for property, plant and equipment that were originally acquired or used by the Group for a period of time and had obligations for dismantling, relocating, and restoring to the previous state should be recognized as an addition to the assets and accrued as a potential liability accordingly.

  • b. Warranties

A provision for warranties is recognized when the underlying products or services are sold. The provision is based on sales contracts, historical warranty data, and a weighing of all possible outcomes against their associated probabilities.

  • c. Decommissioning

For a service concession agreement, the concession receiver has an obligation for maintenance or decommissioning before returning the construction to the grantor as stated in the concession agreement. For a build-operate-transfer contract, the costs paid for the obligation for maintenance or decommissioning should be recognized as expense and liabilities.

Treasury Shares

Repurchased shares are recognized under treasury shares (a contra-equity account) based on their repurchase price (including all directly accountable costs), net of tax. Shares that are owned by TWM’s subsidiaries are seen as identical to treasury shares.

Gains on disposal of treasury shares should be recognized under “capital reserve – treasury share transactions”; Losses on disposal of treasury shares should be offset against existing capital reserves arising from similar types of treasury shares. If there is insufficient capital reserve to offset the losses, then such losses should be accounted for under retained earnings.

24

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

The carrying amount of treasury shares should be calculated using the weighted-average method and grouped by the type of repurchase.

Employee Benefits

Obligations for contributions to defined contribution pension plans are recognized as an employee benefit expense in profit or loss in the periods during which services are rendered by employees.

A defined benefit plan uses the projected unit credit method to calculate actuarial valuation at the end of the fiscal year. The Group recognizes actuarial gains and losses from the defined benefit obligation in other comprehensive income immediately when the gains and losses occur. When the benefits of a plan are improved, the portion of the increased benefit relating to past service by employees is recognized in profit or loss on a straight-line basis over the average period until the benefits become vested. To the extent that the benefits vest immediately, the expense is recognized immediately in profit or loss.

The Group recognizes gains or losses on the curtailment or settlement of a defined benefit plan when the curtailment or settlement occurs. The gain or loss on curtailment comprises any resulting change in the fair value of plan assets, any change in the present value of the defined benefit obligation, and any related actuarial gains or losses and past service cost that had not previously been recognized.

The rate used to discount post-employment benefit obligations is determined by reference to market yields at the end of the reporting period on high-quality corporate bonds or government bonds. The currency and term of the bonds are consistent with those of the obligations.

Income Tax

Income tax expenses include both current taxes and deferred taxes. Except for expenses related to business combinations, expenses recognized in equity or other comprehensive income directly, and other related expenses, all current and deferred taxes shall be recognized in profit or loss.

  • a. Current taxes

Current taxes include tax payables and tax deduction receivables on taxable gains (losses) for the year calculated using the statutory tax rate on the reporting date or the actual legislative tax rate, as well as tax adjustments related to prior years.

An additional 10% surtax on undistributed earnings, computed according to the ROC

25

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Income Tax Act, is recognized in current taxes in the year of approval by a shareholders’ meeting resolution.

  • b. Deferred taxes

Deferred taxes arise due to temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases. Deferred tax assets are generally recognized for all deductible temporary differences, net operating loss carryforwards, and unused tax credits to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized. Deferred taxes shall not be recognized for temporary differences from the following:

  • (1) Assets and liabilities that are initially recognized but not related to a business combination and have no effect on net income or taxable gains (losses) during the combination.

  • (2) Temporary differences arising from equity investments in subsidiaries or joint ventures where there is a high probability that such temporary differences will not reverse.

  • (3) Initial recognition of goodwill.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, based on tax rates that have been enacted or substantively enacted on the reporting date. The measurement reflects the entity’s expectations on the reporting date as to the manner in which the carrying amount of its assets and liabilities will be recovered or settled.

A deferred tax asset should be recognized for the carry forward of unused tax losses, unused tax credits, and deductible temporary differences to the extent that it is probable that future taxable profit will be available against which the unused tax losses, unused tax credits, and deductible temporary differences can be utilized. Such unused tax losses, unused tax credits, and deductible temporary differences shall also be re-evaluated every year on the financial reporting date, and adjusted based on the probability that future taxable profit will be available against which the unused tax losses, unused tax credits, and deductible temporary differences can be utilized.

Income tax expenses recognized in equity balances or other comprehensive income shall be measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled based on the temporary differences between the carrying amount and the tax basis of related assets and liabilities on the reporting date.

26

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Revenue

Revenue is measured at the fair value of the consideration received or receivable, net of returns, trade discounts, and volume rebates. Revenue from bundle sales is recognized with the relative fair value method, and the total price of the contract is allocated to each component of revenue based on the relative fair values.

  • a. Service revenues from mobile communication services, wireless services, fixed network services, and value-added services, net of any applicable discount, are billed at predetermined rates; the fixed monthly fees on the basic cable TV services are accrued.

  • b. Sales of goods

Revenue from sales of goods is recognized when the conditions mentioned below are all satisfied; the amount of sales allowance is reasonably estimated based on previous experience and other relevant factors.

  • (1) The Group has transferred the significant risks and returns of ownership to the counterparty;

  • (2) The Group has not been involved in any control activities and has not maintained effective control over the goods sold;

  • (3) The amount can be reliably measured;

  • (4) Economic benefits relevant to the transactions will probably flow to the Group;

  • (5) Costs related to the transactions, whether incurred or expected, can be reliably measured.

Generally, revenue is recognized as goods are delivered and ownership is transferred.

  • c. Proceeds from game service are recognized as advance receipts upon receiving deposits from customers and are recognized as revenue over the service periods or upon the consumption of deposits.

  • d. Customer loyalty program

The deferred revenue allocated to the customer loyalty program is estimated at fair value and is recognized as revenue when obligations have been fulfilled.

  • e. Commissions

Revenue from services rendered is recognized in profit or loss in proportion to the stage of completion of the transaction at the reporting date.

27

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

When the Group acts in the capacity of an agent rather than as the principal in a transaction, the revenue recognized is the net amount of commission made by the Group.

  • f. Revenue from room service and restaurants is recognized when the service is provided.

  • g. Dividend and interest income

If it is highly probable that the economic benefit associated with transactions made by an investee will flow to the Group, the dividend income attributable to investments is recognized on the date that it is certain that the Group will receive the dividend payments.

Interest arising from financial instruments is recognized when the economic benefits will probably flow to the Group and the amount can be reliably measured. Recognition is on an accrual basis, and revenue is in accordance with the weighted-average outstanding principal and effective interest rate.

Business Combination

A business combination uses the acquisition method. Goodwill is measured as an aggregation of the consideration transferred, which is measured at fair value at the acquisition date, and the amount of any non-controlling interest in the acquiree, net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed at fair value. If the residual balance is negative, the Group shall re-assess whether it has correctly identified all of the assets acquired and liabilities assumed, and recognize a gain on the bargain purchase thereafter.

5. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

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

The management will continually review the estimates and basic assumptions. Changes in accounting estimates will be recognized in the period of change and the future period of their impact.

  • a. Impairment assessment of tangible and intangible assets (goodwill is excluded)

In the process of impairment assessment, the Group should rely on subjective judgment to determine the individual cash flows of a specific group of assets and estimate future gain and loss according to the usage of assets and business characteristics. Alteration of estimates

28

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

from any change in economic conditions or business strategy may lead to significant impairment loss in the future.

Except for the assets from discontinued operations, the Group has not recognized any impairment loss for the years ended December 31, 2014 and 2013. For the recognition of impairment loss on the assets from discontinued operations, please refer to Note 6(f).

b. Impairment assessment of goodwill

The use value of the cash-generating units to which goodwill is allocated should be predetermined when assessing whether the goodwill is impaired. Management estimates the future cash flows from cash-generating units and assigns an appropriate discount rate in calculating present value. Significant impairment loss may occur if actual cash flows are less than forecasted.

As of December 31, 2014 and 2013, the carrying value of goodwill amounted to $15,845,930 thousand. The Group has not recognized any impairment loss on goodwill for the years ended December 31, 2014 and 2013.

  • c. Impairment assessment of investments accounted for using equity method

Impairment assessment is required if, and only if, there is objective evidence of impairment of investments accounted for using equity method and the carrying value may not be recoverable. Management assesses the impairment based on the expected future cash flows from the investee, including the growth rate of revenues estimated by the management of the investee. The general situation of the market and businesses which share similar characteristics is taken into consideration to assess the rationality of relevant assumptions.

The Group has not recognized any impairment loss on investments accounted for using equity method for the years ended December 31, 2014 and 2013.

d. Income tax

The realizability of deferred income tax assets (liabilities) depends on sufficient future profits or a taxable temporary difference. Any changes in the industry environment or amendments of law can result in significant adjustment of deferred income tax. As of December 31, 2014 and 2013, the carrying value of deferred income tax assets amounted to $882,732 thousand and $924,576 thousand, respectively; and the carrying value of deferred income tax liabilities amounted to $2,688,568 thousand and $2,599,791 thousand, respectively.

29

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

  • e. Useful lives of property, plant and equipment

Please refer to Note 6(i). The Group reviews the estimated useful lives of property, plant and equipment periodically.

  • f. Impairment assessment of accounts receivable

If there is any objective evidence of impairment, the Group will take account of estimates of future cash flows. An impairment loss is calculated as the difference between an asset’s carrying amount and the present value of the estimated future cash flows discounted at the asset’s original effective interest rate. Significant impairment loss may occur if actual cash flows are less than forecasted.

As of December 31, 2014 and 2013, the carrying value of accounts receivable amounted to $14,880,147 thousand and $14,373,340 thousand, respectively. They were the net amounts after subtracting the allowances for doubtful accounts amounting to $277,815 thousand and $288,620 thousand, respectively.

6. DESCRIPTION OF SIGNIFICANT ACCOUNTS

  • a. Cash and cash equivalents
Cash and cash equivalents
Government bonds with repurchase rights
Cash in banks
Time deposits
Short-term notes and bills
Cash on hand
Revolving funds
Available-for-sale financial assets
Domestic listed stock
Domestic emerging stock
Domestic unlisted stock
Beneficiary certificates
2014.12.31
$ 3,481,084
2,214,593
1,777,771
299,786
121,546
8,997
$
7,903,777
2014.12.31
$ 204,310
893,103
2,587,050
2,009,447
$
5,693,910
2013.12.31
4,070,060
2,053,132
1,748,153
-
73,530
9,419
7,954,294
2013.12.31
202,354
1,226,889
-
758,591
2,187,834

b. Available-for-sale financial assets

30

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Current
Non-current
c. Non-current financial assets at cost
Domestic unlisted stock
Foreign unlisted stock
2014.12.31
$
2,213,757
$
3,480,153
2014.12.31
$ 185,602
7,050
$
192,652
2013.12.31

960,945

1,226,889
2013.12.31
128,001

50,324
178,325

The aforementioned investments held by the Group are measured at cost less impairment loss at year-end given that the range of reasonable fair value estimates is significant and the probability for each estimate cannot be reasonably determined. Therefore, the Group management has determined that the fair value cannot be measured reliably.

For the years ended December 31, 2014 and 2013, there was no impairment loss.

d. Accounts and notes receivable, net

Notes receivable
Accounts receivable
Less: allowance for doubtful accounts
Accounts receivable, net
Total
2014.12.31
$ 110,093
15,157,962
(277,815 )
14,880,147
$14,990,240
2013.12.31
210,559
14,661,960
(288,620)
14,373,340
14,583,899

The Group entered into accounts receivable factoring contracts with asset management companies. The Group sold the asset management companies the overdue accounts receivable that had been written off. Under the contracts, the Group would no longer assume the risk on the receivables. The related information was as follows:

January 2014
Long Sun Asset Management Co., Ltd.
January 2013
Hui Cheng First Asset Management Co., Ltd.
Amount of
Accounts
Receivable Sold
Proceeds of the
Sale of Accounts
Receivable
$
991,966

42,699
$
1,242,340

40,249

31

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

The accounts receivable aging analysis of the Group was as follows:

Neither past due nor impaired
Past due but not impaired
Past due within 180 days
Past due over 180 days
2014.12.31
$ 14,417,430
462,436
281
$
14,880,147
2013.12.31

13,992,823

373,592

6,925

14,373,340

Movements of allowance for doubtful receivables for the years ended December 31, 2014 and 2013, were as follows:

Beginning balance
Add: Provision
Reversal
Less: Write-off
Ending balance
Inventories
Merchandise
Materials for maintenance
Catering inventories
For the Years Ended
December 31
2014
2013
$ 288,620
267,589
345,198
284,130
112,704
120,596
(468,707 )
(383,695)
$ 277,815
288,620
2014.12.31
2013.12.31
$ 3,131,412
3,708,181
78,214
73,173
1,362
-
$
3,210,988
3,781,354
2014
$ 288,620
345,198
112,704
(468,707 )
$ 277,815
2014.12.31
$ 3,131,412
78,214
1,362
$
3,210,988
  • e. Inventories

For the years ended December 31, 2014 and 2013, the cost of goods sold recognized in consolidated comprehensive income amounted to $42,614,868 thousand and $38,099,625 thousand, respectively, which included the inventory write-downs amounting to $29,019 thousand and $21,738 thousand, respectively.

  • f. Non-current assets held for sale and discontinued operations

  • (1) Non-current assets held for sale

    • (a) In November 2013, TFN decided to dispose of a piece of land and sold it to Chii Lih Development Enterprise Co., Ltd. The land was recorded as assets held for sale amounting to $50,275 thousand at the end of December 2013, and the transfer of the ownership, which was finished on January 28, 2014, led to a gain of $158,568 thousand.

32

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

  • (b) In March 2014, the Board of Directors of momo resolved to sell the traditional retail business to We Can Medicines Co., Ltd. At the end of March 2014, the total value of machinery and equipment, storage equipment, and telecommunication equipment held for sale was $46,310 thousand, and a total impairment loss of $17,794 thousand was recognized through measurement at the lower of carrying amount and fair value less costs to sell. The above equipment was disposed of in June 2014, and a loss of $4,862 thousand was recognized under discontinued operations.

  • (2) Disclosure of profit and loss, and cash flows from discontinued operations

The profit and loss, and cash flows from discontinued operations are summarized as follows:

Profit and loss from discontinued operations:
Operating revenue
Operating costs
Gross profit
Operating expenses
Other income and expenses
Loss from discontinued operations before
tax
Non-operating income and expenses
Loss on disposal of property, plant, and
equipment
Interest income
Finance costs
Others
Tax revenue
Loss from discontinued operations after tax
Gain (loss) on disposal of the assets from
discontinued operations
Loss recognized on measurement of fair
value less costs to sell of the assets from
discontinued operations before tax
Loss recognized on the disposal of the assets
from discontinued operations before tax
Tax revenue
For the Years Ended
December 31
2014
2013
$ 172,273
735,436
138,848
462,299
33,425
273,137
102,382
546,335
(1,727)
(3,800)
(70,684 )
(276,998)
(2,148 )
(25,083)
39
553
-
(51)
1,086
1,107
12,183
51,080
(59,524)
(249,392)
(17,794 )
-
(4,862 )
-
3,851
-
2014
$ 172,273
138,848
33,425
102,382
(1,727)
(70,684 )
(2,148 )
39
-
1,086
12,183
(59,524)
(17,794 )
(4,862 )
3,851

(Continued)

33

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Loss recognized on measurement of fair
value less costs to sell of the assets
disposed of from discontinued operations
after tax
Loss from discontinued operations after tax
Cash flows from (used in) discontinued
operations:
Net cash from operating activities
Net cash from investing activities
Net cash from financing activities
Net cash inflow (outflow)
For the Years Ended
December 31
2014
2013
(18,805 )
-
$(78,329)
(249,392 )
$ 78,566
(113,534 )
59,740
42,821
(9,684)
(8,576)
$
128,622
(79,289 )
2014
(18,805 )
$(78,329)
$ 78,566
59,740
(9,684)
$
128,622

(Concluded)

  • (3) Profit (loss) from discontinued operations attributable to owners of parent: Please refer to Note 6(w).

g. Investments accounted for using equity method

Investee Company
TNH
Taiwan Pelican Express Co., Ltd. (TPE)
Kbro Media Co., Ltd.
TVD Shopping Co., Ltd. (TVD Shopping)
Alliance Digital Tech Co., Ltd. (ADT)
2014.12.31
Amount
% of
Ownership
$ -
-
455,426
17.70
267,878
32.50
150,803
35.00
23,139
13.33
$
897,246
2013.12.31 2013.12.31
Amount
$ -
455,426
267,878
150,803
23,139
$
897,246
Amount % of
Ownership
1,566,952
409,142
284,748
-
28,514

49.90

17.70

32.50

-

19.23
2,289,356

The fair value of the investments accounted for using equity method measured at the closing price in the open market on the reporting date was as follows:

Investee Company
2014.12.31
TPE
$
846,339
Financial information on the Group’s associates was as follows:
2014.12.31
Total assets
$
3,827,703
Total liabilities
$
689,475
2013.12.31
1,140,278
2013.12.31

10,659,757

4,994,076

34

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Operating revenues
Profit
Other comprehensive income
Share of losses of associates accounted for
using equity method
For the Years Ended
December 31
2014
2013
$
2,814,459
5,438,800
$
69,377
17,845
$
250,030
(22,144)
$
(4,639)
(55,403)
2014
$
2,814,459
$
69,377
$
250,030
$
(4,639)

(1) TNH

TNH was established with the approval of the Taipei City Government and entered into “the Build-operate-transfer project of investment in Songshan Tobacco Plant culture park contract” (the “BOT contract”) with the Department of Cultural Affairs, Taipei City Government, in 2009. TNH began to operate in May 2013.

On January 22, 2014, the Board of Directors of TNH resolved to increase TNH’s capital by $345,000 thousand, divided into 34,500 thousand shares with a par value of $10 per share. TWM subscribed for the shares based on its proportion of the shareholding, which remained at 49.9%, and paid $172,155 thousand on January 27, 2014.

On February 21, 2014, TWM obtained control of TNH due to a change in the Board members of TNH, and therefore, TNH is included in the consolidated entities as a subsidiary. For the acquisition of subsidiaries, please refer to Note 6(h).

(2) TPE

In August 2012, momo, a subsidiary of TWM, acquired 20% of TPE.

As of December 2013, momo held 17.70% of TPE due to not subscribing for new shares and selling part of its shares when TPE went public. Momo still has significant influence on TPE due to two seats on the Board.

(3) Kbro Media Co., Ltd.

In August 2012, TFNM, a subsidiary of TWM, acquired 32.5% of Kbro Media Co., Ltd.

On December 26, 2012, Kbro Media Co., Ltd.’s Board of Directors resolved to increase Kbro Media Co., Ltd.’s capital by $660,000 thousand, divided into 66,000

35

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

thousand shares with a par value of $10 per share, with a record date of January 31, 2013. TFNM subscribed for the shares based on its proportion of the shareholding, which remains at 32.5%.

(4) TVD Shopping

In April 2014, momo acquired 35% of TVD Shopping.

(5) ADT

In November 2013, TWM acquired 19.23% of ADT.

In 2014, TWM held 13.33% of ADT due to not subscribing for new shares.

TWM holds less than 20% of ADT but still has significant influence on ADT due to a seat on the Board.

  • h. Subsidiaries and transactions with non-controlling interests

  • (1) Acquisition of subsidiaries

TWM obtained control of TNH due to the change in the members on the Board of TNH through the election on February 21, 2014. TWM’s shareholding remained at 49.9%. TNH mainly engages in real estate leasing and hotel business.

  • (a) Assets acquired and liabilities assumed
Current assets
Cash and cash equivalents

Others
Non-current assets
Service concession
Others
Current liabilities
Non-current liabilities
Long-term borrowings
Others
TNH
$ 1,193,252
79,777
7,460,415
5,656
(647,681)
(3,285,841)
(1,339,944)
$ 3,465,634

The Group’s shareholding of TNH was 49.9% before obtaining control of TNH, at which time the book value and fair value were equivalent. Therefore, the gain and loss arising from remeasurement were not significant.

36

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(b) Operating influences of combination

The Group’s share of operating revenue and net loss of TNH was $238,023 thousand and $13,229 thousand, respectively, for the period from February 21 to December 31, 2014. If the business combination had occurred at the beginning of the fiscal year, the pro forma operating revenue and net loss in the Group’s consolidated comprehensive income statement would have been $274,198 thousand and $32,425 thousand, respectively, for the year ended December 31, 2014. The pro forma revenue and net loss could not be regarded as the actual operating outcome on the basis that the business combination occurred at the beginning of the year and revenue and net loss were projected into the future.

(2) Disposal of subsidiaries

In September 2014, TT&T disposed of all of its ownership in TMB to Fubon Financial Holding Venture Co., Ltd., which caused a disposal loss of $168 thousand and the loss of control of TMB. Net cash inflow from the disposal of TMB was as follows:

Cash consideration received

Less: Cash and cash equivalents of TMB
Net cash inflow
$ 21,360
6,827
$ 14,533

(3) Transactions with non-controlling interests

(a) WMT disposed of part of its shareholding in momo in February and December 2014. Despite WMT’s non-proportional investment in momo’s increase in capital and the decrease in the shareholding in momo from 50.64% to 44.38%, WMT still maintains control of momo and therefore deemed it an equity transaction.

(i) Cash consideration received
Increase in non-controlling interests due to equity transaction
involving subsidiaries
Other adjustments
Capital surplus - difference between consideration and
carrying amounts of subsidiaries’ shares disposed of
(ii) Proceeds from capital injection
Increase in non-controlling interests due to equity transaction
involving subsidiaries
Other adjustments
Capital surplus - changes in equity of subsidiaries
$ 323,859
(229,995)
(7,899)
$ 85,965
$ 3,262,970
(2,688,317)
2,219
$ 576,872

37

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

  • (b)Due to non-proportional investment in an investee’s increase in capital in 2014 (Tong-An Investment Co., Ltd., TPE, Kuo Chi Investment Corp., and Fubon Financial Holding Venture Co., Ltd. participated in the capital increase), momo’s ownership percentage in Asian Crown decreased from 100% to 76.26%, and due to HK Fubon Multimedia’s non-proportional investment in FGE, its ownership percentage in FGE increased from 87.5% to 91.30%. The above transactions did not result in losing control of FGE, and therefore these were equity transactions.
Proceeds from capital injection
Increase in non-controlling interests due to equity transaction
involving subsidiaries
Capital surplus - changes in equity of subsidiaries
$ 249,830
(175,796)
$
74,034

Due to non-proportional investment in an investee’s increase in capital in 2013, momo’s ownership percentage in FGE increased from 80% to 87.5%. The change in momo’s ownership interest in FGE, which did not result in losing control of FGE, was an equity transaction, decreasing unappropriated retained earnings and increasing non-controlling interests by $22,015 thousand.

  • i. Property, plant and equipment

Movements of the cost, depreciation, and impairment of property, plant and equipment of the Group for the years ended December 31, 2014 and 2013, were as follows:

Cost:
Balance, January 1, 2014
Additions
Acquisition from combination
Reclassification
Disposals
Effect of deconsolidation of
subsidiaries
Effect of exchange rate changes
Balance, December 31, 2014
Balance, January 1, 2013
Additions
Reclassification
Disposals
Effect of exchange rate changes
Balance, December 31, 2013
Land
$ 8,675,595
1,717,927
-
(26,837)
-
-
-
$ 10,366,685
$ 6,735,900
-
1,939,695
-
-
$ 8,675,595
Buildings
4,961,737
2,061
-
(16,098)
-
-
-
4,947,700
4,145,550
748
815,439
-
-
4,961,737
Telecommunication
equipment and
machinery
73,940,408
282,376
-
10,814,268
(6,180,508)
-
6,588
78,863,132
70,234,280
284,480
9,386,062
(5,974,854)
10,440
73,940,408
Miscellaneous
equipment
6,049,561
408,312
10,232
677,283
(167,523 )
(1,463 )
2,891
6,979,293
5,540,378
504,004
411,398
(410,944 )
4,725
6,049,561
Construction
in progress
and equipment
to be inspected
3,162,832
12,465,544
-

(11,635,447)
(7,332)
-
-
3,985,597
4,060,086
11,662,533
(12,522,151)
(37,636)
-
3,162,832
Total
96,790,133
14,876,220
10,232
(186,831 )
(6,355,363 )
(1,463 )
9,479
105,142,407
90,716,194
12,451,765
30,443
(6,423,434 )
15,165
96,790,133

38

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Accumulated depreciation and
impairment:
Balance, January 1, 2014
Depreciation
Acquisition from combination
Reclassification
Disposals
Effect of deconsolidation of
subsidiaries
Effect of exchange rate changes
Balance, December 31, 2014
Balance, January 1, 2013
Depreciation
Reclassification
Disposals
Effect of exchange rate changes
Balance, December 31, 2013
Carrying amount:
Balance, December 31, 2014
Balance, December 31, 2013
Land
$ 83,426
-
-
-
-
-
-
$
83,426
$ 83,426
-
-
-
-
$
83,426
$ 10,283,259
$ 8,592,169
Buildings
1,260,526
144,045
-
(5,760)
-
-
-
1,398,811
1,127,005
138,216
(4,695)
-
-
1,260,526
3,548,889
3,701,211
Telecommunication
equipment and
machinery
48,470,898
8,659,533
-
(80,647)
(5,222,019)
-
3,221
51,830,986
45,302,209
7,795,085
-
(4,628,743)
2,347
48,470,898
27,032,146
25,469,510
Miscellaneous
equipment
3,989,482
914,638
835
15,095
(157,794 )
(1,257 )
1,866
4,762,865
3,465,876
830,711
(19,452 )
(289,112 )
1,459
3,989,482
2,216,428
2,060,079
Construction
in progress
and equipment
to be inspected
-
-
-
-
-
-
-
-
-
-
-
-
-
-
3,985,597
3,162,832
Total
53,804,332
9,718,216
835
(71,312 )
(5,379,813 )
(1,257 )
5,087
58,076,088
49,978,516
8,764,012
(24,147 )
(4,917,855 )
3,806
53,804,332
47,066,319
42,985,801
  • (1) The estimated useful lives, for the current and comparative years, of significant items of property, plant and equipment are as follows:

  • (a) Buildings

(a) Buildings
Primary buildings 20~55 years
Mechanical and electrical equipment 15 years
(b) Telecommunication equipment and machinery 2~20 years
(c) Miscellaneous equipment 2~20 years
  • (2) The non-cash investing activities of the Group for the years ended December 31, 2014 and 2013, were as follows:
Acquisition of property, plant and equipment
Changes in other payables
Changes in provisions
Cash paid for acquisition of property, plant
and equipment
For the Years Ended
December 31
2014
2013
$ 14,876,220
12,451,765
(1,215,3244)
(783,810)
(91,838)
(142,049)
$
13,569, 058
11,525,906

39

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

j. Investment property

Land:
Cost
Buildings:
Cost
Accumulated depreciation
Carrying amount
Total investment property
Fair value
Capitalization rate
2014.12.31
$
261,905
$ 137,465
45,162
$
92,303
$
354,208
$
1,113,847
1.06%~4.20%
2013.12.31
235,068
121,367
36,041
85,326
320,394
717,142

1.19%~3.12%

Properties were reclassified from property, plant and equipment to investment property since the properties were no longer used by the Group and it was decided to lease them to a third party.

Fair value of a property is determined through the income approach, comparative approach, and cost approach by an independent appraisal company.

k. Intangible assets

The cost, amortization, and impairment of intangible assets of the Group for the years ended December 31, 2014 and 2013, were as follows:

Cost:
Balance, January 1, 2014
Addition
Acquisition from
combination
Disposals
Adjustment and
reclassification
Effect of exchange rate
changes
Balance, December 31, 2014
Concessions
Concession
license
Service
concession
Goodwill
$ 39,291,000
- 15,845,930
-
419,832
-
-
7,460,415
-
-
-
-
-
(144,119 )
-
-
-
-
$ 39,291,000
7,736,128 15,845,930
Other intangible assets Other intangible assets Other intangible assets Others

5,107

-

-

-

-

110

5,217
Total
63,911,302
567,008
7,460,415
(3,357 )
175,215
941
72,111,524
Concession
license
Computer
software
2,020,208
147,170
-
(3,357 )
319,334
831
2,484,186
Customer
relationship
2,849,197
-
-
-
-
-
2,849,197
Operating
rights

1,382,000
-
-
-
-
-
1,382,000
Trademarks

2,517,860

6

-

-

-

-

2,517,866
$ 39,291,000
-
-
-
-
-
$ 39,291,000

40

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Balance, January 1, 2013
Addition
Deduction
Reclassification
Effect of exchange rate
changes
Balance, December 31, 2013
Amortization and
impairment:
Balance, January 1, 2014
Amortization
Disposals
Effect of exchange rate
changes
Balance, December 31, 2014
Balance, January 1, 2013
Amortization
Deduction
Effect of exchange rate
changes
Balance, December 31, 2013
Carrying amounts:
Balance, December 31, 2014
Balance, December 31, 2013
Concessions
Concession
license
Service
concession
$ 10,281,000
-
29,010,000
-
-
-
-
-
-
-
$ 39,291,000
-
$ 6,542,455
-
1,242,548
138,833
-
-
-
-
$ 7,785,003
138,833
$ 5,794,746
-
747,709
-
-
-
-
-
$
6,542,455
-
$ 31,505,997
7,597,295
$ 32,748,545
-
Goodwill
15,845,930

-

-

-

-
15,845,930

-
-
-

-

-

-

-

-

-

-
15,845,930
15,845,930
Other intangible assets Other intangible assets Other intangible assets Others

5,631

-

(739 )

-

215

5,107
Total
34,545,079
29,192,464
(52,718 )
224,939
1,538
63,911,302
9,074,031
1,871,429
(3,357 )
577
10,942,680
7,890,925
1,234,149
(51,651 )
608
9,074,031
61,168,844
54,837,271
Concession
license
Computer
software
1,664,031
181,894
(51,979 )
224,939
1,323
2,020,208
1,502,406
353,162
(3,357 )
467
1,852,678
1,232,525
321,025
(51,651 )
507
1,502,406
631,508
517,802
Customer
relationship
2,849,197
-
-
-
-
2,849,197
1,023,771
136,400
-
-
1,160,171
860,198
163,573
-
-
1,023,771
1,689,026
1,825,426
Operating
rights

1,382,000
-
-
-
-
1,382,000
-
-
-
-
-
-
-
-
-
-
1,382,000
1,382,000
Trademarks

2,517,290

570

-

-

-

2,517,860

579

199

-

-

778

400

179

-

-

579

2,517,088

2,517,281
$ 10,281,000
29,010,000
-
-
-
$ 39,291,000
$ 6,542,455
1,242,548
-
-

4,820

287

-

110

5,217

3,056

1,663

-

101

4,820

-

287
$ 7,785,003
$ 5,794,746
747,709
-
-
$
6,542,455
$ 31,505,997
$ 32,748,545

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

(1) 4G concession license 16 years and 4 months ~16 years and 7 months
(2) 3G concession license 13 years and 9 months
(3) Service concession 44 years and 1 months ~50 years
(4) Computer software 2~10 years
(5) Customer relationship 20 years
(6) Trademarks 10 years
(7) Others 1~3 years

(1) 4G concession license

TWM won the Mobile Broadband Spectrum frequency of 30 MHz x 2 for 4G service on October 30, 2013. The bid price was $29,010,000 thousand ($10,485,000 thousand

41

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

for 15 MHz x 2 in the 700 MHz frequency band and $18,525,000 thousand for 15 MHz x 2 in the 1800 MHz frequency band).

  • (2) Service concession

On January 15, 2009, TNH signed the BOT contract with the Department of Cultural Affairs, Taipei City Government. Under the BOT contract, TNH obtained the right to build and operate the development project on the location of old Songshan Tobacco Plant. The development concession premium of superficies is amortized on a straight-line basis during the contract period, and the construction costs are amortized on a straight-line basis from the completion date of the construction to the BOT contract expiry date.

(3) Customer relationship, trademarks, and operating rights

The Group measures the fair value of the acquired assets when acquisition occurs, and identifies the fair value and amortization periods of the intangible assets which conform to materiality and related standards. Although some of the intangible assets such as operating rights and trademarks have a legal useful life, which can be extended, the Group regards these assets as intangible assets with indefinite useful life.

  • (a) On April 17, 2007, TFN, TWM’s 100%-owned subsidiary, acquired more than 50% of the former Taiwan Fixed Network Co., Ltd. (the former TFN) through a public tender offer. TWM divided the former TFN and its subsidiaries into two cash-generating units: fixed network service and cable television business. Accordingly, customer relationship and operating rights are identified as major intangible assets.

  • (b) Taiwan United Communication Co., Ltd. (TUC) was merged into TFN on January 1, 2008. In September 2007, TUC, TWM’s 100%-owned subsidiary, acquired more than 50% of Taiwan Telecommunication Network Services Co., Ltd. (TTN) shares. TTN was merged into TFN on August 1, 2008. TWM measured the fair value of the acquired assets and viewed TTN’s ISP services as one cash-generating unit. Accordingly, customer relationship is identified as a major intangible asset.

  • (c) On September 1, 2010, TFNM, TWM’s 100%-owned subsidiary, acquired 55% of TKT. On August 12, 2011, TFNM acquired 45% of TKT. TWM measured the fair value of the acquired assets and viewed TKT’s wireless services as one cash-generating unit. Accordingly, trademarks and customer relationship are identified as major intangible assets.

42

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

  • (d) On July 13, 2011, WMT, TWM’s 100%-owned subsidiary, acquired more than 50% of momo. TWM measured the fair value of the acquired assets and viewed momo’s retail business as one cash-generating unit. Accordingly, trademarks are identified as major intangible assets.

(4) Goodwill

The carrying amounts of goodwill allocated to the above units were as follows:

Mobile communication service
Fixed network service
Cable television business
Retail business
2014.12.31
$ 7,238,758
357,970
3,269,636
4,979,566
$
15,845,930
2013.12.31
7,238,758
357,970
3,269,636
4,979,566
15,845,930

(5) Impairment of assets

In conformity with IAS 36 Impairment of Assets , the Group identified mobile communication service, fixed network service, the cable television business, and the retail business as the smallest identifiable units which can generate cash inflows independently.

The recoverable amounts of the operating assets and intangible assets were evaluated by business type, and the critical assumptions used for this evaluation were as follows:

(a) Mobile communication service

(i) Assumptions on cash flows

The five-year cash flow projections were estimated on the basis of previous experience, actual operating results, and the financial budget.

(ii) Assumptions on operating revenues

After taking changes in the telecom industry and competitive landscape into consideration, operating revenues were estimated on the basis of the projected changes in subscriber numbers, minutes of incoming and outgoing calls, and average revenue per minute.

(iii) Assumptions on operating costs and expenses

The estimates of activation commissions and customer retention costs were

43

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

based on the new customers obtained and existing customers maintained. The estimates of remaining costs and expenses were based on the cost drivers of each item.

  • (iv) Assumptions on discount rate

For the years ended December 31, 2014 and 2013, the discount rate used to calculate the asset recoverable amounts of TWM was 5.56% and 4.68%, respectively.

  • (b) Fixed network service

  • (i) Assumptions on cash flows

The five-year cash flow projections were made on the basis of previous experience, actual operating results, and the financial budget.

  • (ii) Assumptions on operating revenues

After taking into consideration the changes in the telecom industry and TWM’s growth of operations, the operating revenues were estimated based on the demand for the various types of data transmission and broadband volume.

  • (iii) Assumptions on operating costs and expenses

The estimates of operating costs and expenses were based on the cost drivers of each cost and expense.

  • (iv) Assumptions on discount rate

For the years ended December 31, 2014 and 2013, the discount rates were 6.17% and 5.31%, respectively, in calculating the asset recoverable amounts of TFN.

  • (c) Cable television business

  • (i) Assumptions on cash flows

The five-year cash flow projections were estimated on the basis of previous experience, actual operating results, and the financial budget.

  • (ii) Assumptions on operating revenues

After taking changes in the cable television industry and competitive landscape into consideration, operating revenues were estimated on the basis of the projected changes in subscriber numbers and average revenue per

44

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

subscriber.

  • (iii) Assumptions on operating costs and expenses

The estimates of cost of commissions, customer service costs, and bill processing costs were based on the projected changes in subscriber numbers. The estimates of remaining costs and expenses were based on the actual costs and expenses as a proportion of operating revenues.

  • (iv) Assumptions on discount rate

The discount rates used to calculate the asset recoverable amounts for each system operator ranged from 4.38% to 4.92% and from 8.28% to 8.38% for the years ended December 31, 2014 and 2013, respectively.

  • (d) Retail business

  • (i) Assumptions on cash flows

The five-year cash flow projections were estimated on the basis of previous experience, actual operating results, and the financial budget.

  • (ii) Assumptions on operating revenues

After taking into consideration the changes in the retail business industry and competitiveness of the market, the operating revenues were estimated based on the classification and the average price of commodities, and the degree of the contribution of the customers.

  • (iii) Assumptions on operating costs and expenses

The costs and expenses were based on the actual costs and expenses as a proportion of operating revenues.

  • (iv) Assumptions on discount rate

For the years ended December 31, 2014 and 2013, the discount rates in calculating the asset recoverable amounts were 15.55% and 7.29%, respectively.

Based on the key assumptions of each cash-generating unit, the Group’s management believes that the carrying amounts of these operating assets and intangible assets will not exceed their recoverable amounts even if there are any reasonable changes in the critical assumptions used to estimate recoverable amounts. Thus, there was no impairment of intangible assets for the years ended December 31, 2014 and 2013.

45

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

l. Other non-current assets
Long-term accounts receivable
Refundable deposits
Prepayments for equipment
Others
2014.12.31
$
4,717,815
579,457
78,501
513,047
$
5,888,820
2013.12.31
4,198,548
561,223
59,619
525,792
5,345,182

m.Short-term borrowings and short-term notes and bills payable


Unsecured loans-financial institutions
Short-term notes and bills payable
Less: Discount on short-term notes and bills
payable
Unsecured loans-financial institutions
Secured loans-financial institutions (related
parties)
Short-term notes and bills payable
Less: Discount on short-term notes and bills
payable
2014.12.31
Annual interest rate
Amount
0.83%~1.08% $ 18,900,000
0.868%~0.915% $ 5,600,000
(6,969)
$ 5,593,031
2013.12.31
Annual interest rate
Amount
0.83%~1.15% $ 30,500,000
6.3%~7.224%
105,813
$ 30,605,813
0.62%~0.72% $ 2,400,000
(3,029)
$ 2,396,971
Annual interest rate
0.83%~1.15%
6.3%~7.224%

0.62%~0.72%

For financial risk information of the Group, please refer to Note 6(ac); for the information on loans from related parties, please refer to Note 7; and for the information on time deposits pledged as collateral for bank loans and commitments, please refer to Note 8 and Table 2.

46

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

  • n. Advance receipts
Advance receipts
Advance receipts from customers
Deferred customer loyalty revenu~~es~~
Others
2014.12.31
$ 2,100,001
58,172
106,439
$ 2,264,612
2013.12.31
2,405,345
51,116
163,445
2,619,906
  • (1) In accordance with the NCC’s policy, TWM entered into a contract with First Commercial Bank Co., Ltd. which provided a performance guarantee for advance receipts from prepaid cards and electronic gift certificates amounting to $524,500 thousand and $11,609 thousand, respectively, as of December 31, 2014.

  • (2) In accordance with the NCC’s policy, TFN entered into a contract with First Commercial Bank Co., Ltd. which provided a performance guarantee for advance receipts from International Direct Dialing (IDD) calling cards amounting to $38 thousand as of December 31, 2014.

  • (3) In accordance with the NCC’s policy, cable television companies should provide a performance deposit based on a certain proportion of the advance receipts for a prepaid period. As of December 31, 2014, the cable television companies had provided $55,742 thousand as a performance deposit, classified as other non-current financial assets.

  • (4) In accordance with the Ministry of Economic Affairs’ policy, momo entered into a contract with First Commercial Bank Co., Ltd. which provided a performance guarantee for advance receipts from prepaid bonus amounting to $16,854 thousand as of December 31, 2014.

  • (5) In accordance with the NCC’s and the Ministry of Economic Affairs’ policies, TKT entered into a contract with Mega International Commercial Bank Co., Ltd. which provided a performance guarantee for advance receipts from prepaid music cards amounting to $1,447 thousand as of December 31, 2014.

  • o. Bonds payable

3rd domestic unsecured bonds
4th domestic unsecured bonds
2014.12.31
$ 8,996,692
5,797,601
$
14,794,293
2013.12.31
8,995,936
5,796,711
14,792,647

47

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(1) 3rd domestic unsecured bonds

On December 20, 2012, TWM authorized Hua Nan Commercial Bank as a trustee to issue $9,000,000 thousand of seven-year 3rd domestic unsecured bonds, each having a face value of $10,000 thousand and a coupon rate of 1.34% per annum, with simple interest due annually. Repayment will be made in the sixth and seventh years with equal installments, i.e., $4,500,000 thousand. As of December 31, 2014, the amount of unamortized bond issue cost was $3,308 thousand.

Future repayments of the above-mentioned corporate bonds are as follows:

Future repayments of the above-mentioned corporate bonds are as follows:
Year
2018
2019
Amount
$ 4,500,000
4,500,000
$9,000,000

(2) 4th domestic unsecured bonds

On April 25, 2013, TWM authorized Hua Nan Commercial Bank as a trustee to issue $5,800,000 thousand of five-year 4th domestic unsecured bonds, each having a face value of $10,000 thousand and a coupon rate of 1.29% per annum, with simple interest due annually. Repayment will be made in the fourth and fifth years with equal installments, i.e., $2,900,000 thousand. As of December 31, 2014, the amount of unamortized bond issue cost was $2,399 thousand.

Future repayments of the above-mentioned corporate bonds are as follows:

Year
2017
2018
Amount
$ 2,900,000
2,900,000
$5,800,000

p. Long-term borrowings

Unsecured loans-financial institutions
Secured loans-financial institutions
Less: current portion
2014.12.31 2014.12.31
Annual interest rate
1.05%~1.095%
2.2526%
1.05%~2.2526%

Amount
$ 12,000,000
3,390,544
(2,208,218)
$
13,182,326

48

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Unsecured loans-financial institutions
Less: current portion
2013.12.31
Annual interest rate
Amount
1.05% $ 3,000,000
(1,000,000)
$ 2,000,000
Annual interest rate
1.05%

(1) Unsecured loans

TWM obtained credit facilities from banks for mid-term operating capital. The facilities will last 2 years from the date of drawing, and the interest will be paid quarterly. The credit facilities are subject to covenants regarding debt ratio and interest protection multiples during the facility period.

(2) Secured loans

On January 22, 2010, TNH entered into a syndicated loan agreement with Bank of Taiwan, Taipei Fubon Bank, etc., nine banks in total, for the investment under the BOT contract. The aggregate credit and guarantee amount were up to $3,565,000 thousand for 7 years, including the grace period of 4 years. TWM would pay interest monthly. In accordance with the contract, the financial covenants regarding the current ratio, equity ratio, and interest protection multiples must be complied with during the facility period. TNH has pledged the property of the BOT contract and its superficies as collateral; please refer to Note 8.

q. Provisions

Restoration
Warranties
Decommissioning
Current
Non-current
2014.12.31
$ 1,105,662
62,524
63,246
$
1,231,432
$ 217,083
1,014,349
$
1,231,432
2013.12.31

1,021,896

52,059

-

1,073,955

193,886

880,069
1,073,955

49

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Balance, January 1, 2014
Provision
Acquisition from combination
Reversal
Unwinding of discount
Payment
Balance, December 31, 2014
Balance, January 1, 2013
Provision
Reversal
Unwinding of discount
Payment
Balance, December 31, 2013
Restoration
$ 1,021,896
109,076
-
(22,084)
13,092
(16,318)
$
1,105,662
$ 875,805
175,766
(23,589)
14,261
(20,347)
$
1,021,896
Warranties

52,059
102,395
-
(34,841 )
-
(57,089 )
62,524
-
91,050
-
-
(38,991 )
52,059
Decommis-
sioning
-
36,819
25,494
-
933

-

63,246
-
-
-
-

-

-
Total
1,073,955
248,290
25,494
(56,925)
14,025
(73,407)
1,231,432
875,805
266,816
(23,589)
14,261
(59,338)
1,073,955

r. Other non-current liabilities

Construction retainage payable
Concession payable
Less: Discounts on concession payable
Others
2014.12.31
$ 95,465
950,325
(131,923)
19,744
**$ 933,611 **
2013.12.31

-
-

-
19,744
19,744

Concession payable is the development concession from the BOT contract between the Department of Cultural Affairs and TNH; please refer to Note 9(b).

s. Operating lease

  • (1) Lessee

Non-cancellable rentals payable of operating leases are as follows:

Less than one year
Between one and five years
More than five years
2014.12.31
$ 2,989,343
4,823,342
102,907
$ 7,915,592
2013.12.31
2,920,143
5,403,480
123,538
8,447,161

50

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

The Group leases offices, maintenance centers, stores, base transceiver stations, machine rooms, etc., under operating leases. The leases typically run for a period of 1 to 5 years, with an option to renew the lease.

As of December 31, 2014 and 2013, the Group anticipated it would receive total future minimum sublease payments under the non-cancellable sublease contracts in the amount of $9,058 thousand and $9,930 thousand, respectively.

The payment of leases and subleases, recognized as gains or losses, was as follows:

Minimum lease payment
Sublease payment
For the Years Ended
December 31
For the Years Ended
December 31
2014
$ 3,437,000
(3,499)
$ 3,433,501
2013
3,316,424
(3,263)
3,313,161

(2) Lessor

The Group leases out investment properties under operating leases. The future minimum lease payment receivables under non-cancellable leases are as follows:

Less than one year
Between one and five years
2014.12.31
$ 15,232
14,866
$
30,098
2013.12.31
20,036
22,220
42,256

t. Employee benefits

(1) Defined benefit plan

The present value of the defined benefit obligations and fair value of plan assets are as follows:

Present value of defined benefit obligations
Fair value of plan assets
Unfunded defined benefit obligation
Unrecognized prior service cost
Accrued pension liability
2014.12.31
$ 881,719
(744,937 )
136,782
(14,359 )
$ 122,423
2013.12.31

851,574

(720,010)

131,564

(16,101)

115,463

51

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

The Group established the pension fund account for the defined benefit plan in Bank of Taiwan. The plan, under the Labor Standards Law, provides benefits based on an employee’s length of service and average monthly salary for six-month period prior to retirement.

(a) Composition of plan assets

According to the “Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund”, with regard to the utilization of the Fund, its minimum earnings in the annual distributions shall be no less than the earnings attainable from two-year time deposits with the interest rates offered by local banks.

The information related to the pension fund includes the asset allocation and yield of the fund. Please refer to the information published on the website of the Council of Labor Affairs.

  • (b) Movements in present value of the defined benefit obligations

The movements in present value of defined benefit obligations for the years ended December 31, 2014 and 2013, were as follows:

Defined benefit obligation, January 1
Benefits unpaid by the plan
Current service costs
Interest cost
Actuarial losses (gains)
Defined benefit obligation, December 31
For the Years Ended
December 31
2014
2013
$ 851,574
851,210
(14,372 )
(10,805)
2,626
3,295
16,032
12,802
25,859
(4,928)
$ 881,719
851,574
2014
$ 851,574
(14,372 )
2,626
16,032
25,859
$ 881,719

(c) Movements of defined benefit plan assets

The movements in the present value of the defined benefit plan assets for the years ended December 31, 2014 and 2013, were as follows:

52

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Fair value of plan assets, January 1
Contributions made
Benefits paid by the plan
Expected return on plan assets
Actuarial gains (losses)
Fair value of plan assets, December 31
For the Years Ended
December 31
2014
2013
$ 720,010
717,130
22,195
4,655
(14,372 )
(10,805)
14,452
13,398
2,652
(4,368)
$ 744,937
720,010
  • (d) Expenses recognized in profit or loss

The expenses recognized in profit or loss for the years ended December 31, 2014 and 2013, were as follows:

Current service costs
Interest cost
Past service costs
Expected return on plan assets
Actual return on plan assets
For the Years Ended
December 31
2014
2013
$ 2,626
3,295
16,032
12,802
1,742
1,742
(14,452)
(13,398)
$
5,948
4,441
$
17,103
9,033
2014
$ 2,626
16,032
1,742
(14,452)
$
5,948
$
17,103
  • (e) The pre-tax actuarial gains (losses) recognized in other comprehensive income

The Group’s pre-tax actuarial gains and losses recognized in other comprehensive income for the years ended December 31, 2014 and 2013, were as follows:

Cumulative amount, January 1
Recognized during the period
Cumulative amount, December 31
For the Years Ended
December 31
2014
2013
$ (42,725 )
(43,285)
(23,207)
560
$
(65,932)
(42,725)
2014
$ (42,725 )
(23,207)
$
(65,932)

53

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(f) Actuarial assumptions

The following are the principal actuarial assumptions at the measurement date:

Discount rate
Expected return on plan assets
Long-term average adjustment rate of salary
2014.12.31
1.875%~2.125%
1.75%~2.00%
2.50%~3.00%
2013.12.31

1.875%
1.75%~2.00%
2.50%~3.00%

The expected rate of return of plan assets is based on the portfolio as a whole and not on the sum of the returns on individual asset categories. The return is based exclusively on historical returns, without adjustments.

The Group expected $27,041 thousand in contributions to be paid to its benefit plans within a year of the December 31, 2014, reporting date.

(g) Historical information

Present value of the defined benefit
obligation
Fair value of plan assets
Deficit in the plan
Experience adjustments arising on
plan liabilities
Experience adjustments arising on
plan assets
2014.12.31 2013.12.31 2012.12.31
$
$
$
$ 2,652

(2) Defined contribution plans

The Group contributed 6% of each employee’s monthly wages to a labor pension personal account at the Bureau of Labor Insurance in accordance with the provisions of the Labor Pension Act. The Group contributed a fixed amount to the Bureau of Labor Insurance without additional legal or constructive obligations.

The Group’s contribution to the pension plan amounted to $257,572 thousand and $245,044 thousand for the years ended December 31, 2014 and 2013, respectively.

54

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

u. Income tax from continuing operations

(1) Income tax expense recognized in profits or losses

For the Years Ended For the Years Ended
December 31
2014 2013
Current income tax expense
Current period $ 2,868,296 2,685,164
Prior years’ adjustment on current income tax 230,781 38,459
3,099,077 2,723,623
Deferred income tax expense
Current period 298,266 628,217
Reversal of temporary difference (163,700) -
134,566 628,217
Income tax expense $ 3,233,643 3,351,840
Income tax recognized in other comprehensive income
For the Years Ended
**December 31 **
2014 2013
Deferred income tax expense (income)
Defined benefit plan actuarial gains and losses $ (3,945 ) 95

(2) Income tax recognized in other comprehensive income

(3) The reconciliation of profit before tax to income tax expense was as follows:

Profit before tax
Income tax expense at domestic statutory tax rate
Effect of different tax rates on the Group entities
Temporary differences
Deferred income taxes
Investment tax credit
Unrecognized loss carryforwards
Prior years’ adjustment
Others
For the Years Ended
December 31
2014
2013
$ 18,865,077
19,419,013
3,207,063
3,301,232
(19,537)
(19,694)
(314,915 )
(672,325)
134.566
628,217
(48,001 )
-
56,442
59,336
230,781
38,459
(12,756 )
16,615
$
3,233,643
3,351,840
2014
$ 18,865,077
3,207,063
(19,537)
(314,915 )
134.566
(48,001 )
56,442
230,781
(12,756 )
$
3,233,643

55

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

  • (4) Deferred tax assets and liabilities

  • (a)Unrecognized deferred tax assets items

Loss carry-forwards
Impairment loss on financial assets
2014.12.31
$ 1,351,696
1,208,366
$
2,560,062
2013.12.31
799,999
1,208,366
2,008,365

As of December 31, 2014, the Group had not recognized the prior years’ loss carry-forwards as deferred tax assets. The expiry years are as follows:

Remaining Creditable Amount
$ 121,341
284,415
311,895
290,718
47,142
94,017
50,934
118,808
32,426
$
1,351,696
**Expiry Year **
2016
2017
2018
2019
2020
2021
2022
2023
2024

(b) Recognized deferred tax assets and liabilities

Changes in the amount of deferred tax assets and liabilities for the years ended December 31, 2014 and 2013, were as follows:

Deferred Tax Assets :

Balance, January 1 ,2014
Recognized in profit or loss
Recognized in other
comprehensive income
Balance, December 31, 2014
Balance, January 1 ,2013
Recognized in profit or loss
Recognized in other
comprehensive income
Balance, December 31, 2013
Property,
Plant and
Equipment
$ 772,621
(69,049)
-
$
703,572
$ 889,773
(117,152)
-
$
772,621
Accrued
Pension
Liabilities
44,257
391
3,623
48,271
44,181
262
(186 )
44,257
Others
107,698
23,191
-
130,889
138,890
(31.192 )
-
107,698
Total
924,576
(45,467)
3,623
882,732
1,072,844
(148,082)
(186)
924,576

56

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Deferred Tax Liabilities:

Balance, January 1, 2014
Recognized in profit or loss
Recognized in other
comprehensive income
Balance, December 31, 2014
Balance, January 1, 2013
Recognized in profit or loss
Recognized in other
comprehensive income
Balance, December 31, 2013
Accounts
Receivable
Intangible
Assets
719,585
(102,176)
-
617,409
594,229
125,356
-
719,585
Accrued
Pension
Liabilities
Others
$ 1,855,071
182,315
-
$ 2,037,386
$ 1,487,266
367,805
-
$ 1,855,071 20,360 4,775

Integrated income tax information was as follows:

Integrated income tax information was as follows:
Balance of the Group’s imputation credit account (ICA) 2014.12.31
$
1,234,356
2013.12.31
1,312,654

As of December 31, 2014, there were no unappropriated earnings generated before 1997. The estimated tax creditable ratio for 2014 and actual tax creditable ratio for 2013 were 16.09% and 14.14%, respectively, based on Decree No. 10204562810 announced on October 17, 2013, by the Ministry of Finance of the Republic of China. Under the Integrated Income Tax System, ROC resident shareholders are allowed a tax credit for the income tax paid by TWM. An imputation credit account (ICA) is maintained by TWM for such income tax, and a tax credit is allocated to each shareholder. Actual allocation of the imputation credit account is based on the balance on the date of dividend distribution. Therefore, the estimated tax creditable ratio may differ from the actual tax creditable ratio for the 2014 earnings appropriation.

The latest years for which income tax returns have been examined and cleared by the tax authorities were as follows:

TWM
TCC
WMT
GWMT
GFMT
TDC
TDS (established on April 2, 2013)
TCCI
TID
Year
2012
2012
2012
2012
2012
2012
-
2012
2012

57

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

TFN
TT&T
TUI
WTVB
TFNM
UCTV
YJCTV
MCTV
PCTV
GCTV
TKT
momo
FST
FLI
FPI
TNH
Year
2012
2013
2012
2012
2012
2011
2012
2012
2012
2012
2012
2012
2012
2012
2012
2012

TWM’s income tax returns for the years up to 2012 have been examined by the tax authorities. TWM disagreed with the examination results of the income tax returns for 2011 and 2012 and requested reexaminations.

TFN’s income tax returns up to 2012 have been examined by the tax authorities. TFN disagreed with the examination results of the income tax return for 2010 and 2011 and requested reexaminations. The tax authorities approved TFN’s application for correction for 2011.

TFNM’s income tax returns up to 2012 have been examined by the tax authorities. TFNM disagreed with the examination results of the income tax return for 2008 and requested a reexamination.

  • v. Capital and other equity

  • (1) Ordinary shares

As of December 31, 2014, TWM had authorized 6,000,000 thousand ordinary shares, with 3,420,833 thousand shares outstanding (par value $10).

  • (2) Capital surplus
Additional paid-in capital from convertible
corporate bonds
Treasury share transactions
2014.12.31
$ 8,775,820
5,159,704
2013.12.31

8,775,820
3,639,301

(Continued)

58

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Difference between consideration and carrying
amount of subsidiaries’ shares disposed of
Changes in equity of subsidiaries
Changes in equity of associates accounted for
using equity method
Others
2014.12.31
85,965
652,219
26,705
15,417
$
14,715,830
2013.12.31
-
1,313
25,040
15,417

12,456,891
(Concluded)

Under the Company Act, capital surplus generated from the excess of the issue price over the par value of capital stock, including the stock issued for new capital, the conversion premium from convertible corporate bonds, the difference between consideration and carrying amount of subsidiaries’ shares acquired or disposed of, and treasury share transactions, may be applied to cover a deficit, or be transferred to capital as stock dividends, or be distributed as cash dividends when there is no deficit, and this transfer is restricted to a certain percentage of the paid-in capital. The capital surplus arising from changes in equity of subsidiaries could be applied to cover a deficit.

(3) Legal reserve

According to the Company Act, a company shall first set aside ten percent of its income after taxes as legal reserve until it equals the paid-in capital. After offsetting any deficit, the legal reserve may be transferred to capital and distributed as stock dividends or distributed as cash dividends for the amount in excess of 25% of the paid-in capital pursuant to a resolution adopted by the shareholders’ meeting.

  • (4) Appropriation of earnings and dividend policy

TWM’s articles of incorporation provide that, in the event that TWM, according to the financial report, earns profits in a fiscal year, such profits shall first be applied to pay the applicable taxes, recover losses, set aside legal reserve pursuant to laws and regulations, and set aside or reverse a special reserve in accordance with the law or to satisfy the business needs of TWM. Any balance left over shall be applied to the following items:

  • (a) Remuneration to directors, not exceeding 0.3%;

  • (b) Employee bonuses in the sum of 1% to 3%;

  • (c) The remaining balance and any unappropriated earnings of the previous fiscal

59

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

years shall be distributed to the shareholders as dividends in accordance with resolutions of the shareholders’ meetings.

TWM adopts a dividend distribution policy whereby only surplus profits of TWM shall be distributed to shareholders. That is, after setting aside amounts for retained earnings based on TWM’s capital budget plan, the residual profits shall be distributed as cash dividends. The value of stock dividends in a particular year shall not be more than 80% of the value of dividends distributed for that year. The amount of the distributable dividends, the forms in which dividends shall be distributed, and the ratio thereof shall depend on the actual profit and cash positions of TWM and shall be approved by resolutions of the Board, who shall, upon such approval, recommend the same to the shareholders for approval by resolution at the shareholders’ meetings.

TWM distributes and reverses special reserve in accordance with Decree No. 1010012865, Decree No. 1010047490, and “The Q&A for special reserve recognition after adopting IFRS” announced by the FSC. The special reserve appropriation will be reversed as distributable retained earnings to the extent that the net debit balance of the other shareholders’ equity reverses.

The appropriation of earnings should be resolved by the shareholders’ meeting and recognized in the financial statements in the following year.

TWM’s estimated bonuses to employees and estimated remuneration to directors are accrued by a certain percentage of the net income. TWM’s estimated bonuses to employees amounted to $396,057 thousand and $420,753 thousand for the years ended December 31, 2014 and 2013, respectively, and estimated remuneration to directors amounted to $33,846 thousand and $42,075 thousand for the years ended December 31, 2014 and 2013, respectively. The significant difference between annual accruals and the amount approved by the Board of Directors shall be adjusted in the current year. If the Board of Directors’ approval differs from the amount ratified at the annual general shareholders’ meeting (AGM), the difference will be treated as a change in accounting estimate and will be adjusted in profit and losses in the year of the AGM. If employee bonuses are paid in the form of company shares, the number of employee bonus shares shall be derived by dividing the approved bonus amount by the closing price one day prior to the AGM, adjusted for cash and/or stock dividends, if any.

The 2013 and 2012 earnings appropriations resolved by the AGM on June 12, 2014, and June 21, 2013, were as follows:

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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Appropriation of legal reserve
Cash dividends
Appropriation of Earnings
For Fiscal
Year 2012
1,469,160
14,526,578
15,995,738
Dividendper Share(NT$)
For Fiscal
Year 2013
$ 2,275,622
15,064,599
$
17,340,221
For Fiscal
Year 2013
5.6
For Fiscal
Year 2012
5.4

The cash dividends of $5.4 per share mentioned above were distributed from unappropriated earnings. In addition, the Board of Directors resolved another cash appropriation from legal reserve amounting to $269,010 thousand, that is, $0.1 per share. Total appropriation distributed was $5.5 per share for 2012.

The AGM on June 12, 2014, and June 21, 2013, resolved to distribute bonuses to employees amounting to $420,753 thousand and $396,673 thousand, respectively, and remuneration to directors amounting to $42,075 thousand and $39,667 thousand, respectively, for the years ended December 31, 2013 and 2012. There were no differences between the above actual distributions and the amounts recognized in the financial statements for 2013 and 2012.

TWM’s appropriation of the earnings, bonus to employees, and remuneration to directors for 2014 is awaiting a proposal by the Board of Directors and approval at the AGM.

Information on the appropriation of the earnings, bonus to employees, and remuneration to directors is available on the Market Observation Post System website of the Taiwan Stock Exchange.

(5) Other equity interests

Balance, January 1, 2014
Exchange differences on translation
Changes in fair value of
available-for-sale financial assets
Changes in other comprehensive
income of associates accounted for
using equity method
Balance, December 31, 2014
Exchange
Differences on
Translation
$ 24,948
6,487
-

(141)
$
31,294
Unrealized Gain (Loss)
on Available-for-sale
Financial Assets
387,734
-
(741,210)
19,196
(334,280)
Total
412,682
6,487
(741,210)
19,055
(302,986)

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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Balance, January 1, 2013
Exchange differences on translation
Changes in fair value of
available-for-sale financial assets
Changes in other comprehensive
income of associates accounted for
using equity method
Balance, December 31, 2013
Exchange
Differences on
Translation
$ 25,483
(708)
-

173
$
24,948
Unrealized Gain (Loss)
on Available-for-sale
Financial Assets
314,543
-
75,223
(2,032)
387,734
Total
340,026
(708)
75,223
(1,859)
412,682

(6) Treasury shares

TID disposed of 31,974 thousand shares of TWM for $2,970,389 thousand in October 2014. TWM recognized “capital surplus – treasury share transactions” in the amount of $1,520,403 thousand.

As of December 31, 2014 and 2013, TWM’s stock held by TCCI, TUI and TID (all are subsidiaries 100% owned by TWM) was 698,752 thousand shares and 730,726 thousand shares, respectively, and the carrying and market values were $73,019,542 thousand and $70,368,899 thousand, respectively. Since the shares held by subsidiaries are regarded as treasury shares, TWM recognized $29,717,344 thousand and $31,077,183 thousand, respectively, as treasury shares. Although these shares are treated as treasury shares in the financial statements, the shareholders are entitled to excise their rights over these shares, except for participation in capital injection by cash. In addition, based on the ROC Company Act, subsidiaries with over 50% shareholding by TWM cannot exercise the voting rights over their treasury shares.

(7) Non-controlling interests

Beginning balance
Portion attributable to non-controlling interests
Profit
Unrealized gains (losses) on
available-for-sale financial assets
Exchange differences on translation
Actuarial gains (losses) on defined benefit
plans
For the Years Ended
December 31
2014
2013
$ 1,086,747
1,072,204
547,677
234,334
5,657
(20,441)
7,769
1,011
(941 )
1,446
2014
$ 1,086,747
547,677
5,657
7,769
(941 )

(Continued)

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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Tax expense (income) on defined benefit plans
Changes in capital surplus of associates
accounted for using equity method
Disposal of partial ownership interests in
subsidiaries
Adjustments arising from changes in
percentage of ownership of
subsidiaries
Cash dividends from subsidiaries paid to
non-controlling interests
Increase in non-controlling interests
Ending balance
For the Years Ended
December 31
2014
2013
160
(246)
(258 )
24,410
229,995
-
2,864,113
22,015
(224,481 )
(247,986)
1,736,460
-
6,252,898
1,086,747
(Concluded)
2014
160
(258 )
229,995
2,864,113
(224,481 )
1,736,460
6,252,898
$

w. Earnings per share

The calculations of the basic and diluted EPS were as follows:

Basic EPS
Profit from continuing operations attributable
to owners of parent
Loss from discontinued operations attributable
to owners of parent
Profit attributable to owners of parent
Diluted EPS
Profit from continuing operations attributable
to owners of parent
Effect of potential dilutive ordinary shares:
Effect of employees’ bonuses
Profit from continuing operations attributable
to owners of parent
Loss from discontinued operations attributable
to owners of parent
Profit attributable to owners of parent
(adjusted for potential effect of dilutive
ordinary shares)
For the Year Ended
December 31, 2014
For the Year Ended
December 31, 2014
EPS
$ 5.57
(0.01)
$
5.56
$ 5.56
(0.01)
$
5.55
Amount after
income tax
$ 15,044,537
(39,109)
$
15,005,428
$ 15,044,537
-
$ 15,044,537
(39,109)
$
15,005,428
Weighted-average
number of
ordinary shares
2,697,728
2,697,728
2,697,728
2,697,728
5,792
2,703,520
2,703,520
**2,703,520 **

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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Basic EPS
Profit from continuing operations attributable
to owners of parent
Loss from discontinued operations attributable
to owners of parent
Profit attributable to owners of parent
Diluted EPS
Profit from continuing operations attributable
to owners of parent
Effect of potential dilutive ordinary shares:
Effect of employees’ bonuses
Profit from continuing operations attributable
to owners of parent
Loss from discontinued operations attributable
to owners of parent
Profit attributable to owners of parent
(adjusted for potential effect of dilutive
ordinary shares)
For the Year Ended
December 31, 2013
EPS
$ 5.84
(0.05)
$
5.79
$ 5.83
(0.05)
$
5.78
Amount after
income tax
$ 15,709,729
(126,282)
$
15,583,447
$ 15,709,729
-
$ 15,709,729
(126,282)
$
15,583,447
Weighted-average
number of
ordinary shares
2,690,107
2,690,107
2,690,107
2,690,107
6,106
2,696,213
2,696,213
**2,696,213 **

If TWM may settle the bonus to employees by cash or shares, TWM should presume that the entire amount of the bonus will be settled in shares, and the potential share dilution should be included in the weighted-average number of shares outstanding used in the calculation of diluted EPS if the shares have a dilutive effect. In the calculation of diluted EPS, the number of outstanding shares is derived by dividing the entire amount of the bonus by the closing price of the shares at the reporting date. Such potential dilutive effect should be taken into consideration in the calculation of diluted EPS until the shareholders resolve the actual number of shares to be distributed to employees at the AGM of the following year.

64

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

  • x. Operating revenues from continuing operations

The Group’s operating revenues were as follows:

Telecommunication service
Sales revenue
Cable TV and broadband
Other operating revenues
For the Years Ended
December 31
For the Years Ended
December 31
2014
$ 58,374,045
44,752,181
6,199,530
3,298,123
$ 112,623,879
2013

59,591,951

40,473,850

5,993,284

2,348,846

108,407,931
  • y.Other income and expenses from continuing operations

The Group’s other income and expenses were as follows:

Police inquiry
Government subsidy
Others
For the Years Ended
December 31
For the Years Ended
December 31
2014
$ 24,217
34,900
50,994
$
110,111
2013

32,679

3,762

26,702

63,143
  • z. Non-operating income and expenses from continuing operations

  • (1) Other income

The Group’s other income was as follows:

Interest income
Dividend income
Rent income
Other income
For the Years ended
December 31
For the Years ended
December 31
2014
$ 94,953
22,803
33,493
389,781
$
541,030
2013
94,470
24,246
33,559
4,073
156,348

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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(2) Other gains and losses, net

The Group’s other gains and losses were as follows:

Gain on disposal of non-current assets held for sale
Loss on disposal of property, plant and equipment
Foreign exchange gains
Gain (loss) on disposal of investments
Gain on disposal of investments accounted for
using equity method
Others
For the Years ended
December 31
2014
2013
$ 158,568
-
(967,546 )
(1,370,455)
39,657
16,393
(168 )
4,046
-
5,874
(10,706 )
(12,303)
$
(780,195 )
**(1,356,445) **
2014
$ 158,568
(967,546 )
39,657
(168 )
-
(10,706 )
$
(780,195 )

(3) Finance costs

The Group’s finance costs were as follows:

Interest expense
Bank loans
Corporate bonds
Others
Less: capitalized interest
Capitalization rates were as follows:
Capitalization rates
For the Years ended
December 31
2014
2013
$ 389,366
109,744
197,066
274,442
28,547
37,390
614,979
421,576
(13,145 )
(24,254 )
$
601,834
397,322
For the Years ended
December 31
2014
2013
1.20%~1.36%
1.24%~1.60%
2014
1.20%~1.36%

aa. Capital management

The Group manages its capital to maintain a healthy capital base, to meet the minimal paid-in capital required by the competent authority, and to optimize the balance of

66

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

liabilities and equity in order to maximize shareholders’ return. By periodically reviewing and measuring relative cost, risk, and rate of return to ensure profit and maintain financial ratios, the Group may adopt various financing approaches to balance its capital structure in order to meet the demands for capital expenditures, working capital, settlements of liabilities, and dividend payments in the future.

  • ab. Financial instruments

  • (1) Categories of financial instruments

Financial assets

Available-for-sale financial assets (including
current and non-current portions)
Held-to-maturity financial assets
Financial assets carried at cost
Loans and receivables:
Cash and cash equivalents
Receivables (including current and non-current
portions)
Debt instrument investment without active
market
Other financial assets (including current and
non-current portions)
Refundable deposits
Subtotal
Total

Financial liabilities

Financial liabilities
Short-term borrowings
Short-term notes and bills payable
Payables (including current and non-current
portions)
Bonds payable
Long-term borrowings (including current portion)
Guarantee deposits
Total
2014.12.31
$ 18,900,000
5,593,031
21,086,502
14,794,293
15,390,544
820,504
$
76,584,874
2013.12.31
30,605,813
2,396,971
18,801,314
14,792,647
3,000,000
818,386
70,415,131

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(2) Credit risk

The maximum credit risk exposure of the Group’s financial instruments is equal to the carrying amount.

(3) Liquidity risk

The Group’s working capital is sufficient to meet the cash flow demand; therefore, liquidity risk is not considered to be significant.

The table below summarizes the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments, but not including the financial liabilities whose carrying amounts approximate contractual cash flows.

2014.12.31
Unsecured loans
Secured loans
Short-term notes
and bills payable
Bonds payable
2013.12.31
Unsecured loans
Secured loans
Short-term notes
and bills payable
Bonds payable
Carrying
amount
$ 30,900,000
3,390,544
5,593,031
14,794,293
$
54,677,868
$ 33,500,000
105,813
2,396,971
14,792,647
$
50,795,431
Contractual
cash flows
Within 1year 1~5years More than
5years
31,109,636
3,395,000
5,600,000
15,604,570
21,063,203
210,000
5,600,000
195,420
10,046,433
3,185,000

-
15,409,150
-
-
-
-
55,709,206 27,068,623 28,640,583 -
33,623,454
111,349
2,400,000
15,799,990
31,607,747
111,349
2,400,000
195,420
2,015,707
-

-
11,044,270
-
-
-
4,560,300
51,934,793 34,314,516 13,059,977 4,560,300
  • (4) Exchange rate risk

(a) Exposure to exchange rate risk

The Group’s financial assets and liabilities exposed to exchange rate risk were as follows:

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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Financial
Assets
2014.12.31 NTD
448,986
1,828,259
173
17,828
16,062
95,963
578,380
1,240
17,218
548
-
2013.12.31
Foreign
currency
Exchange
rate
Foreign
currency
Exchange
rate
NTD
$ 88,102
57,656
652
4,362
416
18,835
18,240
4,683
4,213
14
-
5.095
31.71
0.2647
4.087
38.57
5.095
31.71
0.2647
4.087
38.57
49.25
27,917
33,167
110
3,394
870
37,460
4,187
5,280
6,712
10
6

4.926

29.90

0.2838

3.856

41.14

4.926

29.90

0.2838

3.856

41.14

49.33

137,521

991,719

31

13,087

35,820

184,532

125,213

1,499

25,882

431

321
RMB
USD
JPY
HKD
EUR
Financial
Liabilities
RMB
USD
JPY
HKD
EUR
GBP

(b) Sensitivity analysis

The Group’s exchange rate risk comes mainly from conversion gains and losses of accounts measured in foreign currencies such as cash and cash equivalents, available-for-sale financial assets, accounts receivable, other receivables, other financial assets, refundable deposits, short-term borrowings, accounts payable, other payables, guarantee deposits, etc. If the NTD, when compared with the RMB, USD, JPY, HKD, EUR, and GBP, had depreciated 5% (with other factors remaining constant on the reporting date and with analyses of the two periods on the same basis), profit would have increased by $80,789 thousand and by $42,022 thousand for the years ended December 31, 2014 and 2013, respectively.

(5) Interest rate analysis

The balances of the Group’s financial instruments exposed to interest rate risk were as follows:

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TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Fair value interest rate risk
Financial assets
Financial liabilities
Cash flow interest rate risk
Financial assets
Financial liabilities
Carrying amount Carrying amount
2014.12.31
$ 8,530,060
51,287,324
$ 2,472,715
3,390,544
2013.12.31
6,982,121
50,689,618
2,177,000
105,813

The following sensitivity analysis is based on the exposure to interest rate risk of derivative and non-derivative instruments on the reporting date. For floating-rate assets and liabilities, the analysis assumes that the balances of outstanding assets and liabilities on the reporting date have been outstanding for the whole period and that the changes in interest rates are reasonable. If the interest rate had increased by 0.5% (with other factors remaining constant on the reporting date and with analyses of the two periods on the same basis), for the years ended December 31, 2014 and 2013, the Group’s profit would have decreased by $4,589 thousand and increased by $10,356 thousand, respectively.

  • (6) Fair value of financial instruments

  • (a) Financial instruments not at fair value

Except for the table below, the management of the Group considers that the book value of financial assets and liabilities that are not at fair value is close to the fair value, or the fair value cannot be reliably measured.

Financial liabilities
Corporate bonds payable
2014.12.31 2014.12.31 2013.12.31 2013.12.31
Carrying
Amount
Fair
Value
Carrying
Amount
Fair
Value
$ 14,794,293 14,774,375 14,792,647 14,713,072
  • (b) Valuation techniques and assumptions used in fair value determination

The Group uses the following methods in determining the fair value of its financial assets and liabilities:

  • (i) The fair value of financial assets and liabilities traded in active markets is based on quoted market prices (including stocks and bonds of companies that

70

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

went public).

  • (ii) The fair value of corporate bonds payable is measured based on a volume-weighted-average price on the OTC on the reporting date.

  • (c) Fair value measurements recognized in the consolidated balance sheets

  • Fair value levels are defined based on the extent that fair value can be observed. Definitions are as follows:

  • (i) Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.

  • (ii) Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices).

    • market data (unobservable inputs).
2014.12.31
Available-for-sale financial assets
Domestic listed stock
Domestic emerging stock
Domestic unlisted stocks
Beneficiary certificates
2013.12.31
Available-for-sale financial assets
Domestic listed stock
Domestic emerging stock
Beneficiary certificates
Level 1
$ 204,310
893,103
-
2,009,447
$ 3,106,860
$ 202,354
1,226,889
758,591
$ 2,187,834
Level 2
-
-
2,587,050
-
2,587,050
-
-
-
-
Level 3
-
-
-
-
-
-
-
-
-
Total
204,310
893,103
2,587,050
2,009,447
5,693,910
202,354
1,226,889
758,591
2,187,834

There was no transfer between the fair value levels for the years ended December 31, 2014 and 2013.

  • ac. Financial risk management

  • (1) Overview

The Group is exposed to the following risks due to usage of financial instruments:

71

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

  • (a) Credit risk

  • (b) Liquidity risk

  • (c) Market risk

This note presents information concerning the Group’s risk exposure and the Group’s targets, policies and procedures to measure and manage the risks.

  • (2) Risk management framework

  • (a) Decision-making mechanism:

The Board of Directors is the highest supervisory and decision-making body responsible for assessing material risks, designating actions to control these risks, and keeping track of their execution. In addition, the Operations and Management Committee conducts periodic reviews of each business group’s operating target and performance to meet the Group’s guidance and budget.

  • (b) Risk management policies:

  • (i) Promote a risk-management-based business model.

  • (ii) Establish a risk management mechanism that can effectively recognize, evaluate, supervise and control risk.

  • (iii) Create a company-wide risk management structure that can limit risk to an acceptable level.

  • (iv) Introduce best risk management practices and continue to seek improvements.

  • (c) Monitoring mechanism:

The Internal Audit Office regularly monitors and assesses the potential risks that the Group may face and uses this information as a reference for drafting its annual audit plan. The Internal Audit Office should report any discrepancy to the concerned unit chief and ensure that remediation efforts are completed.

  • (3) Credit risk

Credit risk is the risk of financial loss to the Group if a customer or counterparty of a financial instrument fails to meet its contractual obligations, which arises principally from the Group’s receivables from customers and financial instruments. The Group deals with customers with good reputations and monitors customers’ credit risk and credit ratings continuously. The Group does not concentrate transactions significantly with any single customer or counterparty or in similar areas.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(4) Liquidity risk

Liquidity risk is the risk that the Group fails to meet the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group’s approach to manage liquidity is to ensure, as far as possible, that it always has sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable loss or damage to the Group’s reputation.

The Group ensures sufficient cash for the requirements of paying estimated operating expenditures, including financial obligations. The Group also monitors its bank credit facilities and ensures that the provisions of loan contracts are all complied with properly. As of December 31, 2014 and 2013, the Group had unused bank facilities of $51,516,644 thousand and $49,957,934 thousand, respectively.

(5) Market risk

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

The Group engages in financial instrument transactions without involving any significant risk such as exchange rate risk, fair value risk arising from interest rate changes, and market price risk; therefore, the Group’s market risk is insignificant.

(a) Exchange rate risk

The Group mainly operates in Taiwan, except for international roaming services. Most of the operating revenues and expenses are measured in NTD. A small portion of the expenses is paid in EUR and USD; thus, the Group purchases currency at the spot rate based on the conservative principle in order to hedge exchange rate risk. Overall, exchange rate risk does not affect the Group significantly.

(b) Interest rate risk

The Group issued unsecured corporate bonds and signed facility letters with banks, locking in medium- and long-term fixed interest rates. In respect of interest payables, the fluctuation of interest rates does not affect the Group significantly. Also, interest rate risk does not impact short-term bank loans significantly.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

  • (c) Other market price risk

The Group’s exposure to equity price risk is mainly due to holding equity financial instruments. The Group supervises the equity price risk actively and manages the risk based on fair value.

Sensitivity analysis: If the equity securities price had increased by 5% (with other factors remaining constant and with the analyses of the two periods on the same basis), for the years ended December 31, 2014 and 2013, other comprehensive income would have increased by $284,696 thousand and $109,392 thousand, respectively.

7. RELATED-PARTY TRANSACTIONS

  • a. Parent company and ultimate controlling party

TWM is the ultimate controlling party of the Group.

  • b. Significant transactions with related parties

  • (1) Operating revenue

Associates
Other related parties
Less: operating revenue from discontinued
operations
For the Years Ended
December 31
2014
2013
$ 17,858
13,841
196,619
206,557
-
(148)
$
214,477
220,250
2014
$ 17,858
196,619
-
$
214,477

The Group renders telecommunication services to other related parties. The transaction terms with related parties were not significantly different from those with third parties.

(2) Purchases

Associates
Other related parties
Less: purchases from discontinued operations
For the Years Ended
December 31
2014
2013
$ 453,848
583,206
253,506
223,774
(6,370)
(31,078)
$
700,984
775,902
2014
$ 453,848
253,506
(6,370)
$
700,984

74

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

The entities mentioned above provide logistics, copyright, insurance, and other services. The transaction terms with related parties were not significantly different from those with third parties.

(3) Receivables from related parties

The amount of receivables from related parties was as follows:

Account
Accounts receivable
Accounts receivable
Other receivables

Other receivables
Related Party
Category
Associates
Other related parties
Associates
Other related parties
2014.12.31
$ 2,792
31,769
$ 34,561
$ 109,211
60,568
$ 169,779
2013.12.31
3,720

45,837

49,557

53,587

29,125

82,712

Receivables from related parties were not secured with collateral, and no provisions for bad debt expenses were accrued.

  • (4) Payables to related parties

The amount of payables to related parties was as follows:

Account
Related Party
Category
Accounts payable
Associates
Accounts payable
Other related parties
Other payables
Other related parties
2014.12.31
$ 45,329
34,063
$ 79,392
$ 56,419
2013.12.31
73,080
-
73,080

35,144
  • (5) Prepayments

The amount of prepayments to related parties was as follows:

The amount of prepayments to related parties was as follows:
Other related parties 2014.12.31
$ 15,986
2013.12.31
15,394

75

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

  • (6) Borrowings from related parties

The amount of borrowings from related parties was as follows:

Other related parties 2014.12.31

$ 727,500
2013.12.31
105,813

The rate on borrowings from related parties was equivalent to the rate in the market.

Additionally, the Group had drawn $32,500 thousand of performance guarantee from related parties as of December 31, 2014.

(7) Bank deposits

(a)
(b
Bank deposits and time deposits
Other related parties
)Other financial assets (including current
and non-current)
Other related parties
2014.12.31

$
1,610,122
$
1,587,469
2013.12.31

1,563,806

984,684
  • (8) Mutual funds purchased from related parties
Mutual funds purchased from related parties
Other related parties For the Years Ended
**December 31 **
2014
$
393,724
2013

200,000
  • (9) Acquisition of associates

In April 2014, the Group acquired 35% of TVD Shopping, and the investment amount was $148,118 thousand.

In June 2013, the Group acquired 19.23% of ADT, and the investment amount was $30,000 thousand, which was recognized as prepayments for investments.

  • (10) Disposal of investments

In September 2014, the Group sold all of its ownership in TMB to Fubon Financial Holding Venture Co., Ltd. The proceeds from the disposal were $21,360 thousand, and the Group recognized a loss on disposal of investments of $168 thousand.

76

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(11) Others
(a)Guarantee deposits
Other related parties
(b)Donation expense
Other related parties
(c)Other expense
Other related parties
Less: other expense from discontinued
operations
(d)Repair and maintenance expense
Other related parties
(e) Insurance expenses
Other related parties
(f) Other income
Associates
(g) Finance costs
Other related parties
(h)Rental expenses
Other related parties
Less: rental expenses from discontinued
operations
2014.12.31
2013.12.31
$
32,489
30,682
For the Years Ended
December 31
2014
2013
$
22,910
14,540
$ 340,306
244,692
(314 )
(9,513 )
$
339,992
235,179
$
25,824
27,087
$
20,759
24,036
$
12,337
-
$
24,167
14,077
$ 80,130
123,134
(1,557 )
(80,636 )
$
78,573
42,498
2014
$
22,910
$ 340,306
(314 )
$
339,992
$
25,824
$
20,759
$
12,337
$
24,167
$ 80,130
(1,557 )
$
78,573

Leases were conducted at market prices, and the rental was paid by the month.

77

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

  • c. Key management personnel compensation
Short-term employee benefits
Termination benefits
Post-employment benefits
For the Years Ended
December 31
For the Years Ended
December 31
2014
$ 283,024
27,560
2,854
$ 313,438
2013
301,456
47,564
2,749
351,769

8. ASSETS PLEDGED

The assets pledged as collateral for bank loans, syndicated loans, and performance bonds for construction contracts were as follows:

Other current financial assets
Time deposits and restricted deposits
Services concession
Other non-current financial assets
Time deposits and restricted deposits
2014.12.31
$ 124,806
7,597,295
107,380
$ 7,829,481
2013.12.31
66,070
-
250,717
316,787

9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED

COMMITMENTS

  • a. Unrecognized commitments
Purchases of property, plant and equipment etc.
Purchases of cellular phones
2014.12.31
$
8,857,528
$
7,057,442
2013.12.31

5,213,950

3,462,588
  • b. On January 15, 2009, TNH signed a BOT contract with the Department of Cultural Affairs, Taipei City Government. The primary terms of the contract are summarized as follows:

(1) Construction and operating period:

The construction and operating period is 50 years from the day following the signing of the contract.

78

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(2) Development concession:

The total initial amount of concession was $1,238,095 thousand (tax excluded). According to the supplemental agreement signed in November 2014, the concession will be paid with additional business tax from the signing date of the agreement; thus, the concession will be increased by $48,750 thousand. The rest of the concession will be paid over 14 years from the year 2015. As of December 31, 2014, $263,096 thousand of the concession had been paid.

(3) Operating concession

TNH has to pay 0.5% of total sales revenue as operating concession. According to the supplemental agreement signed in November 2014, the concession will be paid with additional business tax from the date of agreement signing.

  • (4) Performance guarantee

As of December 31, 2014, TNH had provided a $65,000 thousand performance guarantee regarding the BOT contract.

  • (5) Rental of land

During the construction period, TNH should pay land value tax (1% of the announced land value) and other expenses.

During the operating period, TNH should pay 60% of 5% of the announced land value, that is, 3% of the announced land value. According to the supplemental agreement signed in November 2014, the concession will be paid with additional business tax from the date of agreement signing.

10. SIGNIFICANT CASUALTY LOSS: NONE

11. SIGNIFICANT SUBSEQUENT EVENTS

  • a. In January 2015, TWM was approved to acquire a Mobile Broadband Spectrum frequency of 5 MHz x 2 in the 700 MHz frequency band by the NCC. The consideration has been paid in full.

  • b. For business operations, on January 27, 2015, momo’s Board of Directors resolved to construct logistics centers and acquire equipment, and the amounts of the projects are

79

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

$1,828,250 thousand and $642,890 thousand, respectively.

12. OTHERS

Employee benefits, depreciation, and amortization are summarized as follows:

For the Years Ended December 31

Employee benefits
Salary
Labor and
health
insurance
Pension
Others
Depreciation
Amortization
2014 Total
6,031,447
502,374
255,957
279,534
9,718,216
1,871,429
2013
Classified
as
Operating
Costs
$ 2,042,923
168,993
88,283
95,947
9,187,476
1,544,286
Classified
as
Operating
Expenses
3,988,524
333,381
167,674
183,587
530,740
327,143
Classified
as
Operating
Costs
Classified
as
Operating
Expenses

4,043,104
319,449
162,671
194,135
589,127
305,538
Total
2,023,125
161,285
86,814
91,335
8,174,885
928,611
6,066,229
480,734
249,485
285,470
8,764,012
1,234,149

For the years ended December 31, 2014 and 2013, the depreciation expense in non-operating expenses was $3,363 thousand and $3,506 thousand, respectively.

13. ADDITIONAL DISCLOSURES

  • a. Information on significant transactions and b. Information on investees:

The following were the additional disclosures required by the Securities and Futures Bureau for TWM and its investees:

  • (1) Financing extended to other parties: Table 1 (attached)

  • (2) Endorsements/guarantees provided to other parties: Table 2 (attached)

  • (3) Marketable securities held: Table 3 (attached) (excluding investments in subsidiaries and associates)

  • (4) Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: Table 4 (attached)

  • (5) Acquisition of individual real estate properties at costs of at least NT$300 million or 20% of the paid-in capital: Table 5 (attached)

80

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

  • (6) Disposal of individual real estate properties at prices of at least NT$300 million or 20% of the paid-in capital: None

  • (7) Total purchases from or sales to related parties of at least NT$100 million or 20% of the paid-in capital: Table 6 (attached)

  • (8) Receivables from related parties of at least NT$100 million or 20% of the paid-in capital: Table 7 (attached)

  • (9) Names, locations and related information of investees on which TWM exercised significant influence: Table 8 (attached) (excluding information on investment in Mainland China)

  • (10) Trading in derivative instruments: None

  • (11) Business relationships and significant intercompany transactions: Table 9 (attached)

  • c. Information on investment in Mainland China:

  • (1) The names of investees in Mainland China, the main businesses and products, issued capital, method of investment, information on inflow or outflow of capital, ownership, net income or loss and recognized investment gain or loss, ending balance, amount received as earnings distributions from the investment, and limitation on investment: Table 10 (attached)

  • (2) Significant direct or indirect transactions with the investee companies, the prices and terms of payment, unrealized gain or loss, and other related information which is helpful to understand the impact of investment in Mainland China on financial reports: Please refer to “Information on significant transactions” above.

14. SEGMENT INFORMATION

The basis of segmentation in 2014 is different from the prior year. In response to internal management needs, the Group has changed the segments to telecommunication, retail, cable television, and others.

The Group divides its business into four reportable segments with different market attributes and operation modes. The four segments are described as follows.

Telecommunication: Providing mobile communication services, data mobile services, and fixed-line services.

Retail: Providing TV shopping, online shopping, and catalog shopping.

Cable Television: Providing pay TV and cable broadband services.

81

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Others: Business other than telecommunication, retail, and cable television.

The amount of discontinued operations is not included in the following segment information. For the information about discontinued operations, please refer to Note 6(f).

Adjustments
For the Year Ended Telecommu- Cable and
December 31, 2014 nication Retail Television Others Eliminations Total
Operating revenues $ 82,355,506 23,897,005 6,380,295 383,028 (391,955) 112,623,879
Operating costs 51,316,166 20,592,348 3,042,249 257,043 (109,598) 75,098,238
Operating expenses 15,332,332 1,879,684 756,281 65,313 (108,573) 17,925,037
Other gains and 71,681 2,442 35,971 -
17
110,111
losses, net
Profit 15,778,689 1,427,415 2,617,706 60,672 (173,767) 19,710,715
EBITDA (Note) 26,106,333 1,562,408 3,438,314 201,400 (13,609) 31,294,846
For the Year Ended
December 31, 2013
Operating revenues $ 81,879,391 20,542,841 6,243,668 - (257,969) 108,407,931
Operating costs 48,767,854 17,987,594 2,896,136 - (80,564) 69,571,020
Operating expenses 15,470,721 1,616,826 753,453 - (12,781) 17,828,219
Other gains and 64,759 (3,638) 2,049 -
(27 )
63,143
losses, net
Profit 17,705,575 934,783 2,596,128 - (164,651) 21,071,835
EBITDA (Note) 26,695,857 1,039,735 3,277,918 - (9,911) 31,003,599

Note: The Group uses EBIDTA as the measurement for segment profit and the basis of performance assessment.

a. Geographical information

The Group’s revenues are mostly from domestic business.

  • b. Information on major customers

The Group’s revenues from a single customer do not exceed 10% of the total net operating revenues.

82

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES FINANCING EXTENDED TO OTHER PARTIES FOR THE YEAR ENDED DECEMBER 31, 2014

TABLE 1
(In Thousands of New Taiwan Dollars)
TABLE 1
(In Thousands of New Taiwan Dollars)
TABLE 1
(In Thousands of New Taiwan Dollars)
TABLE 1
(In Thousands of New Taiwan Dollars)
TABLE 1
(In Thousands of New Taiwan Dollars)
TABLE 1
No. Lending Company Borrowing Company Financial
Statement
Account
Related Parties
Maximum
Balance for the
Period
(Note 1)
Ending Balance
(Note 1)
Drawdown
Amounts
Interest Rate Nature of
Financing
Transaction
Amounts
Reasons for
Short-term
Financing
Allowance for
Doubtful
Accounts
Collateral Lending Limit
for Each
Borrowing
Company
Lending
Company’s
Lending Amount
Limits
Item Value
0
1
2
3
4
5

6
TWM
Taiwan Fixed Network
Co., Ltd.
Globalview Cable TV Co.,
Ltd.
Phoenix Cable TV Co.,
Ltd.
Yeong Jia Leh Cable TV
Co., Ltd.
Wealth Media Technology
Co., Ltd.
Taiwan Cellular Co., Ltd.
TFN Media Co., Ltd.

Win TV Broadcasting Co., Ltd.

TWM

TFN Media Co., Ltd.

TFN Media Co., Ltd.

TFN Media Co., Ltd.

TWM

Taiwan Kuro Times Co., Ltd.

Win TV Broadcasting Co., Ltd.

TFN Media Co., Ltd.

TWM
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
Yes
$ 4,000,000
600,000
9,000,000
260,000
545,000
495,000
2,300,000
100,000
600,000
3,000,000
300,000
$ -

-
9,000,000
260,000
540,000
480,000
2,300,000
100,000
600,000

3,000,000
300,000
$ -
-
8,180,000
260,000
540,000
425,000
1,800,000
-
250,000
1,500,000
300,000
1.176%~1.197%

1.196%~1.197%

1.183%~ 1.29622%

1.184%~1.29489%

1.184%~1.29489%

1.184%~1.29489%

1.184%~1.29789%

1.196%~ 1.197%

1.294%~1.29789%

1.294%

1.186%~1.29622%
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Transactions
Transactions
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
Short-term
financing
$ -

-
-
-

544,485
494,235

-
-
-
-
-
Operation
requirements
Operation
requirements
Operation
requirements
Repayment of
financing
-
-
Operation
requirements
Operation
requirements
Operation
requirements
Operation
requirements
Operation
requirements
$ -

-

-
-
-
-
-
-
-

-

-

-


-

-

-

-

-

-

-

-


-


-
-
-
-
-
-
-
-
-
-
-
-
$ 24,103,741
(Note 2)
24,103,741
(Note 2)
21,622,525
(Note 2)
280,095
(Note 3)
544,485
(Note 3)
494,235
(Note 3)
8,250,635
(Note 2)
8,250,635
(Note 2)
8,250,635
(Note 2)
8,250,635
(Note 2)
34,226,760
(Note 2)
$ 24,103,741
(Note 2)
24,103,741
(Note 2)
21,622,525
(Note 2)
494,767
(Note 3)
979,019
(Note 3)
788,005
(Note 3)
8,250,635
(Note 2)
8,250,635
(Note 2)
8,250,635
(Note 2)
8,250,635
(Note 2)
34,226,760
(Note 2)

Note 1: The maximum balance for the period and the ending balance represent quotas, not actual drawdown.

Note 2: Where funds are loaned for reasons of business dealings and short-term financing needs, the amount of loaned funds shall be limited to 40% of the lending company’s net worth. For short-term financing needs, the aggregate amount of loaned funds shall not exceed 40 percent of the lending company's net worth. The individual loan funds shall be limited to the lowest amount of the following items: 1) 40 percent of the lending company's net worth; 2) the amount that the lending company invests in the borrowing entities; or 3) an amount equal to (the share portion of the borrowing entities that the lending company invests in)* (the total loaning amounts of the lending company). In the event that a lending company directly or indirectly owns 100% of the borrowing company, or the borrowing company directly or indirectly owns 100% of the lending company, the individual lending amount and the aggregate amount of loaned funds shall not exceed 40% of the lending company’s net worth.

Note 3: Where funds are loaned for reasons of business dealings and short-term financing needs, the amount of loaned funds shall be limited to the total amount of business dealings and 40% of the lending company’s net worth. A) For reasons of business dealings: the individual lending amount and the aggregate amount of loaned funds shall not exceed the amount of business dealings. B) For short-term financing needs: the individual lending amount and the aggregate amount of loaned funds shall not exceed 40% of the lending company’s net worth.

83

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

ENDORSEMENTS/GUARANTEES PROVIDED TO OTHER PARTIES

FOR THE YEAR ENDED DECEMBER 31, 2014

TABLE 2

(In Thousands of New Taiwan Dollars)

No. Company Providing
Endorsements/Guarantees
Receiving Party Limit on
Endorsements/
Guarantees
Amount
Provided to
Each Entity
Maximum
Balance for
the Period
(Note 1)
Ending
Balance
(Note 1)
Drawdown
Amounts
(Note 1)
Amount of
Endorsements/
Guarantees
Collateralized
by Property
Ratio of
Accumulated
Endorsements/
Guarantees to
Net Worth of
the Guarantor
(Note 1)
Maximum
Endorsements/
Guarantees
Amount
Allowable
Guarantee
Provided by
Parent
Company
Guarantee
Provided by
a Subsidiary
Guarantee
Provided to
Subsidiaries
in Mainland
China
Name Nature of
Relationship
0
1
TWM
momo.com Inc.
Taiwan Fixed Network
Co., Ltd.
Taiwan Kuro Times Co.,
Ltd.
Fubon Gehua (Beijing)
Enterprise Ltd.
(Note 2)

(Note 2)
(Note 2)
$ 42,000,000
(Note 3)
259,800
(Note 3)
799,626
(Note 5)
$ 21,500,000
50,000
507,360
$ 21,500,000
50,000
507,360
$ 11,575,650
(Note 4)
50,000
507,360
$ -
-
-
35.68%
0.08%
8.04%
$ 60,259,352
(Note 3)

60,259,352
(Note 3)

6,310,990
(Note 5)

Y



Y

N
N
N
N
N
N
Y
  • Note 1: The maximum guarantee/endorsement balance for the period, the ending balance, and the drawdown amounts represent quotas, not actual drawdown. Note 2: Direct/indirect subsidiary.

  • Note 3: For 100% directly/indirectly owned subsidiaries, the aggregate endorsement/guarantee amount provided shall not exceed the net worth of TWM, and the upper limit for each subsidiary shall be double the investment amount. Note 4: Including USD15,000 thousand.

  • Note 5: FGE is more than 50% directly and indirectly owned by momo. The aggregate endorsement/guarantee amount provided by momo shall be limited to the net worth of momo, and the individual amount shall be limited to the investment amount in FGE. ※Limit for individual amount: The limit of guarantee/endorsement provided by momo to FGE is limited to the investment amount (USD12,322,314 × 31.71+ RMB60,000,000 × 5.095 + US$3,254,043.15 × 31.71 = NTD799,626 thousand). ※The momo Board of Directors authorized the guarantee amount (USD16,000,000 × 31.71 = NTD507,360 thousand).

  • ※Drawn-down amount: USD16,000,000 × 31.71 = NTD507,360 thousand.

  • ※Amount of guarantee collateralized by property: 0 thousand.

  • Note 6: The above amounts were translated into New Taiwan dollars at the exchange rate of US$1=NT$31.71 and RMB 1=NT$5.095 at the end of the period.

84

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

MARKETABLE SECURITIES HELD (EXCLUDING INVESTMENTS IN SUBSIDIARIES AND ASSOCIATES)

DECEMBER 31, 2014

DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014
TABLE 3
(In Thousands of New Taiwan Dollars,Unless Stated Otherwise)
TABLE 3
Investing Company Marketable Securities Type and Name Relationship with the
Securities Issuer
Financial Statement
Account
DECEMBER 31, 2014 Note
Shares/Units
(Thousands)
Carrying Value Percentage of
Ownership
Fair Value
TWM




momo.com Inc.










Taiwan Cellular Co., Ltd.



Stock
Chunghwa Telecom Co., Ltd.
Ambit Microsystems Corporation
Bridge Mobile Pte Ltd.
Yes Mobile Holdings Company
Beneficiary Certificate
Fubon Strategic High Income Fund B
Fubon Chi-Hsiang Money Market Fund
Fubon China High Yield Bond Fund-B
(RMB)
Fuh Hwa Emerging Market High Yield Bond
Fund B
PineBridge Global Multi - Strategy High
Yield Bond Fund-B
Eastspring Investments Global High Yield
Bond Fund B
Eastspring Investments Well Pool Money
Market Fund
JPMorgan (Taiwan) Asia High Yield Total
Return Bond Fund - Monthly Distribution
Share Class
Allianz Global Investors Taiwan Money
Market Fund
Stock
We Can Medicines Co., Ltd.
Stock
Arcoa Communication Co., Ltd.
Parawin Venture Capital Corp.
Transportation High Tech Inc.
WEB Point Co., Ltd.




Related party in substance
Related party in substance
Related party in substance










Current available-for-sale
financial assets
Non-current available-for-sale
financial assets
Non-current financial assets at
cost
Non-current financial assets at
cost
Current available-for-sale
financial assets
Current available-for-sale
financial assets
Current available-for-sale
financial assets
Current available-for-sale
financial assets
Current available-for-sale
financial assets
Current available-for-sale
financial assets
Current available-for-sale
financial assets
Current available-for-sale
financial assets
Current available-for-sale
financial assets
Non-current financial assets at
cost
Non-current financial assets at
cost
Non-current financial assets at
cost
Non-current financial assets at
cost
Non-current financial assets at
cost
2,174

298,000

800

74
18,302
12,970
3,886
10,225
23,351
19,028
29,933
18,916
32,520

2,400

6,998

2,160

1,200

803
$ 204,310
2,587,050
7,050
-
186,456
200,004
193,869
73,313
186,335
180,437
400,006
189,020
400,007
60,000
67,731
11,471
-
6,773


0.028

14.9

10

0.19

-

-

-

-

-

-

-

-

-

7.73

5.21

3

12

3.17
$ 204,310
2,587,050
-
-
186,456
200,004
193,869
73,313
186,335
180,437
400,006
189,020
400,007
-
-
-
-
-
Note 1

Note 1

(Continued)

85

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

MARKETABLE SECURITIES HELD (EXCLUDING INVESTMENTS IN SUBSIDIARIES AND ASSOCIATES)

DECEMBER 31, 2014

Investing Company Marketable Securities Type and Name Relationship with the
Securities Issuer
Financial Statement
Account
DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014 Note
Shares/Units
(Thousands)
Carrying Value Percentage of
Ownership
Fair Value
TFN Media Co., Ltd.
TCC Investment Co., Ltd.



TCCI Investment and
Development Co., Ltd.

Taiwan Fixed Network Co.,
Ltd.

TFN Union Investment Co.,
Ltd.
Beneficiary Certificate
Dragon Tiger Capital Partners Limited
Stock
TWM
Great Taipei Broadband Co., Ltd.
Preferred stock
Taiwan High Speed Rail Corporation Unlisted
Convertible Preferred Stock-Series A
Stock
TWM
Stock
Taiwan High Speed Rail Corporation
Stock
TWM

TWM




TWM



TWM
Current held-to-maturity
financial assets
Non-current available-for-sale
financial assets
Non-current financial assets
at cost
Non-current debt instrument
investment without active
market

Non-current available-for-sale
financial assets

Non-current available-for-sale
financial assets

Non-current available-for-sale
financial assets
0.2

200,497
10,000
50,000

87,590

225,531

410,665
$ 6
20,951,911
39,627
500,000
9,153,109
893,103
42,914,522

-

5.86

6.67

1.24

2.56

3.46

12
$ 6
20,951,911
-
-
9,153,109
893,103
42,914,522

Note 1: Impairment loss was recognized in 2004. The value was reduced to zero. (Concluded) Note 2: For the information on investments in subsidiaries and associates, please refer to table 8 and table 10.

86

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

MARKETABLE SECURITIES ACQUIRED AND DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL

FOR THE YEAR ENDED DECEMBER 31, 2014

FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014
TABLE 4
(In Thousands of New Taiwan Dollars)
Company Name Marketable Securities
Type and Issuer
Financial Statement
Account
Counter-party Nature of
Relationship
Beginning Balance Acquisition Disposal Ending Balance
Shares/Units
(Thousands)

Amount
Shares/Units
(Thousands)

Amount
Shares/Units
(Thousands)

Amount
Carrying
Value
Gain
(Loss) on
Disposal
Shares/Units
(Thousands)
Amount
TWM


Wealth Media
Technology Co.,
Ltd.
TCCI Investment and.
Development Co.,
Ltd.
momo.com Inc.


Asian Crown(BVI)

Fortune Kingdom

HK Fubon Multimedia
Stock
Wealth Media
Technology Co., Ltd.
Ambit Microsystems
Corporation
Stock
momo.com Inc.
Stock
TWM
Beneficiary Certificate
Eastspring Investments
Well Pool Money
Market Fund
Allianz Global Investors
Taiwan Money Market
Fund
Stock
Fortune Kingdom
Stock
HK Fubon Multimedia
Fubon Gehua (Beijing)
Enterprise Ltd.

Investments accounted
for using equity
method
Non-current
available-for-sale
financial assets

Investments accounted
for using equity
method

Non-current
available-for-sale
financial assets

Current
available-for-sale
financial assets
Current
available-for-sale
financial assets

Investments accounted
for using equity
method

Investments accounted
for using equity
method
Investments accounted
for using equity
method

Wealth Media
Technology Co.,
Ltd.


SinoPac Securities
Co., Ltd. (Note 4)






Fortune Kingdom

HK Fubon
Multimedia
Fubon Gehua
(Beijing)
Enterprise Ltd.
Subsidiary

Unrelated
parties



Subsidiary
Subsidiary
Subsidiary
39,065
-
64,742

119,564
-
-
22,237
22,237
-
$16,157,062
-
8,567,490

11,513,994
-
-

118,883

118,883
118,218
3,000
(Note 1)
298,000
(Note 1)
-

-
29,933
32,520
11,396
11,396
-
$ 3,000,00
0
2,980,000
-
-

400,000

400,000

344,227

344,227
344,227

-
-

1,695

31,974


-

-


-


-

-


-

-


323,859

2,970,389


-

-


-


-

-


-

-


229,995


1,737,267


-

-


-


-

-

-

-

(Note 3)


1,233,122

-

-

-

-

-
42,065
298,000
63,047

87,590
29,933
32,520
33,633
33,633
-
$ 20,626,589
(Note 2)
2,587,050
(Note 2)
9,352,414
(Note 2)
9,153,109
(Note 2)

400,006
(Note 2)

400,007
(Note 2)

248,827
(Note 2)

248,827
(Note 2)
248,230
(Note 2)

Note 1: The Shares/Units purchased for the period were obtained from capital increase by cash.

Note 2: The ending balance includes unrealized gains (losses) on financial assets, exchange differences on translation of foreign financial statements, associates accounted for using equity method, and adjustments of subsidiaries. Note 3: The gain (loss) on disposal was recognized as a capital surplus.

Note 4: To comply with the regulation for trading on the emerging market and over-allotment for initial listing on the stock exchange.

87

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

ACQUISITION OF INDIVIDUAL REAL ESTATE PROPERTIES AT COSTS OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL

FOR THE YEAR ENDED DECEMBER 31, 2014

FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014 FOR THE YEAR ENDED DECEMBER 31, 2014
TABLE 5
(In Thousands of New Taiwan Dollars)
Company Name
Type of
Property
Transaction
Date
Transaction
Amount
Payment
Counter-party
Nature of
Relationship
Prior Transaction with Related Party
Price Reference
Purpose of
Acquisition
Other Terms
Owner
Relationship
Transfer Date
Amount
momo.com Inc.
Land
May 14, 2014
$ 1,708,270 Paid in full
Natural person
Unrelated parties
-
-
-
-
The appraisal reports of Jin
Han Real Estate Appraiser
Joint Firm and G-Beam
Real Estate Appraiser Firm.
Operating usage
None
Company Name Type of
Property
Transaction
Date
Transaction
Amount
Payment Counter-party Nature of
Relationship
Prior Transaction with Related Party Price Reference Purpose of
Acquisition
Other Terms
Owner Relationship Transfer Date Amount
momo.com Inc. Land May 14, 2014 $ 1,708,270 Paid in full Natural person Unrelated parties - - - - The appraisal reports of Jin
Han Real Estate Appraiser
Joint Firm and G-Beam
Real Estate Appraiser Firm.
Operating usage None

88

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

TOTAL 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, 2014

TABLE 6 (In Thousands of New Taiwan Dollars)

Company Name Related Party Nature of
Relationship
Transaction Details Transaction Details Transaction Details Transactions with Terms
Different from Others
Transactions with Terms
Different from Others
Notes/Accounts Payable
or Receivable
Notes/Accounts Payable
or Receivable
Note
Purchase/
Sale
Amount % to Total Payment Terms Unit Price Payment
Terms
Ending
Balance
% to Total
TWM






Taiwan Teleservices & Technologies
Co., Ltd.

Taiwan Fixed Network Co., Ltd.



Taiwan Digital Service Co., Ltd.

Taiwan Kuro Times Co., Ltd.
TFN Media Co., Ltd.





Yeong Jia Leh Cable TV Co., Ltd.
Phoenix Cable TV Co., Ltd.
Union Cable TV Co., Ltd.
Globalview Cable TV Co., Ltd.
Mangrove Cable TV Co., Ltd.
momo.com Inc.
Taiwan Fixed Network Co., Ltd.

Taiwan Kuro Times Co., Ltd.
Taiwan Teleservices & Technologies
Co., Ltd.
Taiwan Digital Service Co., Ltd.

momo.com Inc.
TWM
Taiwan Fixed Network Co., Ltd.
TWM

TFN Media Co., Ltd.
Taiwan Teleservices & Technologies
Co., Ltd.
TWM

TWM
Phoenix Cable TV Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
Union Cable TV Co., Ltd.
Globalview Cable TV Co., Ltd.
Taiwan Fixed Network Co., Ltd.

TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
Dai-Ka Ltd.
Taiwan Pelican Express Co., Ltd.
TWM
Subsidiary

Subsidiary
Subsidiary
Subsidiary

Subsidiary
Ultimate parent
The same parent
company
Ultimate parent

The same parent
company
The same parent
company
Ultimate parent

Ultimate parent
Subsidiary
Subsidiary
Subsidiary
Subsidiary
The same parent
company

Parent
Parent
Parent
Parent
Related party in
substance
Equity-method
investee
Ultimate parent
Sale
Purchase
Purchase
Purchase
Sale
Purchase
Sale
Sale
Sale
Sale
Purchase
Sale
Purchase
Sale
Purchase
Sale
Channel leasing fee
Channel leasing fee
Channel leasing fee
Channel leasing fee
Operating costs
Royalty for copyright
Royalty for copyright
Royalty for copyright
Royalty for copyright
Royalty for copyright
Purchase
Purchase
$ (1,815,552)
7,418,275
355,702
1,076,444
(12,811,112)
11,761,940
(101,189)
(1,076,444)
(100,848)
(7,418,275)
1,815,552
(142,287)
100,848
(11,762,007)
12,811,112
(355,702)
(466,136)
(419,902)
(214,288)
(182,606)
137,565
419,902
466,136
214,288
182,606
151,606
438,046
99,042
2

(Note 2)

1

(Note 2)
15

(Note 4)
-
91
8
52

(Note 2)
1

(Note 4)
70

(Note 2)
44
15
13
7
6

11

56

58

50

53

49

2

1
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
Based on contract terms
















(Note 5)
(Note 5)
(Note 5)
(Note 5)


(Note 5)
(Note 5)
(Note 5)
(Note 5)
(Note 5)

















(Note 5)
(Note 5)
(Note 5)
(Note 5)


(Note 5)
(Note 5)
(Note 5)
(Note 5)
(Note 5)

$ 277,712
(405,095)
(86,895)
(94,383)
1,677,203
(1,819,888)
13,097
94,383
7,901
405,095
(277,317)
24,945
(7,901)
1,819,888
(1,677,203)
86,895
-
-
-
-
(24,318)
-
-
-
-
(37,901)
(41,259)
(16,396)

3
(Note 3)
2
(Note 3)

14
(Note 1)
-

91

8

48
44

3
(Note 3)

99
99

100
-
-
-
-
5
-
-
-
-
86
2
1
(Note 1)
(Note 1)

(Note 1)




(Note 1)
(Note 1)




(Note 1)
(Note 1)



Note 1: Accounts receivable (payable) was the net amount of accounts receivable minus accounts payable, custodial receipts, and payment on behalf of others. Note 2: Including operating costs and operating expenses.

Note 3: Including accounts payable and other payables.

Note 4: Recognized as operating expenses.

Note 5: The companies authorized a related party to deal with the copyright fees for cable television. As said account item is the only one, there is no comparable transaction.

89

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES RECEIVABLES FROM RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL DECEMBER 31, 2014

DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014 DECEMBER 31, 2014
TABLE 7
(In Thousands of New Taiwan Dollars)
Company Name
Related Party
Nature of Relationship
Ending Balance
Turnover
Rate
Overdue
Amount Received
in Subsequent
Period
Allowance for
Bad Debts
Amount
Action
Taken
TWM
Taiwan Fixed Network Co., Ltd.
Subsidiary
Accounts receivable
$ 277,712
6.26 $ -

$ - $ -



Other receivables
33,260
-

30,064
-

Taiwan Digital Service Co., Ltd.
Subsidiary
Accounts receivable
1,677,203
5.57
-

1,677,203
-



Other receivables
284,053

-

275,249
-
Taiwan Cellular Co., Ltd.
TWM
Parent
Other receivables
300,582

-

-
-
Wealth Media Technology Co., Ltd.
TWM
Parent
Other receivables
1,802,905

-

80,054
-

Win TV Broadcasting Co., Ltd.
Subsidiary
Other receivables
250,988

-

-
-

TFN Media Co., Ltd.
Subsidiary
Other receivables
1,507,870

-

-
-
Taiwan Fixed Network Co., Ltd.
TWM
Ultimate parent
Accounts receivable
405,095
12.68
-

373,382
-



Other receivables
8,286,612
-

2,242
-
Taiwan Digital Service Co., Ltd.
TWM
Ultimate parent
Accounts receivable
1,819,888
6.99
-

398,647
-



Other receivables
2,887
-

111
-
Phoenix Cable TV Co., Ltd.
TFN Media Co., Ltd.
Parent
Accounts receivable
4,957
7.35
-

-
-



Other receivables
540,161
-

-
-
Globalview Cable TV Co., Ltd.
TFN Media Co., Ltd.
Parent
Accounts receivable
2,207
6.94
-

-
-



Other receivables
260,001
-

-
-
Yeong Jia Leh Cable TV Co., Ltd.
TFN Media Co., Ltd.
Parent
Accounts receivable
5,492
6.61
-

-
-



Other receivables
425,001
-

-
-
momo.com Inc.
Taiwan Pelican Express Co., Ltd. Equity-method investee
Accounts receivable
360
9.87
-

360
-



Other receivables
109,183
-

109,183
-
TABLE 7
Company Name Related Party Nature of Relationship Ending Balance Turnover
Rate
Overdue Amount Received
in Subsequent
Period
Allowance for
Bad Debts
Amount Action
Taken
TWM



Taiwan Cellular Co., Ltd.
Wealth Media Technology Co., Ltd.


Taiwan Fixed Network Co., Ltd.

Taiwan Digital Service Co., Ltd.

Phoenix Cable TV Co., Ltd.

Globalview Cable TV Co., Ltd.

Yeong Jia Leh Cable TV Co., Ltd.

momo.com Inc.
Taiwan Fixed Network Co., Ltd.

Taiwan Digital Service Co., Ltd.

TWM
TWM
Win TV Broadcasting Co., Ltd.
TFN Media Co., Ltd.
TWM

TWM

TFN Media Co., Ltd.

TFN Media Co., Ltd.

TFN Media Co., Ltd.

Taiwan Pelican Express Co., Ltd.
Subsidiary

Subsidiary

Parent
Parent
Subsidiary
Subsidiary
Ultimate parent

Ultimate parent

Parent

Parent

Parent

Equity-method investee
Accounts receivable
Other receivables
Accounts receivable
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Accounts receivable
Other receivables
Accounts receivable
Other receivables
Accounts receivable
Other receivables
Accounts receivable
Other receivables
Accounts receivable
Other receivables
Accounts receivable
Other receivables
$ 277,712
33,260
1,677,203
284,053
300,582
1,802,905
250,988
1,507,870
405,095
8,286,612
1,819,888
2,887
4,957
540,161
2,207
260,001
5,492
425,001
360
109,183
6.26
5.57





12.68
6.99
7.35
6.94
6.61
9.87
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-







































$ -
30,064
1,677,203
275,249
-
80,054
-
-
373,382
2,242
398,647
111
-
-
-
-
-
-
360
109,183
$ -

-

-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

90

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES

NAMES, LOCATIONS AND RELATED INFORMATION OF INVESTEES ON WHICH TWM EXERCISED SIGNIFICANT INFLUENCE (EXCLUDING INFORMATION ON INVESTMENT IN MAINLAND CHINA) FOR THE YEAR ENDED DECEMBER 31, 2014

TABLE 8
(In Thousands of New Taiwan Dollars and Other Currencies,Unless Stated Otherwise)
TABLE 8
(In Thousands of New Taiwan Dollars and Other Currencies,Unless Stated Otherwise)
TABLE 8
(In Thousands of New Taiwan Dollars and Other Currencies,Unless Stated Otherwise)
TABLE 8
(In Thousands of New Taiwan Dollars and Other Currencies,Unless Stated Otherwise)
TABLE 8
(In Thousands of New Taiwan Dollars and Other Currencies,Unless Stated Otherwise)
TABLE 8
(In Thousands of New Taiwan Dollars and Other Currencies,Unless Stated Otherwise)
TABLE 8
(In Thousands of New Taiwan Dollars and Other Currencies,Unless Stated Otherwise)
TABLE 8
(In Thousands of New Taiwan Dollars and Other Currencies,Unless Stated Otherwise)
TABLE 8
Investor Investee Location Main Businesses and Products Investment Amount Balance as of December 31, 2014 Net Income
(Loss) of the
Investee
Investment
Income (Loss)
Note
December 31,
2014
December 31,
2013
Shares
(Thousands)
Percentage of
Ownership
Carrying
Value
TWM



Wealth Media Technology Co., Ltd.




Global Wealth Media Technology Co., Ltd.
Global Forest Media Technology Co., Ltd.
momo.com Inc.





Asian Crown(BVI)
Fortune Kingdom
Taiwan Cellular Co., Ltd.





Taiwan Teleservices & Technologies Co.,
Ltd.
Taiwan Cellular Co., Ltd.
Taipei New Horizon Co., Ltd.
Wealth Media Technology Co., Ltd.
Alliance Digital Tech Co., Ltd.
momo.com Inc.
Win TV Broadcasting Co., Ltd.
TFN Media Co., Ltd.
Global Wealth Media Technology Co., Ltd.
Global Forest Media Technology Co., Ltd.
Globalview Cable TV Co., Ltd.
Union Cable TV Co., Ltd.
Fu Sheng Travel Service Co., Ltd.
Fuli Life Insurance Agent Co., Ltd.
Fuli Property Insurance Agent Co., Ltd.
Asian Crown (BVI)
Taiwan Pelican Express Co., Ltd.
TVD Shopping
Fortune Kingdom
HK Fubon Multimedia
TWM Holding
Taiwan Fixed Network Co., Ltd.
Taiwan Digital Communication Co., Ltd.
TCC Investment Co., Ltd.
Taiwan Teleservices & Technologies Co.,
Ltd.
Taiwan Digital Service Co., Ltd.
TT&T Holdings
Taiwan Mobile Basketball Co.,Ltd.
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
British Virgin Islands
Taiwan
Thailand
Samoa
Hong Kong
British Virgin Islands
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Samoa
Taiwan
Investment
Real estate leasing and hotel business
Investment
Technology development of mobile
payment and information processing
services
Wholesale and retail sales
TV program provider
Cable broadband and value added service
provider
Investment
Investment
Cable TV service provider
Cable TV service provider
Travel agent
Life insurance agent
Property insurance agent
Investment
Logistics industry
Wholesale and retail sales
Investment
Investment
Investment
Fixed line service provider
TV program production and mobile phone
wholesaling
Investment
Call center service and telephone
marketing
Telecommunications service agencies and
retail business
Investment
Basketball team management
$ 41,872,288
1,918,655
16,802,000
30,000
8,129,394
222,417
5,210,443
92,189
16,984
91,910
16,218
6,000
3,000
3,000
789,864
337,860
150,797
(THB 155,750)
1,035,051
1,035,051
347,951
21,000,000
112,000
17,785,441
56,210
1,000,000
36,284
-
$ 44,767,288
1,746,500
13,802,000
30,000
8,347,949
222,417
5,210,443
92,189
16,984
91,910
16,218
6,000
3,000
3,000
690,824
337,860
-
690,824
690,824
347,951
21,000,000
112,000
20,680,441
56,210
1,000,000
36,284
3,511
371,196
191,866
42,065
3,000
63,047
18,177
230,921
8,945
1,500
3,825
1,300
2,500
300
300
26,500
16,893
31,150
33,633
33,633
-
2,100,000
11,200
22,103
2,484
20,000
1,300
-

100

49.9

100

13.33

44.38

100

100

100

100

6.83

0.76

100

100

100

76.26

17.70

35.00

100

100

100

100

100

100

100

100

100

-
$ 24,912,476

1,722,927

20,626,589

23,139

9,352,414

256,861

7,082,165

97,391

17,644

95,841

15,968

50,419

11,284

12,531

193,473

455,426

150,803

248,827

248,827

261,225

54,057,276

116,240

29,130,683

106,967

1,490,123

52,284

-

$ 7,383,016

(32,425)

2,703,674

(44,991)

1,170,042

37,942

2,196,291

5,326

535

80,554

104,740

21,157

2,788

3,634

(191,776)

155,092

15,180

(192,008)

(192,008)

9,548

5,379,331

(126)

1,485,742

60,057

467,479

3,260

959
$ 8,351,285
(16,180)
2,703,674
(7,297)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

-
-
-
-
-
Note 1
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Notes 2 & 7
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Notes 2 & 3

(Continued)

91

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES NAMES, LOCATIONS AND RELATED INFORMATION OF INVESTEES ON WHICH TWM EXERCISED SIGNIFICANT INFLUENCE (EXCLUDING INFORMATION ON INVESTMENT IN MAINLAND CHINA) FOR THE YEAR ENDED DECEMBER 31, 2014

Investor Investee Location Main Businesses and Products Investment Amount Investment Amount Balance as of December 31, 2014 Balance as of December 31, 2014 Balance as of December 31, 2014 Net Income
(Loss) of the
Investee
Investment
Income (Loss)
Note
December 31,
2014
December 31,
2013
Shares
(Thousands)
Percentage of
Ownership
Carrying
Value
TCC Investment Co., Ltd.
TFN Media Co., Ltd.






Taiwan Fixed Network Co., Ltd.
TCCI Investment and Development Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
Mangrove Cable TV Co., Ltd.
Phoenix Cable TV Co., Ltd.
Union Cable TV Co., Ltd.
Globalview Cable TV Co., Ltd.
Taiwan Kuro Times Co., Ltd.
Kbro Media Co., Ltd.
TFN Union Investment Co., Ltd.
TFN HK LIMITED
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Hong Kong
Investment
Cable TV service provider
Cable TV service provider
Cable TV service provider
Cable TV service provider
Cable TV service provider
Online music and game service
Film distribution, arts and literature
service, and entertainment
Investment
Telecommunications service provider
$ 3,602,782
2,061,522
510,724
3,261,073
1,986,250
1,221,002
129,900
292,500
22,314,536
3,041
(HK$744)
$ 6,498,076
2,061,522
510,724
3,261,073
1,986,250
1,221,002
129,900
292,500
22,314,536
3,041
(HK$744)
400
33,940
6,248
68,090
169,141
51,733
14
29,250
400
1,300

100

100

29.53

100

99.22

92.38

100

32.5

100

100
$ 8,010,126

2,258,904

648,198

3,411,121

2,077,057

1,269,405

246,103

267,878

37,527,081

16,878
$ 1,159,077

212,371

103,652

209,332

104,740

80,554

98,659

(36,707)

(137)

3,200
-
-
-
-
-
-
-
-
-
-
Note 2
Note 2
Notes 2 & 4
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2
Note 2

Note 1: Downstream transactions, upstream transactions, and consolidated unrealized gain or loss with intercompany effect are included. (Concluded) Note 2: The income/loss of the investee was already included in the income/loss of the investor, and is not presented in this table.

Note 3: The investee was disposed of in September 2014. The net income or loss for the period from January 1, 2014, to the disposal date of the subsidiary was listed in the net income (loss) of the investee. Note 4: 70.47% of shares are held under trustee accounts.

= Note 5: The above amounts were translated into New Taiwan dollars at the exchange rate of HK$1 NT$4.087 and THB1=NT$0.9682 at the end of the period.

Note 6: For information on investment in Mainland China, please refer to table 10.

Note 7: Held 1 share on December 31, 2014.

92

TABLE 9

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES BUSINESS RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS

FOR THE YEAR ENDED DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

Number Company Name Counterparty Nature of
Relationship
(Note)
Transaction Details Transaction Details
Account Amount Transaction Terms Percentage of
Consolidated Total
Operating Revenues
or Total Assets
0


























TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
Taiwan Digital Service Co., Ltd.
Taiwan Fixed Network Co., Ltd.
momo.com Inc.
Taiwan Kuro Times Co., Ltd.
Taiwan Digital Service Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Kuro Times Co., Ltd.
momo.com Inc.
Taiwan Digital Service Co., Ltd.
Taiwan Digital Service Co., Ltd.
TFN Media Co., Ltd.
Taipei New Horizon Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Wealth Media Technology Co., Ltd.
Taiwan Cellular Co., Ltd.
Taiwan Kuro Times Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Teleservices & Technologies Co., Ltd.
Wealth Media Technology Co., Ltd.
Taiwan Digital Service Co., Ltd.
Taipei New Horizon Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
Taiwan Kuro Times Co., Ltd.
Phoenix Cable TV Co., Ltd.
Taiwan Digital Service Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Kuro Times Co., Ltd.
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
Accounts and notes
receivable, net
Accounts and notes
receivable, net
Accounts and notes
receivable, net
Accounts and notes
receivable, net
Other receivables
Other receivables
Other receivables
Other receivables
Prepayments
Proceeds from disposal of
property, plant and
equipment and intangible
assets
Acquisition price of
property, plant and
equipment
Other non-current assets
Short-term borrowings
Short-term borrowings
Short-term borrowings
Accounts payable
Accounts payable
Other payables
Other payables
Other payables
Other payables
Other payables
Other payables
Other payables
Other payables
Advance receipts
Other current liabilities
Other current liabilities
$ 214,280
26,560
13,097
1,612
284,053
33,260
3,984
3,473
53,253
24,916
1,442
16,756
8,180,000
1,800,000
300,000
86,717
1,916
457,759
94,368
2,905
2,887
2,218
2,207
1,465
1,218
9,033
43,349
2,644
The terms of transaction are
determined in accordance
with mutual agreements
or general business
practices





















































-
-
-
-
-
-
-
-
-
-
-
-
5%
1%
-
-
-
-
-
-
-
-
-
-
-
-
-
-

(Continued)

93

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES BUSINESS RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS

FOR THE YEAR ENDED DECEMBER 31, 2014

Number Company Name Counterparty Nature of
Relationship
(Note)
Transaction Details Transaction Details
Account Amount Transaction Terms Percentage of
Consolidated Total
Operating Revenues
or Total Assets


































1


TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
TWM
Wealth Media Technology Co., Ltd.
Wealth Media Technology Co., Ltd.
Wealth Media Technology Co., Ltd.
Wealth Media TechnologyCo.,Ltd.
Taiwan Digital Service Co., Ltd.
Taiwan Fixed Network Co., Ltd.
momo.com Inc.
Taiwan Kuro Times Co., Ltd.
Phoenix Cable TV Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
Union Cable TV Co., Ltd.
Globalview Cable TV Co., Ltd.
Mangrove Cable TV Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Kuro Times Co., Ltd.
Taipei New Horizon Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
TFN Media Co., Ltd.
Globalview Cable TV Co., Ltd.
momo.com Inc.
Mangrove Cable TV Co., Ltd.
Taiwan Digital Service Co., Ltd.
Taiwan Digital Service Co., Ltd.
Taiwan Digital Service Co., Ltd.
Taiwan Teleservices & Technologies Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taipei New Horizon Co., Ltd.
Taiwan Mobile Basketball Co., Ltd.
Taiwan Digital Communications Co., Ltd.
TCC Investment Co., Ltd.
Taiwan Fixed Network Co., Ltd.
momo.com Inc.
Taiwan Digital Service Co., Ltd.
TFN Media Co., Ltd.
Taiwan Kuro Times Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Wealth Media Technology Co., Ltd.
Taiwan Cellular Co., Ltd.
TFN Media Co., Ltd.
Win TV Broadcasting Co., Ltd.
TFN Media Co., Ltd.
Win TV BroadcastingCo.,Ltd.
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
1
Operating revenues
Operating revenues
Operating revenues
Operating revenues
Operating revenues
Operating revenues
Operating revenues
Operating revenues
Operating revenues
Operating costs
Operating costs
Operating costs
Operating costs
Operating costs
Operating costs
Operating costs
Operating costs
Realized gain on sales
Unrealized gain on sales
Operating expenses
Operating expenses
Operating expenses
Operating expenses
Operating expenses
Operating expenses
Operating expenses
Other income
Other income
Other income
Other income
Other income
Finance costs
Finance costs
Finance costs
Other receivables
Other receivables
Other income
Other income
$ 12,811,112
1,815,552
101,189
5,372
2,439
2,295
1,688
1,237
1,004
7,383,669
355,702
28,996
9,103
5,016
2,640
1,617
1,217
30,533
42,761
11,761,940
1,076,335
69,771
58,792
34,057
20,481
6,732
64,584
37,364
12,928
11,174
5,998
94,529
8,791
1,830
1,507,870
250,988
10,601
1,362
The terms of transaction are
determined in accordance
with mutual agreements
or general business
practices









































































11%
2%
-
-
-
-
-
-
-
7%
-
-
-
-
-
-
-
-
-
10%
1%
-
-
-
-
-
-
-
-
-
-
-
-
-
1%
-
-
-

(Continued)

94

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES BUSINESS RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS

FOR THE YEAR ENDED DECEMBER 31, 2014

Number Company Name Counterparty Nature of
Relationship
(Note)
Transaction Details Transaction Details Transaction Details Transaction Details
Account Amount Transaction Terms Percentage of
Consolidated Total
Operating Revenues
or Total Assets
2






3

























momo.com Inc.
momo.com Inc.
momo.com Inc.
momo.com Inc.
momo.com Inc.
momo.com Inc.
momo.com Inc.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFNMedia Co.,Ltd.
Fu Sheng Travel Service Co., Ltd.
Fu Sheng Travel Service Co., Ltd.
TFN Media Co., Ltd.
Mangrove Cable TV Co., Ltd.
Taiwan Teleservices & Technologies Co., Ltd.
Phoenix Cable TV Co., Ltd.
Win TV Broadcasting Co., Ltd.
Phoenix Cable TV Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
Union Cable TV Co., Ltd.
Globalview Cable TV Co., Ltd.
Mangrove Cable TV Co., Ltd.
Phoenix Cable TV Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
Globalview Cable TV Co., Ltd.
Win TV Broadcasting Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
Phoenix Cable TV Co., Ltd.
Union Cable TV Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
Phoenix Cable TV Co., Ltd.
Union Cable TV Co., Ltd.
Globalview Cable TV Co., Ltd.
Mangrove Cable TV Co., Ltd.
Phoenix Cable TV Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
Union Cable TV Co., Ltd.
Globalview Cable TV Co., Ltd.
Mangrove Cable TV Co., Ltd.
Win TV Broadcasting Co., Ltd.
Win TV Broadcasting Co., Ltd.
Phoenix Cable TV Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
UnionCableTV Co.,Ltd.
1
1
3
3
3
3
3
1
1
1
1
1
1
1
1
3
1
1
1
1
1
1
1
1
1
1
1
1
1
3
3
1
1
1
Accounts and notes
receivable, net
Operating revenues
Operating costs
Operating costs
Operating costs
Operating costs
Operating costs
Accounts and notes
receivable, net
Accounts and notes
receivable, net
Accounts and notes
receivable, net
Accounts and notes
receivable, net
Accounts and notes
receivable, net
Short-term borrowings
Short-term borrowings
Short-term borrowings
Notes payable
Accounts payable
Accounts payable
Accounts payable
Other payables
Other payables
Other payables
Other payables
Other payables
Operating revenues
Operating revenues
Operating revenues
Operating revenues
Operating revenues
Operating revenues
Operating costs
Operating costs
Operating costs
Operating costs
$ 18,917
9,842
89,856
8,664
1,720
1,125
1,020
35,776
35,611
21,857
13,963
12,480
540,000
425,000
260,000
15,542
1,946
1,814
1,110
3,547
3,306
2,315
1,468
1,271
507,976
457,479
214,288
199,371
16,783
1,328
59,207
35,308
33,795
20,152
The terms of transaction are
determined in accordance
with mutual agreements
or general business
practices

































































-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

95

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES BUSINESS RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS

FOR THE YEAR ENDED DECEMBER 31, 2014

Number Company Name Counterparty Nature of
Relationship
(Note)
Transaction Details Transaction Details
Account Amount Transaction Terms Percentage of
Consolidated Total
Operating Revenues
or Total Assets









4
5
6




















7
8


TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
TFN Media Co., Ltd.
Union Cable TV Co., Ltd.
Phoenix Cable TV Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Fixed Network Co., Ltd.
Taiwan Teleservices & Technologies Co., Ltd.
Taiwan Digital Service Co., Ltd.
Taiwan Digital Service Co., Ltd.
Taiwan Digital Service Co., Ltd.
Taiwan Digital Service Co., Ltd.
Globalview Cable TV Co., Ltd.
Mangrove Cable TV Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
Phoenix Cable TV Co., Ltd.
Globalview Cable TV Co., Ltd.
Union Cable TV Co., Ltd.
Mangrove Cable TV Co., Ltd.
Phoenix Cable TV Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
Globalview Cable TV Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
TFN Media Co., Ltd.
momo.com Inc.
Taiwan Digital Service Co., Ltd.
Taipei New Horizon Co., Ltd.
Taipei New Horizon Co., Ltd.
TFN HK LIMITED
Taiwan Teleservices & Technologies Co., Ltd.
Taiwan Digital Service Co., Ltd.
TFN Media Co., Ltd.
momo.com Inc.
Taiwan Kuro Times Co., Ltd.
Phoenix Cable TV Co., Ltd.
Union Cable TV Co., Ltd.
Mangrove Cable TV Co., Ltd.
Globalview Cable TV Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
Union Cable TV Co., Ltd.
TFN HK LIMITED
Taiwan Teleservices & Technologies Co., Ltd.
Taipei New Horizon Co., Ltd.
Win TV Broadcasting Co., Ltd.
Taiwan Kuro Times Co., Ltd.
Taipei New Horizon Co., Ltd.
Yeong Jia Leh Cable TV Co., Ltd.
Taipei New Horizon Co., Ltd.
Taipei New Horizon Co., Ltd.
1
1
1
1
1
1
1
1
1
1
3
3
3
3
3
3
3
1
3
3
3
3
3
3
3
3
3
3
3
1
3
3
3
3
3
3
3
3
Operating costs
Operating costs
Operating expenses
Operating expenses
Operating expenses
Operating expenses
Operating expenses
Finance costs
Finance costs
Finance costs
Operating revenues
Operating revenues
Accounts and notes receivable, net
Accounts and notes receivable, net
Other receivables
Prepayments
Other non-current assets
Other payables
Other payables
Advance receipts
Operating revenues
Operating revenues
Operating revenues
Operating revenues
Operating revenues
Operating revenues
Operating revenues
Operating costs
Operating costs
Operating costs
Operating expenses
Operating expenses
Other income
Operating revenues
Other non-current liabilities
Other payables
Operating costs
Operating expenses
$ 14,063
6,673
2,971
1,842
1,247
1,230
1,072
6,475
4,684
2,986
1,168
1,002
24,945
2,529
2,178
9,242
8,778
17,234
7,901
1,333
142,287
21,023
5,752
4,844
4,221
2,166
1,715
1,772
1,769
88,892
100,848
29,608
5,459
4,835
5,841
1,218
4,941
24,015
The terms of transaction are
determined in accordance
with mutual agreements
or general business
practices









































































-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

(Concluded)

Note: 1. Parent to subsidiary

  1. Subsidiary to parent

  2. Between subsidiaries

96

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES INFORMATION ON INVESTMENT IN MAINLAND CHINA

FOR THE YEAR ENDED DECEMBER 31, 2014

TABLE 10

(In Thousands of New Taiwan Dollars and Other Currencies, Unless Stated Otherwise)

Investee
Company Name
Main Businesses and
Products
Main Businesses and
Products
Total Amount of
Paid-in Capital
Investment Type Investment Type
Accumulated
Outflow of
Investment from
Taiwan as of
January 1, 2014
Investment Flows Investment Flows Investment Flows Accumulated
Outflow of
Investment from
Taiwan as of
December 31, 2014
Net (Loss)
Income of
Investee
% Ownership through
Direct or Indirect
Investment
Investment
Income (Loss)
Carrying Value as of
December 31, 2014
Accumulated
Inward Remittance
of Earnings as of
December 31, 2014
Outflow Inflow
Xiamen Taifu
Teleservices &
Technologies
Co., Ltd.
TWM
Communications
(Beijing) Co. Ltd.

Fubon Gehua
(Beijing) Enterprise
Ltd.
System integration,
management, analysis
and development of
CRM application and
information
consulting services
Mobile application
development and
design
Wholesaling

$ -
(Note 3)
95,130
(US$3,000)
1,171,850
(RMB230,000)
2



2


2
$ 41,223
(US$1,300)
154,491
(US$4,872)

697,370
(US$14,000,
RMB49,741)


$ -


-




101,900
(RMB20,000)
$

-
-
-
$ 41,223
(US$1,300)
154,491
(US$4,872)
799,270
(US$14,000,
RMB69,741)
$ -

105

(216,774)
100% indirect ownership
through TWM’s
subsidiary
100% indirect ownership
through TWM’s
subsidiary
69.63% indirect
ownership through
TWM’s subsidiary
$ -
105
(179,541)
-
(Note 3)

114,049

189,304
$ -
-
-
Upper Limit on Investment
Authorized by Investment
Commission, MOEA
$80,000
$51,340,140
$3,836,917
Investee
Company Name
Accumulated Investment in
Mainland China as of
December 31, 2014
Investment Amounts
Authorized by Investment
Commission, MOEA
Upper Limit on Investment
Authorized by Investment
Commission, MOEA
Xiamen Taifu Teleservices &
Technologies Co., Ltd.
41,223
(US$1,300)
41,223
(US$1,300)
$80,000
TWM Communications (Beijing)
Co., Ltd.
154,491
(US$4,872)
154,491
(US$4,872)
$51,340,140
Fubon Gehua (Beijing) Enterprise
Ltd.
799,270
(US$14,000,
RMB69,741)
883,250
(US$15,000,
RMB80,000)
$3,836,917

Note 1: The investment types are as follows:

a. Direct investment in Mainland China.

b. Indirect investment in Mainland China through a subsidiary in a third place, e.g. TT&T, TCC and momo.

c. Others.

= = Note 2: The above amounts were translated into New Taiwan dollars at the exchange rate of US$1 NT$31.71 and RMB1 NT$5.095 at the end of the period. Note 3: Xiamen Taifu Teleservices & Technologies Co., Ltd. was dissolved in November 2013 and contributed capital to the parent company, TT&T Holdings. Note 4: The amount was calculated based on the audited financial statements.

97