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Taiwan Mobile Co., Ltd. Annual Report 2014

Nov 18, 2014

52277_rns_2014-11-18_3f49202a-0ad9-443e-85d2-d236e0efd42d.pdf

Annual Report

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Taiwan Mobile Co., Ltd.

Non-consolidated Financial Statements for the Years Ended December 31, 2014 and 2013, and Independent Auditors’ Report

Independent Auditors’ Report

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

We have audited the accompanying 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. These non-consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to issue a report on these non-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 non-consolidated 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 non-consolidated statements presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the non-consolidated financial statements referred to above present fairly, in all material respects, the financial position of Taiwan Mobile Co., Ltd. as of December 31, 2014 and 2013, and the results of its operations and its 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.”

We have also audited the accompanying schedules of significant accounts, provided as supplementary analysis, by applying the same procedures described above. In our opinion, such schedules are consistent, in all material respects, with the non-consolidated financial statements referred to above.

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

Notes to Readers

The accompanying non-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 non-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 non-consolidated financial statements shall prevail.

1

TAIWAN MOBILE CO., LTD.

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))
1170
Accounts and notes receivable, net (Notes 4, 5 and 6(d))
1180
Accounts receivable from related parties (Note 7)
1200
Other receivables
1210
Other receivable from related parties (Note 7)
130x
Inventories (Notes 4 and 6(e))
1410
Prepayments (Note 7)
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))
1550
Investments accounted for using equity method (Notes 4, 5 and 6(f))
1600
Property, plant and equipment (Notes 4, 5 and 6(h))
1760
Investment properties, net (Notes 4 and 6(i))
1791
Concessions (Notes 4 and 6(j))
1805
Goodwill (Notes 4, 5 and 6(j))
1801
Computer software, net (Notes 4 and 6(j))
1840
Deferred tax assets (Notes 4, 5 and 6(s))
1995
Other non-current assets (Notes 6(k) and 8)
Total non-current assets
TOTAL
2014.12.31
Amount
%
$ 1,167,487
1
204,310
-
10,606,824
8
261,589
-
371,843
-
333,917
-
1,999,682
2
303,705
-
1,810
-
15,251,167 11
2,587,050
2
7,050
-
47,285,131 34
32,294,190 23
554,966
-
31,505,997 22
7,121,871
5
489,502
-
779,560
1
2,746,422
2
125,371,739 89
$ 140,622,906 100
2013.12.31
Amount
%

601,723
1

202,354
-
11,807,587
9

1,744,392
1

335,115
-

2,433,533
2

2,283,349
2

409,844
-

1,801
-
19,819,69815
-
-

50,324
-
39,513,049 30
28,975,365 22

1,765,018
1
32,748,545 24

7,121,871
5

376,627
-

815,573
1

2,991,162
2
114,357,534 85
134,177,232 100
LIABILITIES AND EQUITY
CURRENT LIABILITIES
2100
Short-term borrowings (Notes 4, 6(l) and 7)
2110
Short-term notes and bills payable (Notes 4 and 6(l))
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(p))
2310
Advance receipts (Note 6(m))
2320
Long-term liabilities, current portion (Note 6(o))
2399
Other current liabilities
Total current liabilities
NON-CURRENT LIABILITIES
2530
Bonds payable (Note 6(n))
2540
Long-term borrowings (Note 6(o))
2550
Non-current provisions (Notes 4 and 6(p))
2570
Deferred tax liabilities (Notes 4, 5 and 6(s))
2640
Accrued pension liabilities (Notes 4 and 6(r))
2645
Guarantee deposits
Total non-current liabilities
Total liabilities
3110
Ordinary shares
3200
Capital surplus
Retained earnings
3310
Legal reserve
3350
Unappropriated retained earnings
3400
Other equity interests
3500
Treasury shares
Total equity (Note 6(t))
TOTAL
2014.12.31
2013.12.31
Amount
%
Amount
%
$ 27,880,000 20 37,170,000 28
5,593,031
4
2,396,971
2
4,353,712
3
4,025,392
3
88,659
-
94,029
-
8,885,881
6
8,884,409
7
940,108
1
470,808
-
118,947
-
109,116
-
1,673,685
1
1,973,963
1
2,000,000
2
1,000,000
1
1,716,023
1
1,112,012
1
53,250,046 38 57,236,700 43
14,794,293 11 14,792,647 11
10,000,000
7
2,000,000
2
616,959
-
564,470
-
1,313,577
1
1,744,211
1
28,286
-
28,882
-
360,393
-
376,428
-
27,113,508 1919,506,638 14
80,363,554 57 76,743,338 57
34,208,328 24 34,208,328 26
14,715,830 11 12,456,891
9
21,537,666 15 19,262,044 14
19,817,858 14 22,171,132 17
(302,986 )
-
412,682
-
(29,717,344 ) (21 )(31,077,183) (23)
60,259,352 43 57,433,894 43
$ 140,622,906 100 134,177,232 100
Amount
$ 1,167,487
204,310
10,606,824
261,589
371,843
333,917
1,999,682
303,705
1,810
15,251,167
2,587,050
7,050
47,285,131
32,294,190
554,966
31,505,997
7,121,871
489,502
779,560
2,746,422
125,371,739
$ 140,622,906
Amount

601,723

202,354
11,807,587

1,744,392

335,115

2,433,533

2,283,349

409,844

1,801
19,819,698
-

50,324
39,513,049
28,975,365

1,765,018
32,748,545

7,121,871

376,627

815,573

2,991,162
114,357,534
134,177,232

TOTAL $ 140,622,906 100 134,177,232 100

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

2

TAIWAN MOBILE CO., LTD. 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(v) and 7)
5000
OPERATING COSTS (Notes 4, 7 and 12)
GROSS PROFIT FROM OPERATIONS
5910
Unrealized gain on sales
5920
Realized gain on sales
5950
NET GROSS PROFIT FROM OPERATIONS
6000
OPERATING EXPENSES (Notes 4, 7 and 12)
6100
Marketing
6200
Administrative
6500
NET OTHER INCOME AND EXPENSES (Note 6(w))
6900
NET OPERATING INCOME
NON-OPERATING INCOME AND EXPENSES (Notes 4, 6(x) and 7)
7010
Other income
7020
Other gains and losses, net
7050
Finance costs
7060
Share of profit of subsidiaries and associates accounted for using equity method
7000
Total non-operating income and expenses
7900
PROFIT BEFORE TAX
7950
TAX EXPENSE (Notes 4 and 6(s))
8200
PROFIT
8300
OTHER COMPREHENSIVE INCOME (LOSS)
8325
Unrealized gains (losses) on available-for-sale financial assets
8360
Actuarial losses on defined benefit plans
8370
Share of other comprehensive income (loss) of subsidiaries and associates accounted for
using equity method
8399
Income tax generated from other comprehensive income
8300
OTHER COMPREHENSIVE INCOME (AFTER TAX)
8500
COMPREHENSIVE INCOME
EARNINGS PER SHARE (Note 6(u))
9750
BASIC
9850
DILUTED
2014 %
100
65
35
-
-
35
24
4
28
-
7
1
(1)
(1)
13
12
19
1
18
(1)
-
-
-
(1)
17
5.56
5.55
2013 %
100
65
35
-
-
35
20
4
24
-
11
-
(2)
(1)
13
10
21
1
20
-
-
-
-
-
20
5.79
5.78
Amount
$ 81,649,070
52,822,024
28,827,046
42,761
30,533
28,814,818
20,018,364
3,135,187
23,153,551
52,013
5,713,280
550,826
(955,375)
(599,276)
11,031,482
10,027,657
15,740,937
735,509
15,005,428
(390,994 )
(14,791 )
(330,879 )
2,515
(734,149 )
$
14,271,279
$
Amount
78,928,492
51,265,449
27,663,043
33,405
-
27,629,638
15,989,050
3,435,206
19,424,256
52,635
8,258,017
229,807
(1,318,154)
(444,094)
9,862,077
8,329,636
16,587,653
1,004,206
15,583,447

(3,043)
(17,260)
89,290
2,934

71,921
15,655,368
$

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

3

TAIWAN MOBILE CO., LTD. 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 (Note 1):
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
Z1
BALANCE, DECEMBER 31, 2013
Distribution of retained earnings for the year ended December 31, 2013 (Note 2):
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
Z1
BALANCE, DECEMBER 31, 2014
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
Unappropriated
22,606,173
(1,469,160)
(14,526,578)
-
(15,995,738)
15,583,447
(735)
15,582,712
-
(22,015)
22,171,132
(2,275,622)
(15,064,599)
(17,340,221)
15,005,428
(18,481)
14,986,947
-
-
-
-
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 )
Total
Equity

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
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

Note 1: The remuneration to directors of $39,667 thousand and the bonus to employees of $396,673 thousand have been expensed and deducted from 2012 earnings.

Note 2: The remuneration to directors of $42,075 thousand and the bonus to employees of $420,753 thousand have been expensed and deducted from 2013 earnings.

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

4

TAIWAN MOBILE CO., LTD. STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2014 AND 2013

(In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
A10000
Profit before tax
A20000
Adjustments
A20010
Adjustments to reconcile profit (loss)
A22400
Share of profit of subsidiaries and associates
accounted for using equity method
A20100
Depreciation expense
A20200
Amortization expense
A22500
Loss on disposal of property, plant and equipment,
net
A20900
Finance costs
A20300
Provision for bad debt expense
A23900
Unrealized gain on sales
A24000
Realized gain on sales
A21200
Interest income
A21300
Dividend income
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
A31190
Other receivable from related parties
A31200
Inventories
A31230
Prepayments
A31240
Other current assets
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
A33350
Income taxes paid
AAAA
Net cash flows from operating activities
2014
$ 15,740,937
(11,031,482
)
7,600,128
1,505,417
950,715
599,276
334,960
42,761
(30,533)
(18,531)
(9,835)
(57,124)
1,164,238
1,482,803
(46,827)
14,616
283,667
106,139
(9)
328,320
(5,370)
(1,001,011)
(5,416)
(245,267)
549,000
(15,387)
2,609,496

18,293,309
1,510
(4,351)
(1,056,066)
$ 17,234,402
2013
16,587,653

(9,862,077
)

7,008,086

994,221

1,285,754

444,094

286,698

33,405

-

(38,975)
(11,628)
139,578

(941,074)

(1,704,873)

211,472

(542,393)

(334,014)

(15,923)

1,900

(733,372)

25,757

488,164

(5,845)

(294,734)

419,300
860

(3,424,775)

13,302,456

-

(1,134)
(1,103,859)

12,197,463

(Continued)

5

TAIWAN MOBILE CO., LTD. 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
(9,196,218)
B07100 Increase in prepayments for equipment
(280,962)
B04500 Acquisition of intangible assets
(108,375)
B01800 Acquisition of investments accounted for using equity
method
(3,172,155)
B00300 Acquisition of available-for-sale financial assets
(2,980,000)
B04300 Increase in financing provided to investees
(2,920,000)
B04400 Decrease in financing provided to investees
5,005,000
B03700 Increase in refundable deposits
(125,248)
B03800 Decrease in refundable deposits
94,717
B04600 Proceeds from disposal of intangible assets
12,660
B02800 Proceeds from disposal of property, plant and equipment
12,484
B01400 Proceeds from investees' capital reduction
43,274
B07500 Interest received
26,943
B07600 Dividend received
9,717,061
B06500 Increase in other financial assets
-
BBBB
Net cash used in investing activities
(3,870,819)
CASH FLOWS FROM FINANCING ACTIVITIES
C00100 Increase in short-term borrowings
109,300,000
C00200 Decrease in short-term borrowings
(122,200,000)
C03700 Proceeds of financing from investee
21,070,000
C03800 Repayment of financing from investee
(17,460,000)
C00500 Increase in short-term notes and bills payable
19,067,020
C00600 Decrease in short-term notes and bills payable
(15,874,202)
C01600 Proceeds from long-term borrowings
10,000,000
C01700 Repayments of long-term borrowings
(1,000,000)
C03000 Increase in guarantee deposits received
110,213
C03100 Decrease in guarantee deposits received
(127,049)
C04500 Cash dividends paid
(15,064,590)
C05600 Interest paid
(619,211)
C01200 Proceeds from issuance of bonds
-
C01300 Repayments of bonds
-
CCCC
Net cash flows from (used in) financing activities
(12,797,819)
EEEE
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS
565,764
E00100CASH AND CASH EQUIVALENTS AT BEGINNING
OF YEAR
601,723
E00200CASH AND CASH EQUIVALENTS AT END OF YEAR$
1,167,487
2013

(6,776,085)

(137,989)

(29,148,300)

(1,153,350)

-

(4,445,000)

4,190,000

(109,629)

88,819

20,394

33,005

-

33,085

5,240,570

(720)
(32,165,200)

71,900,000

(44,400,000)

7,270,000

(7,400,000)

3,894,957

(1,498,542)

3,000,000

-

119,069

(126,859)

(14,795,584)

(344,979)

5,796,043

(4,000,000)
19,414,105

(553,632)

1,155,355

601,723

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

(Concluded)

5-1

TAIWAN MOBILE CO., LTD. AND SUBSIDIARIES NOTES TO NON-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 2014, 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”.

2. APPROVAL DATE AND PROCEDURES OF THE NON-CONSOLIDATED FINANCIAL STATEMENTS

The Board of Directors approved the non-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 (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:

6

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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 TWM’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 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, TWM anticipates that accrued pension

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NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

liabilities would increase by $311 thousand and retained earnings would decrease by $258 thousand on January 1, 2014; accrued pension liabilities would increase by $289 thousand and retained earnings would decrease by $240 thousand on December 31, 2014, operating expenses would increase by $562 thousand and actuarial gains on defined benefit plans, before tax would increase by $584 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. TWM 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.

(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, TWM 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
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
Effective Date
Issued by IASB
January 1, 2018
January 1, 2016
January 1, 2017
January 1, 2016
January 1, 2018
(continued)

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NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

New Standards, Amendments and Interpretations
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, 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
(concluded)

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

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Statement of Compliance

The non-consolidated financial statements have been prepared in accordance with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers (the Guidelines).

Basis of Preparation

  • a. Basis of measurement

  • The non-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 is determined based on the primary economic environment in

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NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

which the entity operates. The non-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.

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 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 non-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

TWM 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.

TWM 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.

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NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

  • 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 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, TWM 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 TWM becomes a party to the contractual provisions of the instruments.

  • a. Financial assets

TWM adopts trade-date accounting to recognize and derecognize financial assets. Financial assets are classified into the following categories: available-for-sale financial assets and loans and receivables.

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NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(1) 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.

(2) 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.

(3) 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 TWM on terms that TWM 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

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NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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.

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

(4) Derecognition of financial assets

TWM derecognizes financial assets when the contractual rights of the cash inflow from the asset are terminated, or when TWM 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

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NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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, 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

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

Investment in Associates

Associates are those entities in which TWM 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 non-consolidated financial statements include TWM’s share of the profit or loss and other comprehensive income of equity-accounted investees, after adjustments to align their accounting policies with those of TWM, from the date that significant influence commences until the date that significant influence ceases.

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NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

If TWM 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 TWM and an associate are eliminated to the extent of TWM’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 TWM’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 TWM has an obligation or has made payments on behalf of the investee.

Subsidiaries

The subsidiaries which TWM holds for control are measured under the equity method in the financial statements. Under the equity method, the net income, other comprehensive income, and equity in the separate financial statements are equivalent to the net income, other comprehensive income, and equity attributable to the owners of the parent in the consolidated financial statements.

Changes in ownership of the subsidiaries are recognized as equity transactions.

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

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NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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 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 TWM 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.

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(h).

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.

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NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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 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.

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. Other intangible assets

Other intangible assets are measured at cost less accumulated amortization and any accumulated impairment losses.

  • c. 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(j).

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

TWM 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

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NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

cost to sell and value in use) for the individual asset, then TWM 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.

TWM 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 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, TWM 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

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TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

of the discount is recognized as finance cost. The restoration cost for property, plant and equipment that were originally acquired or used by TWM 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.

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. 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. TWM 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.

TWM 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

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NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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 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.

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NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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.

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, and value-added services, net of any applicable discount, are billed at predetermined rates.

  • 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) TWM has transferred the significant risks and returns of ownership to the counterparty;

  • (2) TWM 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 TWM;

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

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NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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

  • c. 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.

  • d. 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.

When TWM 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 TWM.

  • e. Dividend and interest income

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

Interest arising from financial instruments is recognized when the economic benefits will probably flow to TWM 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, TWM 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 non-consolidated financial statements in conformity with the Guidelines 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.

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TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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

TWM has not recognized any impairment loss for the years ended December 31, 2014 and 2013.

  • 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 $7,121,871 thousand. TWM 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.

TWM 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

23

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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 $779,560 thousand and $815,573 thousand, respectively; and the carrying value of deferred income tax liabilities amounted to $1,313,577 thousand and $1,744,211 thousand, respectively.

  • e. Useful lives of property, plant and equipment

Please refer to Note 6(h). TWM 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, TWM 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 $10,606,296 thousand and $11,804,813 thousand, respectively. They were the net amounts after subtracting the allowances for doubtful accounts amounting to $228,697 thousand and $263,918 thousand, respectively.

6. DESCRIPTION OF SIGNIFICANT ACCOUNTS

  • a. Cash and cash equivalents
2014.12.31
Cash in banks
$ 729,570
Time deposits
392,887
Government bonds with repurchase rights
45,000
Revolving funds
30
$
1,167,487
Current and non-current available-for-sale financial assets
2014.12.31
Domestic listed stock
$
204,310
Domestic unlisted stock
$
2,587,050
2013.12.31
431,763
11,960
158,000
-
601,723
2013.12.31

202,354

-
  • b. Current and non-current available-for-sale financial assets

24

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

c. Non-current financial assets at cost

Foreign unlisted stock 2014.12.31
$
7,050
2013.12.31
50,324

The aforementioned investments held by TWM 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, TWM 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
$ 528
10,834,993
(228,697 )
10,606,296
$
10,606,824
2013.12.31
2,774
12,068,731
(263,918)
11,804,813
11,807,587

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

Amount of
Accounts
Receivable Sold

January 2014
Long Sun Asset Management Co., Ltd.
$
988,347
January 2013
Hui Cheng First Asset Management Co., Ltd.
$
1,238,163
The accounts receivable aging analysis of TWM was as follows:
2014.12.31
Neither past due nor impaired
$ 10,327,243
Past due but not impaired
Past due within 180 days
279,053
Past due over 180 days
-
$
10,606,296
Proceeds of the
Sale of Accounts
Receivable
42,499
40,116
2013.12.31

11,517,099

283,805

3,909

11,804,813

25

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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
For the Years Ended December 31 For the Years Ended December 31
2014
$ 263,918
317,187
112,886
(465,294)
$ 228,697
2014.12.31
$
1,999,682
2013
257,724
262,779
120,169
(376,754 )

263,918
2013.12.31

2,283,349

e. Inventories

For the years ended December 31, 2014 and 2013, the cost of goods sold recognized in comprehensive income amounted to $24,463,513 thousand and $23,565,134 thousand, respectively, which included the inventory write-downs amounting to $28,232 thousand and recovery amounting to $22,766 thousand, respectively. The value of the inventories was recovered by clearing the inventories in the year 2013.

  • f. Investments accounted for using equity method
Subsidiaries
Associates
Taipei New Horizon Co., Ltd.(TNH)
Alliance Digital Tech Co., Ltd. (ADT)
2014.12.31
$ 47,261,992
-
23,139
$
47,285,131
2013.12.31

37,917,583
1,566,952
28,514
39,513,049

(1) Subsidiaries

Please refer to the consolidated financial statements for the years ended December 31, 2014 and 2013.

  • (2) Associates

Financial information on TWM’s associates was as follows:

Total assets
Total liabilities
2014.12.31
$
187,143
$
13,598
2013.12.31

7,768,095

4,478,376

26

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Operating revenues
Profit
Share of losses of associates accounted for
using equity method
For the Years Ended
December 31
2014
2013
$
42,355
2,875,023
$
(64,188 )
143,215
$
(16,876
)
(69,725)
2014
$
42,355
$
(64,188 )
$
(16,876
)

(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(g).

  • (2) 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.

g. 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.

Assets acquired and liabilities assumed

27

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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

TWM’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.

  • h. Property, plant and equipment

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

Cost:
Balance, January 1, 2014
Additions
Reclassification
Disposals
Balance, December 31, 2014
Balance, January 1, 2013
Additions
Reclassification
Disposals
Balance, December 31, 2013
Accumulated depreciation and
impairment:
Balance, January 1, 2014
Depreciation
Reclassification
Disposals
Balance, December 31, 2014
Land
$ 4,268,702
-
944,263
-
$ 5,212,965
$ 4,040,056
-
228,646
-
$ 4,268,702
$ 59,376
-
-
-
$
59,376
Buildings
2,612,273
-
395,524
-
3,007,797
2,551,870
-
60,403
-
2,612,273
842,123
69,961
142,263
-
1,054,347
Telecommunication
equipment
63,138,694
59,519
8,962,996
(6,058,462 )
66,102,747
61,272,984
114,199
7,471,680
(5,720,169 )
63,138,694
43,348,134
7,040,623
(51,578 )
(5,117,069 )
45,220,110
Miscellaneous
equipment
4,571,722
328,317
116,320
(73,691 )
4,942,668
4,243,731
338,225
60,045
(70,279 )
4,571,722
3,160,262
477,016
51,578
(59,103 )
3,629,753
Construction
in progress
and equipment
to be inspected
1,793,869
10,284,580

(9,079,632 )
(7,218 )
2,991,599
2,581,974
6,755,580
(7,532,341 )
(11,344 )
1,793,869
-
-
-
-
-
Total
76,385,260
10,672,416
1,339,471
(6,139,371 )
82,257,776
74,690,615
7,208,004
288,433
(5,801,792 )
76,385,260
47,409,895
7,587,600
142,263
(5,176,172 )
49,963,586
(continued)

28

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Balance, January 1, 2013
Depreciation
Reclassification
Disposals
Balance, December 31, 2013
Carrying amount:
Balance, December 31, 2014
Balance, December 31, 2013
Land
$ 67,280
-
(7,904 )
-
$
59,376
$ 5,153,589
$ 4,209,326
Buildings
760,044
64,926
17,153
-
842,123
1,953,450
1,770,150
Telecommunication
equipment
41,366,103
6,434,764
-
(4,452,733 )
43,348,134
20,882,637
19,790,560
Miscellaneous
equipment
2,697,422
491,340
1,800
(30,300 )
3,160,262
1,312,915
1,411,460
Construction
in progress
and equipment
to be inspected
-
-
-
-
-
2,991,599
1,793,869
Total
44,890,849
6,991,030
11,049
(4,483,033 )
47,409,895
32,294,190
28,975,365
(concluded)
  • (1) The estimated useful lives, for the current and comparative years, of significant items of property, plant and equipment are as follows:
(a) Buildings
Primary buildings 50~55 years
Mechanical and electrical equipment 15 years
(b) Telecommunication equipment 2~15 years
(c) Miscellaneous equipment 2~20 years
  • (2) The non-cash investing activities of TWM 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
i. Investment property
Land:
Cost
Buildings:
Cost
Accumulated depreciation
Carrying amount
For the Years
Ended December 31
2014
2013
$ 10,672,416
7,208,004
(1,416,746 )
(317,854)
(59,452)
(114,065)
$
9,196,218
6,776,085
2014.12.31
2013.12.31
$
393,709
1,337,972
$ 254,062
649,585
92,805
222,539
$
161,257
427,046
(Continued)
2014
$ 10,672,416
(1,416,746 )
(59,452)
$
9,196,218
2014.12.31
$
393,709
$ 254,062
92,805
$
161,257

29

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Total investment property
Fair value
Capitalization rate
2014.12.31
$
554,966
$
1,566,181
1.06%~5.07%
2013.12.31

1,765,018

3,300,725
1.19%~4.92%
(Concluded)

Properties were reclassified from property, plant and equipment to investment property since the properties were no longer used by TWM 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.

j. Intangible assets

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

Cost:
Balance, January 1, 2014
Addition
Disposals
Reclassification
Balance, December 31, 2014
Balance, January 1, 2013
Addition
Disposals
Reclassification
Balance, December 31, 2013
Amortization:
Balance, January 1, 2014
Amortization
Disposals
Balance, December 31, 2014
Balance, January 1, 2013
Amortization
Disposals
Balance, December 31, 2013
Carrying amounts:
Balance, December 31, 2014
Balance, December 31, 2013
Concession
license
$39,291,000
-
-
-
$39,291,000
$10,281,000
29,010,000
-
-
$39,291,000
$ 6,542,455
1,242,548
-
$ 7,785,003
$ 5,794,746
747,709
-
$ 6,542,455
$31,505,997
$32,748,545
Goodwill
7,121,871
-
-
-
7,121,871
7,121,871
-
-
-
7,121,871
-
-
-
-
-
-
-
-
7,121,871
7,121,871
Computer
software
1,579,154
108,375
(15,670 )
280,029
1,951,888
1,315,126
138,300
(54,782 )
180,510
1,579,154
1,202,527
246,869
(3,010)
1,462,386
990,403
246,512
(34,388)
1,202,527
489,502
376,627
Total
47,992,025
108,375
(15,670)
280,029
48,364,759
18,717,997
29,148,300
(54,782)
180,510
47,992,025
7,744,982
1,505,417
(3,010)
9,247,389
6,785,149
994,221
(34,388)
7,744,982
39,117,370
40,247,043

30

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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

  • (1) 4G concession license

  • (2) 3G concession license

  • (3) Computer software

16 years and 4 months ~16 years and 7 months 13 years and 9 months 2~3 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 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) Goodwill

The goodwill resulted from the merger of TransAsian Telecommunications Inc. (TAT) in September 2008.

In conformity with IAS 36 Impairment of Assets , TWM identified mobile communication service as the smallest identifiable units which can generate cash inflows independently.

The recoverable amounts of the operating assets and intangible assets were evaluated by the critical assumptions, which were as follows:

  • a. 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.

  • b. 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.

  • c. Assumptions on operating costs and expenses

The estimates of activation commissions and customer retention costs were 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.

31

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

d. 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.

Based on the key assumptions of each cash-generating unit, TWM’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.

k. Other non-current assets

Long-term accounts receivable
Refundable deposits
Prepayments for equipment
Other financial assets
2014.12.31
$ 2,248,006
430,750
66,946
720
$ 2,746,422
2013.12.31
2,546,264
400,218
43,960
720
2,991,162
  • l. Short-term borrowings and short-term notes and bills payable
Unsecured loans-financial institutions
Unsecured loans-related parties
Short-term notes and bills payable
Less: Discount on short-term notes and bills payable
Unsecured loans-financial institutions
Unsecured loans-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%
$ 17,600,000
1.29478%~1.29789%
10,280,000
$ 27,880,000
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
1.183%~1.196%
6,670,000
$
37,170,000
0.62%~0.72%
$ 2,400,000
(3,029)
$
2,396,971
Annual interest rate
0.83%~1.15%
1.183%~1.196%
0.62%~0.72%

For financial risk information of TWM, please refer to Note 6(aa); for the information on

32

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

loans from related parties, please refer to Note 7.

m. Advance receipts

Advance receipts from customers
Deferred customer loyalty revenu~~es~~
Others
2014.12.31
1,606,359
51,137
16,189
1,673,685
2013.12.31
$
1,854,177

47,879

71,907
$
1,973,963

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.

n. 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

(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:

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

33

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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

o. Long-term borrowings

Unsecured loans-financial institutions
Less: current portion
Unsecured loans-financial institutions
Less: current portion
2014.12.31
Annual interest rate
Amount
1.05%~1.095% $ 12,000,000
1.05%
(2,000,000)
$
10,000,000
2013.12.31
Annual interest rate
Amount
1.05% $ 3,000,000
(1,000,000)
$
2,000,000
Annual interest rate
1.05%

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.

p. Provisions

Provisions
Current

Non-current
2014.12.31
$ 118,947
616,959
$
735,906
2013.12.31

109,116

564,470

673,586

34

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

The changes in provisions for the years ended December 31, 2014 and 2013, were as follows:

Beginning balance
Provision
Unwinding of discount
Payment
Reversal
Ending balance
For the Years Ended
December 31
2014
2013
$ 673,586
556,202
63,903
122,600
8,284
9,165
(4,051 )
(8,042)
(5,816 )
(6,339)
$ 735,906
673,586
For the Years Ended
December 31
2014
2013
$ 673,586
556,202
63,903
122,600
8,284
9,165
(4,051 )
(8,042)
(5,816 )
(6,339)
$ 735,906
673,586
2014
$ 673,586
63,903
8,284
(4,051 )
(5,816 )
$ 735,906
673,586
  • q. Operating lease

  • (1) Lessee

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

Less than one year
Between one and five years
Over five years
2014.12.31
$ 2,870,057
4,718,876
24,633
$ 7,613,566
2013.12.31
2,614,701
4,688,430
30,953
7,334,084

TWM leases base transceiver stations, stores, offices, machine rooms, maintenance centers, 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, TWM anticipated it would receive total future minimum sublease payments under the non-cancellable sublease contracts in the amount of $1,346,575 thousand and $1,616,357 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
2014
2013
$ 3,176,487
2,788,581
(595,089 )
(279,119)
$ 2,581,398
2,509,462
2014
$ 3,176,487
(595,089 )
$ 2,581,398

35

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

(2) Lessor

TWM 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
Over five years
2014.12.31
$ 52,772
11,701
-
$
64,473
2013.12.31
124,556
29,782
405
154,743

r. 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
498,948
(470,373 )
28,575
(289 )
28,286
2013.12.31
486,172
(456,979)
29,193
(311)
28,882
$
$

TWM 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.

36

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

  • (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
Defined benefit obligation, December 31
For the Years Ended
December 31
2014
2013
$ 486,172
471,990
(14,372 )
(9,654 )
1,725
2,400
9,116
7,080
16,307
14,356
$
498,948
486,172
2014
$ 486,172
(14,372 )
1,725
9,116
16,307
$
498,948
  • (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:

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
$ 456,979
460,895
16,910
-
(14,372 )
(9,654 )
9,340
8,642
1,516
(2,904 )
$
470,373
456,979
2014
$ 456,979
16,910
(14,372 )
9,340
1,516
$
470,373
  • (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
For the Years Ended
December 31
2014
2013
$ 1,725
2,400
9,116
7,080
22
22
(9,340 )
(8,642 )
$ 1,523
860
2014
$ 1,725
9,116
22
(9,340 )
$ 1,523

37

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Actual return on plan assets For the Years Ended
December 31
For the Years Ended
December 31
2014
$ 10,855
2013

5,739
  • (e) The pre-tax actuarial gains (losses) recognized in other comprehensive income TWM’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
$ 37,206
19,946
14,791
17,260
$ 51,997
37,206
2014
$ 37,206
14,791
$ 51,997
  • (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%
2.00%
2.75%
2013.12.31

1.875%

2.00%

2.75%

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.

TWM expected $20,749 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
$ (498,948 )
470,373
$
(28,575)
$
(16,307)
$
1,516
2013.12.31
(486,172 )
456,979
(29,193)
(14,356)
(2,904)
2012.12.31
(471,990 )
460,895
(11,095 )
(15,524 )
(4,422 )
2012.1.1
(446,193 )
429,245
(16,948)
-
-

38

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(2) Defined contribution plans

TWM 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. TWM contributed a fixed amount to the Bureau of Labor Insurance without additional legal or constructive obligations.

TWM’s contribution to the pension plan amounted to $103,665 thousand and $113,417 thousand for the years ended December 31, 2014 and 2013, respectively.

s. Income tax

  • (1) Income tax expense recognized in profits or losses
Current income tax expense
Current period
Prior years’ adjustment on current income tax
Deferred income tax expense
Current period
Reversal of temporary difference
Income tax expense
For the Years Ended
December 31
2014
2013
$ 947,931
945,214
179,684
(75,077)
1,127,615
870,137
(228,406)
134,069
(163,700)
-
(392,106)
134,069
$ 735,509
1,004,206
2014
$ 947,931
179,684
1,127,615
(228,406)
(163,700)
(392,106)
$ 735,509

(2) Income tax recognized in other comprehensive income

Deferred income tax income
Defined benefit plan actuarial gains and losses
For the Years Ended
December 31
2014
2013
$(2,515 )
(2,934 )
2014
$(2,515 )

39

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(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
Investments accounted for using equity method, net
Temporary differences
Deferred income taxes
Prior years’ adjustment
Investment tax credit
Others
For the Years Ended
December 31
2014
2013
$ 15,740,937
16,587,653
2,675,959
2,819,901
(1,875,352 )
(1,676,553)
216,424
(179,164)
(392,106 )
134,069
179,684
(75,077)
(48,001 )
-
(21,099 )
(18,970)
$ 735,509
1,004,206
2014
$ 15,740,937
2,675,959
(1,875,352 )
216,424
(392,106 )
179,684
(48,001 )
(21,099 )
$ 735,509
  • (4) Deferred tax assets and liabilities

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
$ 731,100
(71,716)
-
$
659,384
Accrued
Pension
Liabilities
9,746
-
2,515
12,261
Others
74,727
33,188
-
107,915
Total
815,573
(38,528)
2,515
779,560
964,327
(151,688)
2,934
815,573
$ 857,820
(126,720)
-
$
731,100
6,812
-
2,934
9,746
99,695
(24,968 )
-
74,727

Deferred Tax Liabilities:

Balance, January 1, 2014
Recognized in profit or loss
Balance, December 31, 2014
Balance, January 1, 2013
Recognized in profit or loss
Balance, December 31, 2013
Accounts
Receivable
$ 1,325,422
(320,912)
$
1,004,510
Intangible
Assets
**296,234 **
$ 1,404,763
(79,341)
$
1,325,422
335,693
77,467
**413,160 **

40

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Integrated income tax information was as follows:

Integrated income tax information was as follows:
Balance of TWM’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.

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.

t. 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
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
$ 8,775,820
5,159,704
85,965
652,219
26,705
15,417
$ 14,715,830
2013.12.31

8,775,820
3,639,301
-
1,313
25,040
15,417

12,456,891

41

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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 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

42

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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:

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

43

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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 $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
Changes in fair value of
available-for-sale financial
assets
Changes in other comprehensive
income of subsidiaries and
associates accounted for using
equity method
Balance, December 31, 2014
Exchange
Differences on
Translation
$ 24,948
-
6,346
$
31,294
Unrealized Gain (Loss)
on Available-for-sale
Financial Assets
Total
387,734
412,682
(390,994 )
(390,994 )
(331,020 )
(324,674 )
(334,280 )
(302,986 )

(continued)

44

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

Balance, January 1, 2013
Changes in fair value of
available-for-sale financial
assets
Changes in other comprehensive
income of subsidiaries and
associates accounted for using
equity method
Balance, December 31, 2013
Exchange
Differences on
Translation
$ 25,483
-
(535 )
$
24,948
Unrealized Gain (Loss)
on Available-for-sale
Financial Assets
Total
314,543
340,026
(3,043 )
(3,043 )
76,234
75,699
387,734
412,682
(continued)

(6)Treasury shares

TCCI Investment & Development Co., Ltd. (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 TCC Investment Co., Ltd., TFN Union Investment Co., Ltd. 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.

45

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

u. Earnings per share

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

Basic EPS
Profit attributable to ordinary shareholders
Weighted-average number of ordinary shares
Diluted EPS
Profit attributable to ordinary shareholders
(adjusted for potential effect of dilutive ordinary shares)
Weighted-average number of ordinary shares
Effect of potential dilutive ordinary shares
Effect of employees’ bonuses
Weighted-average number of ordinary shares
(adjusted for potential effect of dilutive ordinary shares)
For the Year Ended
December 31
For the Year Ended
December 31
2014
15,005,428
2,697,728
5.56
15,005,428
2,697,728
5,792
2,703,520
5.55
2013
$
15,583,447

2,690,107
$
5.79
$ 15,583,447
2,690,107
6,106
2,696,213
$ 5.78

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.

46

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

  • v. Operating revenues

TWM’s operating revenues were as follows:

Telecommunication service
Sales revenue
Other operating revenues
For the Years Ended
December 31
For the Years Ended
December 31
2014
$ 56,224,864
23,219,991
2,204,215
$ 81,649,070
2013

55,034,285

22,089,510

1,804,697

78,928,492
  • w. Other income and expenses

TWM’s other income and expenses were as follows:

Police inquiry
Others
For the Years Ended
December 31
For the Years Ended
December 31
2014
$ 21,655
30,358
$52,013
2013

30,141

22,494

52,635

x. Non-operating income and expenses

  • (1) Other income

TWM’s other income was as follows:

Rent income
Interest income
Dividend income
Other income
For the Years Ended
December 31
For the Years Ended
December 31
2014
$ 147,611
18,531
9,835
374,849
$
550,826
2013
176,994
38,975
11,628
2,210
229,807

47

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(2) Other gains and losses, net

TWM’s other gains and losses were as follows:

For the Years Ended For the Years Ended
December 31
2014 2013
Loss on disposal of property, plant and equipment$ (950,715 ) (1,285,754 )
Foreign exchange gains 28,926 6,985
Others (33,586 ) (39,385 )
$ (955,375 ) (1,318,154 )

(3) Finance costs

TWM’s finance costs were as follows:

Interest expense
Bank loans
Corporate bonds
Financing extension
Others
Less: capitalized interest
Capitalization rates were as follows:
Capitalization rates
For the Years Ended
December 31
2014
2013
$ 307,095
93,642
197,066
274,442
105,150
69,800
3,110
30,464
612,421
468,348
(13,145 )
(24,254 )
$
599,276
444,094
For the Years Ended
December 31
For the Years Ended
December 31
2014
2013
$ 307,095
93,642
197,066
274,442
105,150
69,800
3,110
30,464
612,421
468,348
(13,145 )
(24,254 )
$
599,276
444,094
For the Years Ended
December 31
2014
1.20%~1.36%
2013
1.24%~1.60%

Capitalization rates were as follows:

y. Capital management

TWM 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 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, TWM may adopt various financing approaches to balance its capital structure in order to meet the

48

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

demands for capital expenditures, working capital, settlements of liabilities, and dividend payments in the future.

  • z. Financial instruments

  • (1) Categories of financial instruments

Financial assets

Available-for-sale financial assets (including current
and non-current portions)
Financial assets carried at cost
Loans and receivables:
Cash and cash equivalents
Receivables (including current and non-current
portions)
Other financial assets
Refundable deposits
Subtotal
Total
Financial liabilities
Short-term borrowings
Short-term notes and bills payable
Payables
Bonds payable
Long-term borrowings (including current portion)
Guarantee deposits
Total
2014.12.31
$ 2,791,360
7,050
1,167,487
13,822,179
720
430,750
15,421,136
$
18,219,546
2014.12.31
$ 27,880,000
5,593,031
13,328,252
14,794,293
12,000,000
360,393
$
73,955,969
2013.12.31
202,354
50,324
601,723
18,866,891
720
400,218
19,869,552
20,122,230
2013.12.31
37,170,000
2,396,971
13,003,830
14,792,647
3,000,000
376,428
70,739,876
  • (2) Credit risk

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

  • (3) Liquidity risk

TWM’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 TWM’s financial liabilities based on contractual undiscounted payments, but not including the financial liabilities whose carrying amounts approximate contractual cash flows.

49

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

2014.12.31
Unsecured loans
Unsecured
loans-related
parties
Short-term notes
and bills payable
Bonds payable
2013.12.31
Unsecured loans
Unsecured
loans-related
parties
Short-term notes
and bills payable
Bonds payable
Carrying
amount
$ 29,600,000
10,280,000
5,593,031
14,794,293
$
60,267,324

$ 33,500,000
6,670,000
2,396,971
14,792,647
$
57,359,618
Contractual
cash flows
Within 1year 1~5years More than
5years
29,808,299
10,411,831
5,600,000
15,604,570
19,761,866
10,411,831
5,600,000
195,420
10,046,433
-

-
15,409,150
-
-
-
-
61,424,700 35,969,117 25,455,583 -
33,623,454
6,741,664
2,400,000
15,799,990
31,607,747
6,741,664
2,400,000
195,420
2,015,707
-

-
11,044,270
-
-
-
4,560,300
58,565,108 40,944,831 13,059,977 4,560,300

(4) Exchange rate risk

(a) Exposure to exchange rate risk

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

Financial
Assets
2014.12.31
NTD
1,377,460
15,227
478,352
293
2013.12.31
Foreign
currency
Exchange
rate
Foreign
currency
Exchange
rate
NTD
43,439
395
15,085
8
31.71
38.57
31.71
38.57
20,230
844
456
2

29.90

41.14

29.90

41.14

604,884

34,707

13,654

85
USD
EUR
Financial
Liabilities
USD
EUR

50

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(b) Sensitivity analysis

TWM’s exchange rate risk comes mainly from conversion gains and losses of accounts measured in foreign currencies such as cash and cash equivalents, accounts receivable, other receivables, other financial assets, accounts payable, other payables, etc. If the NTD, when compared with the USD and EUR, 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 $45,702 thousand and by $31,300 thousand for the years ended December 31, 2014 and 2013, respectively.

(5) Interest rate analysis

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

Fair value interest rate risk
Financial assets
Financial liabilities
Cash flow interest rate risk
Financial assets
Carrying amount Carrying amount
2014.12.31
$ 437,887
60,267,324
$ 722,543
2013.12.31
2,254,960
57,359,618
426,010

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, TWM’s profit would have increased by $3,613 thousand and by $2,130 thousand, respectively.

(6) Fair value of financial instruments

(a) Financial instruments not at fair value

Except for the table below, the management of TWM 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.

51

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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

TWM 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 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 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 unlisted stocks
2013.12.31
Available-for-sale financial assets
Domestic listed stock
Level 1
$ 204,310
-
$ 204,310
$ 202,354
Level 2
-
2,587,050
2,587,050
-
Level 3
-
-
-
-
Total
204,310
2,587,050
2,791,360
202,354

52

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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

  • aa. Financial risk management

  • (1) Overview

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

  • (a) Credit risk

  • (b) Liquidity risk

  • (c) Market risk

This note presents information concerning TWM’s risk exposure and TWM’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 TWM’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 TWM 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.

53

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(3) Credit risk

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

(4) Liquidity risk

Liquidity risk is the risk that TWM fails to meet the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. TWM’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 TWM’s reputation.

TWM ensures sufficient cash for the requirements of paying estimated operating expenditures, including financial obligations. TWM 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, TWM had unused bank facilities of $39,793,000 thousand and $36,943,800 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 TWM’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.

TWM 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, TWM’s market risk is insignificant.

(a) Exchange rate risk

TWM 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, TWM purchases currency

54

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

at the spot rate based on the conservative principle in order to hedge exchange rate risk. Overall, exchange rate risk does not affect TWM significantly.

  • (b) Interest rate risk

TWM 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 TWM significantly. Also, interest rate risk does not impact short-term bank loans significantly.

  • (c) Other market price risk

TWM’s exposure to equity price risk is mainly due to holding equity financial instruments. TWM 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 $139,568 thousand and $10,118 thousand, respectively.

7. RELATED-PARTY TRANSACTIONS

The transactions with related parties were as follows, unless stated in other disclosures of the notes:

  • a. Significant transactions with related parties

  • (1) Operating revenue

Operating revenue
Subsidiaries
Associates
Other related parties
For the Years Ended
December 31
2014
$ 14,728,155
12,930
15,332
$
14,756,417
2013

9,942,848

10,812

15,074

9,968,734

55

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

TAIWAN MOBILE CO., LTD.

TWM renders telecommunication and sales services, etc., to the entities mentioned above. The transaction terms with related parties were not significantly different from those with third parties.

(2) Purchases

Subsidiaries
Associates
Other related parties
For the Years Ended
**December 31 **
For the Years Ended
**December 31 **
2014
7,727,001
92
22,091
**7,749,184 **
2013
7,109,659
-
25,452
7,135,111
$
$

The entities mentioned above provide telecommunication, 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

Accounts receivable

Other receivables

Other receivables

Other receivables
Related Party
Category
Subsidiaries
Associates
Other related parties
Subsidiaries
Subsidiaries (loans to
related parties)
Other related parties
2014.12.31
$ 255,602
2,145
3,842
$ 261,589
$ 325,071
-
8,846
$ 333,917
2013.12.31
1,735,253

3,251

5,888

1,744,392

319,445

2,085,000

29,088

2,433,533

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

56

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(4) Payables to related parties

The amount of payables to related parties was as follows:

Account
Accounts payable

Other payables
Related Party
Category
Subsidiaries
Subsidiaries
2014.12.31
$ 88,659
$ 552,127
2013.12.31
94,029

931,934
  • (5) Prepayments

The amount of prepayments to related parties was as follows:

Subsidiaries 2014.12.31
$ 53,253
2013.12.31
102,715
  • (6) Property transactions

Disposal of equipment and computer software

For the Years Ended December 31
2014
2013
Amount
Gain(Loss)
Amount
Gain(Loss)
Subsidiaries
$ 24,916
-
51,648
-
Borrowings from related parties
2014.12.31
2013.12.31
Subsidiaries
$ 10,280,000
6,670,000
For the Years Ended December 31 For the Years Ended December 31 For the Years Ended December 31
2013
Gain(Loss)

-
2013.12.31
6,670,000

(7) Borrowings from related parties

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

  • (8) Bank deposits
Other related parties 2014.12.31

$
380,882
2013.12.31
159,962
  • (9) Investments

In 2014, TWM participated in TNH’s and Wealth Media Technology Co., Ltd.’s increase in capital based on its proportion of the shareholding, and the investment amount increased by $172,155 thousand and $3,000,000 thousand, respectively.

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

57

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

TAIWAN MOBILE CO., LTD.

(10) Others
(a)Guarantee deposits
Subsidiaries
(b) Other current liabilities–collections
and temporary receipts
Subsidiaries
(c)Freight
Subsidiaries
(d)Telecommunication service expenses
Subsidiaries
(e)Repair expense
Subsidiaries
Other related parties
(f)Advertisement expenses
Subsidiaries
(g)Insurance expenses
Other related parties
(h)Donation expense
Other related parties
(i)Commission
Subsidiaries
2014.12.31
2013.12.31
$ 16,756
-
2014.12.31
2013.12.31
$ 43,349
47,884
For the Years Ended
December 31
2013.12.31 2013.12.31
-
2013.12.31
47,884
2014
$ 246,891
$ 66,390
$ 487,780
25,200
$
512,980
$
34,057
$
6,309
$
17,910
$
10,883,637
2013
122,515
84,585
267,214
26,539
293,753
47,000
11,341
14,540
5,778,404

58

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

(j)
(k)
Professional service fees
Subsidiaries
Other expense
Subsidiaries
Other related parties
For the Years Ended
December 31
For the Years Ended
December 31
2014
$
1,076,335
$ 231,176
166,176
$
397,352
2013
1,053,933
110,913
148,086
258,999
  • (l) Management service charges

  • (i) For the years ended December 31, 2014 and 2013, TWM provided services to related parties, which were recorded as deductions from related costs and expenses. TWM’s service charges received were as follows:



Subsidiaries
For the Years Ended December 31 For the Years Ended December 31
2014
$
605,919
2013
531,450
  • (ii) For the years ended December 31, 2014 and 2013, TWM’s service charges paid were as follows:



(m)
(n)
(o)
(p)


Subsidiaries
Interest income
Subsidiaries
Finance costs
Subsidiaries
Rent income
Subsidiaries
Rental expenses
Subsidiaries
For the Years Ended December 31 For the Years Ended December 31
2014
$
62,616
$
11,730
$
105,150
$
111,770
$
124,661
2013
61,650

23,134

69,800

141,253

13,651

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

59

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

b. Key management personnel compensation

Key management personnel compensation
Short-term employee benefits
Termination benefits
Post-employment benefits
For the Years Ended
**December 31 **
2014
$ 231,074
27,560
1,614
$
260,248
2013
238,698
43,989
1,593
284,280

8. ASSETS PLEDGED

The assets pledged as collateral for performance bonds for construction contracts were as follows:

Other non-current financial assets-time deposits 2014.12.31
$
720
2013.12.31
720

9. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

Unrecognized commitments

Purchases of property, plant and equipment, etc.
Purchases of cellular phones
2014.12.31
$
8,355,482
$
7,057,442
2013.12.31
5,001,220
3,445,158

10. SIGNIFICANT CASUALTY LOSS: NONE

11. SIGNIFICANT SUBSEQUENT EVENTS

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.

60

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

TAIWAN MOBILE CO., LTD.

12. OTHERS

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

For the Years Ended December 31

For the Years Ended December 31
Employee benefits
Salary
Labor and health
insurance
Pension
Others
Depreciation
Amortization
2014
2013
Classified as
Operating
Costs
Classified as
Operating
Expenses
Classified as
Operating
Costs or
Reduction of
Expenses
Total
Classified as
Operating
Costs
Classified as
Operating
Expenses
Classified as
Operating
Costs or
Reduction of
Expenses
1,017,655
1,333,071
549,112
2,899,838
1,020,683
1,832,656
316,140
71,619
90,769
31,231
193,619
69,345
124,061
17,937
39,274
48,086
17,828
105,188
39,189
64,512
10,576
53,133
64,944
9,297
127,374
50,787
90,889
5,446
7,158,286
429,314
-
7,587,600
6,552,378
438,652
-
1,242,787
262,630
-
1,505,417
748,585
245,636
-
Classified as
Operating
Costs
Classified as
Operating
Expenses
1,017,655
1,333,071
71,619
90,769
39,274
48,086
53,133
64,944
7,158,286
429,314
1,242,787
262,630
Total
3,169,479
211,343
114,277
147,122
6,991,030
994,221
  • (1) For the years ended December 31, 2014 and 2013, the depreciation expense in non-operating expenses was $12,528 thousand and $17,056 thousand, respectively.

  • (2) For the years ended 2014 and 2013, the average number of employees of TWM was 2,303 and 2,634, 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)

  • (6) Disposal of individual real estate properties at prices of at least NT$300 million or 20%

61

TAIWAN MOBILE CO., LTD.

NOTES TO NON-CONSOLIDATED FINANCIAL STATEMENTS (CONT’D)

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

  • 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 9 (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

Please refer to the consolidated financial statements for the years ended December 31, 2014 and 2013.

62

TAIWAN MOBILE CO., LTD. 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.

63

TAIWAN MOBILE CO., LTD.

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.

64

TAIWAN MOBILE CO., LTD.

MARKETABLE SECURITIES HELD (EXCLUDING INVESTMENTS IN SUBSIDIARIES AND ASSOCIATES)

DECEMBER 31, 2014

TABLE 3

TABLE 3 TABLE 3 TABLE 3 TABLE 3 TABLE 3 TABLE 3 TABLE 3 TABLE 3
(In Thousands of New Taiwan Dollars,Unless Stated Otherwise)
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)

65

TAIWAN MOBILE CO., LTD.

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.

66

TAIWAN MOBILE CO., LTD.

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.

67

TAIWAN MOBILE CO., LTD.

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

68

TAIWAN MOBILE CO., LTD.

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.

69

TAIWAN MOBILE CO., LTD.

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
$ -

-

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

70

TAIWAN MOBILE CO., LTD.

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)

71

TAIWAN MOBILE CO., LTD.

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.

72

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

FOR THE YEAR ENDED DECEMBER 31, 2014

TABLE 9

(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
$ -
-
-
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.

73

SCHEDULE 1

TAIWAN MOBILE CO., LTD. CASH AND CASH EQUIVALENTS DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

Item
Cash in banks
Foreign-currency deposits


Checking deposits
Demand deposits
Time deposits
Government bonds with
repurchase rights

Revolving funds
Summary
EUR 289,116.47 (exchange rate at 38.57)
US$3,959,021.71 (exchange rate at 31.71)
Due on January 8, 2015, with interest rate of
0.45%
Amount
$11,151
125,541
7,747
585,131
729,570
392,887
45,000
30
$ 1,167,487

74

SCHEDULE 2

TAIWAN MOBILE CO., LTD.

ACCOUNTS AND NOTES RECEIVABLE DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

Client
Related parties
Taiwan Digital Service Co., Ltd.
Taiwan Fixed Network Co., Ltd.
momo.com Inc.
Other (Note)
Third parties
Other (Note)
Less: allowance for doubtful accounts
Amount
$ 214,280
26,560
13,097
7,652
261,589
10,835,521
(228,697)
10,606,824
$ 10,868,413

Note: Each of the clients was less than 5% of the total account balance.

75

SCHEDULE 3

TAIWAN MOBILE CO., LTD. OTHER RECEIVABLES DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

Item
Temporary receipts by distribution channel
Other (Note)
Amount
$ 611,517
94,243
$ 705,760

Note: Each of the items was less than 5% of the total account balance.

76

SCHEDULE 4

TAIWAN MOBILE CO., LTD. CHANGES IN INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD FOR THE YEAR ENDED DECEMBER 31, 2014

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

Taiwan Cellular Co., Ltd. Wealth Media Technology Co., Ltd. Taipei New Horizons Co., Ltd. Alliance Digital Tech. Co., Ltd.

Par
Value
Beginning Balance Beginning Balance Increase Increase Decrease
Thousand
Shares
Amount
(Note 1)
-
(7,730,497 )
-
(1,976,729 )
-
-
-
-

(9,707,226 )
Adjustments
on Equity
Method
(Note 3)
10,882,452
3,446,256
(16,180 )
(5,375 )
14,307,153
Ending Balance Ending Balance Market Price
or Net
Asset Value
Thousand
Shares

371,196

39,065

174,650

3,000
Amount Thousand
Shares
Amount Thousand
Shares
Thousand
Shares
371,196
42,065

191,866

3,000
% of
Ownership
Amount
NT$ 10
10
10
10
$ 21,760,521

16,157,062

1,566,952

28,514

-

3,000

17,216

-
-
3,000,000
172,155
-
-
-
-
-
100
100
49.9
13.33
24,912,476
20,626,589
1,722,927
23,139
85,566,899
20,626,589
1,722,924
23,139
$ 39,513,049 3,172,155 47,285,131

Note 1: The decrease in investments resulted from receiving dividends of investees, (including capital surplus appropriation distributed).

  • Note 2: None of the above long-term investments were provided as collateral.

Note 3: The Adjustments on Equity Method include the share of the profit or loss and other comprehensive income of subsidiaries and associates, adjustment of capital surplus from disposal of the Company’s share by subsidiaries, adjustment of capital surplus from changes in percentage of ownership, and unrealized gain or loss due to intercompany’s transactions.

77

SCHEDULE 5

TAIWAN MOBILE CO., LTD. CHANGES IN PROPERTY, PLANT AND EQUIPMENT FOR THE YEAR ENDED DECEMBER 31, 2014 (In Thousands of New Taiwan Dollars)

Please refer to Note 6(h) for related information.

78

SCHEDULE 6

TAIWAN MOBILE CO., LTD. CHANGES IN INVESTMENT PROPERTY

FOR THE YEAR ENDED DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

Item
Cost
Land
Buildings
Accumulated depreciation and
impairment
Land
Buildings
Investment property, net
Beginning
Balance
$ 1,362,022
649,585
$
2,011,607
$ 24,050
222,539
$
246,589
$
1,765,018
Changes for the Period
Increase
Reclassification
-
(944,263 )
-
(395,524 )
-
(1,339,787 )
-
-
12,528
(142,263 )
12,528
(142,263 )
(12,528)
(1,197,524 )
Ending
Balance
417,759
254,061
671,820
24,050
92,804
116,854
554,966

79

SCHEDULE 7

TAIWAN MOBILE CO., LTD.

CHANGES IN INTANGIBLE ASSETS

FOR THE YEAR ENDED DECEMBER 31, 2014 (In Thousands of New Taiwan Dollars)

Please refer to Note 6(j) for related information.

80

SCHEDULE 8

TAIWAN MOBILE CO., LTD. SHORT-TERM BORROWINGS

DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

Loan Type Amount
$ 17,600,000
8,180,000
1,800,000
300,000
10,280,000
$ 27,880,000
Financing Period
August 29, 2014
~April 30, 2015
October 31, 2014
~ October 30, 2015
October 31, 2014
~ October 30, 2015
October 31, 2014
~ October 30, 2015
Interest
Rate
Credit
Line
Mortgage
Guarantee
Unsecured loans

Unsecured loans-related parties
Taiwan Fixed Network Co., Ltd.
Wealth Media Technology Co., Ltd.
Taiwan Cellular Co., Ltd.
0.83%~1.08%
1.29622%
1.29622%
-1.29789%
1.29478%
-1.29622%

69,827,500
None
None
None
None
9,000,000
2,300,000
300,000
11,600,000
81,427,500

81

SCHEDULE 9

TAIWAN MOBILE CO., LTD. SHORT-TERM NOTES AND BILLS PAYABLE

DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

Item
Institution Providing
Guarantee or
Acceptance
Short-term
notes and
bills payable
International Bills
Financial Corporation
China Bills Financial
Corporation
Due Date
March 31,
2015
March 31,
2015
Interest
Rate
0.868%
~0.915%
0.888%
~0.907%
Issuing
Amount
$ 2,600,000
3,000,000
$
5,600,000
Discount on
Short-term
Notes and
Bills Payable
Net
Carrying Value
3,743
3,226
6,969

2,596,257

2,996,774
5,593,031

82

SCHEDULE 10

TAIWAN MOBILE CO., LTD. ACCOUNTS PAYABLE

DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

Suppliers
Related parties
Taiwan Kuro Times Co., Ltd.
Others (Note)
Third parties
A Company
B Company
C Company
D Company
Others (Note)
Amount
$ 86,717
1,942
88,659
1,203,326
1,168,658
525,743
453,701
1,002,284
4,353,712
$ 4,442,371

Note: Each of the suppliers was less than 5% of the total account balance.

83

SCHEDULE 11

TAIWAN MOBILE CO., LTD.

OTHER PAYABLES

DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

Item
Equipment and construction
Commissions
Salaries and pension
Repair and maintenance expense
Rent and utilities expense
Bonus to employees and compensation to directors
Professional service fees
Others (Note)
Amount
$ 2,854,982
1,259,995
1,194,956
907,300
656,046
429,903
263,366
1,319,333
$ 8,885,881

Note: Each of the items was less than 5% of the total account balance.

84

SCHEDULE 12

TAIWAN MOBILE CO., LTD. BONDS PAYABLE DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

Please refer to Note 6(n) for related information.

85

SCHEDULE 13

TAIWAN MOBILE CO., LTD. LONG-TERM BORROWINGS DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

Creditor
Sumitomo Mitsui Banking Corporation

The Bank of Tokyo-Mitsubishi UFJ, Ltd.
Mizuho Bank, Ltd.
Less: current portion
Amount
$ 3,000,000
2,000,000
7,000,000
(2,000,000)
$ 10,000,000
Financing Period
February 27,2014
~ February 26, 2016
December 31,2013
~ December 31, 2015
April 14, 2014
~ April 14, 2016
Interest
Rate
Mortgage or
Guarantee
1.07%
1.05%
1.08%
~1.095%
1.05%
None
None
None
None

86

SCHEDULE 14

TAIWAN MOBILE CO., LTD. OPERATING REVENUES

FOR THE YEAR ENDED DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

Item
Monthly access fee and activation fee
Sales revenue
Interconnection revenue (Note 1)
Other operating revenues (Note 2)
Amount
$ 48,505,727
23,219,991
7,719,137
2,204,215
$ 81,649,070

Note 1: This includes the revenues from other telecommunication operators’ use of TWM’s networks and IDD delivery revenues.

Note 2: This includes counter-party default revenues and service revenues, etc.

87

SCHEDULE 15

TAIWAN MOBILE CO., LTD.

OPERATING COSTS

FOR THE YEAR ENDED DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

Item
Cost of goods sold
Leased-line charges
Depreciation
Interconnection cost (Note 1)
Rent and utilities expenses
Government Fees (Note 2)
Salaries and pension
Maintenance materials and constructions
Others (Note 3)
Amount
$ 24,463,513
7,450,263
7,158,286
5,110,740
3,555,957
1,985,511
1,056,929
958,782
1,082,043
$ 52,822,024

Note 1: This includes airtime and interconnection charges paid to other telecommunication service providers.

Note 2: This includes the NCC’s concession fees, frequency usage fees, number selection fees, etc. Note 3: This includes expenses for maintaining telecommunication network and equipment.

88

SCHEDULE 16

TAIWAN MOBILE CO., LTD. OPERATING EXPENSES

FOR THE YEAR ENDED DECEMBER 31, 2014

(In Thousands of New Taiwan Dollars)

Item
Commissions and mobile phone
allowance
Salaries and pension
Professional service fees
Service charges
Repair expense
Depreciation
Bad debts
Telecommunication service fees
Amortization
Others (Note)
Marketing
$ 16,345,265
614,654
1,023,903
428,876
518,723
196,431
505
65,986
834
823,187
$ 20,018,364
Administrative
-
766,503
209,610
461,425
162,902
232,884
334,278
198,083
261,796
507,706
3,135,187
Total
16,345,265
1,381,157
1,233,513
890,301
681,625
429,315
334,783
264,069
262,630
1,330,893
23,153,551

Note: Each of the items was less than 5% of the total account balance.

89

SCHEDULE 17

TAIWAN MOBILE CO., LTD.

NET OTHER INCOME AND EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2014 (In Thousands of New Taiwan Dollars)

Please refer to Note 6(w) for related information.

90

SCHEDULE 18

TAIWAN MOBILE CO., LTD. FINANCE COSTS

FOR THE YEAR ENDED DECEMBER 31, 2014 (In Thousands of New Taiwan Dollars)

Please refer to Note 6(x) for related information.

91