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ACC Annual Report 2021

Aug 6, 2021

51736_rns_2021-08-06_7cfc4443-7d72-4fa0-8b13-122dd422b75c.pdf

Annual Report

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Stock Code: 1102 http://www.acc.com.tw http://emops.twse.com.tw

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ASIA CEMENT CORPORATION 2020 Annual Report

Notice to readers

This English version annual report is a summary translation of the Chinese version and is not an official document of the shareholders’ meeting. If there is any discrepancy between the English version and Chinese version, the Chinese version shall prevail.

Printed on March 31, 2021

Spokesperson

Name: W.K. Chou Title: Vice President Tel: 886-2-27378940 E-mail: [email protected]

Headquarter and Plants

Headquarter

Address: 30~ 31F, No.207, Sec. 2, Dunhua South Rd., Da’an Dist., Taipei City 106, Taiwan Tel: 886-2-27338000

IR Contact & Deputy Spokesperson

Name: Doris Wu Title: Executive Vice President Tel: 886-2-27378945 E-mail: [email protected]

Hsinchu Plant

Address: No.109, Sec. 2, Zhongfeng Rd., Hengshan Township, Hsinchu County 312, Taiwan Tel: 886-3-5931011

Stock Transfer Agent

Oriental Securities Corporation Address: 13F., No. 16, Xinzhan Rd., Banqiao Dist., New Taipei City 220, Taiwan Tel: 886-2-77531699 Website: http://www.osc.com.tw/

Hualien Plant

Address: No.125, Xinxing Rd., Xincheng Township, Hualien County 971, Taiwan Tel: 886-3-8612101

Auditors

Deloitte & Touche Auditors: Xin Wei Tai and Yu Wei Fan Address: 20F., No. 100, Songren Rd., Xinyi Dist., Taipei City 110, Taiwan Tel: 886-2-27259988 Website: http://www.deloitte.com/

Overseas Securities Exchange

London Stock Exchange

Disclosed information can be found at http://www.londonstockexchange.com/ Singapore Exchange

Disclosed information can be found at http://www.sgx.com/

Corporate Website

http://www.acc.com.tw/

Table of Contents

I REPORT TO SHAREHOLDERS ............................................................................................................................ 1 II COMPANY PROFILE ............................................................................................................................................. 9 2.1 DATE OF INCORPORATION: .......................................................................................................................................... 9 2.2 COMPANY HISTORY ................................................................................................................................................... 9 III CORPORATE GOVERNANCE REPORT ........................................................................................................ 13 3.1 ORGANIZATION ....................................................................................................................................................... 13 3.1.1 Organization Chart ..................................................................................................................................... 13 3.1.2 Major Corporate Functions ........................................................................................................................ 14 3.2 DIRECTORS AND MANAGEMENT TEAM ........................................................................................................................ 16 3.2.1 Directors ..................................................................................................................................................... 16 3.2.2 Major Shareholders of the Institutional Shareholders ............................................................................... 19 3.2.3 Major Shareholders of the Major Shareholders That Are Juridical Persons ............................................... 20 3.2.4 Professional Qualifications and Independence Analysis of Directors ......................................................... 25 3.2.5 Management Team .................................................................................................................................... 27 3.2.6 Remuneration of Directors, Supervisors, President, and Vice Presidents ................................................... 29 3.2.7 Employees Remuneration to Management Team ..................................................................................... 34 3.3 IMPLEMENTATION OF CORPORATE GOVERNANCE .......................................................................................................... 35 3.3.1 Board of Directors ...................................................................................................................................... 35 3.3.2 Other mentionable items: .......................................................................................................................... 36 3.3.3 Annual priorities of Audit committee ......................................................................................................... 37 3.3.4 Attendance of Audit committee ................................................................................................................. 37 3.3.5 Corporate Governance Execution Status and Deviations from “Corporate Governance Best-Practice Principles for TWSE/ TPEx Listed Companies” ............................................................................................ 42 3.3.6 The Composition, Duty, and Implementation Status of the Remuneration Committee ............................. 55 3.3.7 Corporate Social Responsibility .................................................................................................................. 58 3.3.8 Implementation Status of Ethical Management ........................................................................................ 64 3.3.9 The Training for Directors ........................................................................................................................... 71 3.3.10 The Training for Managers ....................................................................................................................... 72 3.3.11 The Execution Status of Internal Control System ..................................................................................... 74 3.3.12 Major Resolutions of Shareholders’ Meeting and Board Meetings ......................................................... 75 3.3.13 Resignation or dismissal of the chairman, president, accounting manager, finance manager, auditing manager, and R&D manager of the Company ........................................................................................... 76 3.4 INFORMATION OF CPA SERVICE FEE ........................................................................................................................... 77 3.5 RELEVANT LICENSES AND CERTIFICATES OBTAINED ABOUT TRANSPARENT FINANCIAL INFORMATION ........................................... 78 3.6 CHANGES IN SHAREHOLDINGS AND PLEDGE OF DIRECTORS, SUPERVISORS, MANAGERS, AND SHAREHOLDERS WITH MORE THAN 10% SHAREHOLDING ...................................................................................................................................................... 79 3.7 INFORMATION DISCLOSING THE RELATIONSHIP BETWEEN ANY OF THE COMPANY’S TOP 10 SHAREHOLDERS ............................. 81 3.8 SHAREHOLDING PROPORTION OF ACC TO INVESTEES ..................................................................................................... 87 IV CAPITAL FORMATION ..................................................................................................................................... 88 4.1 CAPITAL AND SHARES............................................................................................................................................... 88 4.1.1 Capital Increase in the Past Five Years ....................................................................................................... 88 4.1.2 Capital ........................................................................................................................................................ 88 4.1.3 Shelf Registration: None ............................................................................................................................ 88 4.1.4 Shareholder Structure ................................................................................................................................ 88 4.1.5 Shareholding Distribution Status ............................................................................................................... 89 4.1.6 List of Major Shareholders ......................................................................................................................... 89 4.1.7 Market Price, Net Value, Earnings and Dividends per Share ...................................................................... 90 4.1. 8 Dividend Policy & Implementation Status ................................................................................................. 90 4.1.9 Effects on Business Performance and EPS Resulting From Stock Dividend Distribution ............................. 91 4.1.10 Employees’ Compensation and Directors’ and Supervisors’ Remuneration ............................................. 92 4.2 SUMMARY OF CORPORATE BONDS ............................................................................................................................. 93 4.3 SUMMARY OF ISSUED GDR ...................................................................................................................................... 99 4.4 STATUS ON EXECUTION OF CAPITAL UTILIZATION PLANS ................................................................................................. 99

I

V OVERVIEW OF BUSINESS OPERATION ...................................................................................................... 100 5.1 BUSINESS INTRODUCTION ....................................................................................................................................... 100 5.1.1 Business Scope ......................................................................................................................................... 100 5.1.2 Industry Overview .................................................................................................................................... 100 5.1.3 Technology and Research Development .................................................................................................. 102 5.1.4 Short-term Business Plan ......................................................................................................................... 102 5.1.5 Long-term Business Plan .......................................................................................................................... 102 5.2 GENERAL INFORMATION OF MARKET & PRODUCTION .................................................................................................. 102 5.2.1. Markets Analysis ..................................................................................................................................... 102 5.2.2 Application of Major Cement Products .................................................................................................... 104 5.2.3 Supply Condition of Main Raw Materials ................................................................................................. 104 5.2.4 Major Suppliers Information for the Last Two Years ............................................................................... 105 5.2.5 Major Clients Information for the Last Two Years .................................................................................... 105 5.2.6 Output of Main Products.......................................................................................................................... 106 5.2.7 Sales of Main Products ............................................................................................................................. 106 5.3 HUMAN RESOURCES ............................................................................................................................................. 107 5.4 EXPENDITURES ON ENVIRONMENTAL PROTECTION ....................................................................................................... 107 5.4.1 ISO-14001 Environmental Management Systems (EMS) ......................................................................... 107 5.4.2 Air Pollution Prevention ........................................................................................................................... 108 5.4.3 Greening and Beautification for Quarry Restoration ............................................................................... 108 5.4.4 Major Environmental Protection Work in the Future ............................................................................... 109 5.4.5 Fulfill Social Responsibilities ..................................................................................................................... 109 5.5 LABOR RELATIONS ................................................................................................................................................. 109 5.6 MAJOR CONTRACTS .............................................................................................................................................. 113 VI FINANCIAL INFORMATION .......................................................................................................................... 115 6.1FINANCIAL REPORTS & AUDIT RESULTS IN RECENT FIVE YEARS ........................................................................................ 115 6.1.1 Consolidated Balance Sheets ................................................................................................................... 115 6.1.2 Consolidated Statements Of Comprehensive Income .............................................................................. 116 6.1.3 Separate Balance Sheets .......................................................................................................................... 117 6.1.4 Separate Statements Of Comprehensive Income ..................................................................................... 118 6.1.5 Auditors’ Opinions from 2016 to 2020 ..................................................................................................... 118 6.2 FINANCIAL ANALYSIS .............................................................................................................................................. 119 6.2.1 Consolidated Financial Statements .......................................................................................................... 119 6.2.2 Separate Financial Statements................................................................................................................. 120 6.3 AUDIT COMMITTEE’S REVIEW REPORT ON THE 2020 FINANCIAL STATEMENTS .................................................................. 122 6.4 FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS’ REPORT .................................................................................... 123 VII ANALYSIS OF FINANCIAL STATUS, OPERATING RESULT, AND RISK MANAGEMENT .............. 147 7.1 ANALYSIS OF FINANCIAL STATUS .............................................................................................................................. 147 7.2 ANALYSIS OF FINANCIAL PERFORMANCE .................................................................................................................... 148 7.3 ANALYSIS OF CASH FLOW ........................................................................................................................................ 149 7.4 IMPACTS OF MAJOR CAPITAL EXPENDITURES ON FINANCE AND OPERATION ...................................................................... 149 7.4.1 Major Capital Expenditures and Funding Sources .................................................................................... 149 7.4.2 Expected Benefit to Finance and Operation from the Major Capital Expenditure ................................... 150 7.5 INVESTMENT STRATEGIES IN THE MOST RECENT YEAR, THE MAJOR REASONS FOR ITS GAIN OR LOSS AND IMPROVEMENT PLAN AND INVESTMENT PLANS FOR NEXT YEAR......................................................................................................................... 150 7.6 ANALYSIS AND EVALUATION OF RISK MANAGEMENT..................................................................................................... 150 7.6.1 The Impact of Fluctuation of Foreign Exchange, Interest Rates, and Inflation on the Company’s Profit and Loss and Its Countermeasures .................................................................................................................. 150 7.6.2 The Impact of Highly Risky Investments, Highly Leveraged Transaction, Loaning to Others, Endorsement and Guarantee for Others, and Derivatives ............................................................................................. 152 7.6.3 The Prevention of Legal Risks ................................................................................................................... 152 7.7 OTHER MENTIONABLE ISSUES .................................................................................................................................. 153 VIII SPECIAL DISCLOSURE ............................................................................................................................... 154 8.1 ORGANIZATIONAL CHART OF AFFILIATED COMPANIES ................................................................................................... 154 8.2 BASIC INFORMATION OF AFFILIATED COMPANIES ......................................................................................................... 155

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8.3 MAIN BUSINESS OF AFFILIATED COMPANIES............................................................................................................... 158 8.4 INFORMATION OF THE DIRECTORS, SUPERVISORS, AND PRESIDENTS OF AFFILIATED COMPANIES ............................................ 159 8.5 OPERATING CONDITION OF AFFILIATED COMPANIES ..................................................................................................... 170

III

I Report to Shareholders

2020 Business Report

1. Review of the global and domestic economy in 2020

Review of the global economy in 2020

As a result of the COVID-19 pandemic, countries around the world have adopted a stricter level of containment measures in 2020, resulting in a significant slowdown in global economy. According to an analysis by the Chung-Hua Institution for Economic Research, the most affected industries are the airline, tourism, catering, hotel, and entertainment industries.

Although the logistics, e-commerce and telecommunication industries benefited from the surge in demand, the global economy fell into the biggest recession since the Great Depression of the 1930s.

Many countries have adopted accommodative monetary policies to mitigate the impact, but with limited success.

Countries in Europe and the US, especially those hit by the pandemic, have seen the biggest decline in economy in decades. Some emerging market countries, such as India and Mexico, have seen their economies shrink by more than 7.5% due to the severity of the pandemic. On the other hand, Asian countries such as Vietnam, China and Taiwan, which have been successful in containing the pandemic, have experienced growth of over 2% in their domestic economies, thanks to the stimulation of domestic demand and the expansion of external demand.

According to IHS Markit analysis, the global economy decline by 3.9% last year, the first decline since 2010. The IMF's World Economic Outlook reports that the global economy will decline by 3.3% in 2020, the lowest rate in 10 years.

Review of the domestic economy in 2020

The COVID-19 pandemic swept the world in 2020. Taiwan's representative word for 2020, "pandemic", was the most popular choice, showing that the pandemic has turned the lives of the public and changed the economic landscape of the world.

In order to prevent the spread of COVID-19, countries have taken strict measures such as shutting down the cities, border controls and restrictions on the movement of people, resulting in a near shutdown of economics activities and demand. As a result of the global economic downturn, Taiwan's economic performance also dropped significantly in the first half of the year. Fortunately, the government and its citizens were able to align their interest and work together to mitigate the impact of pandemic, so that production, manufacturing and consumption activities could continue. The effects of the various incentive programs are gradually taking effect, maintaining a certain degree of consumer power.

According to the Taiwan Institute of Economic Research, the economy of major countries have gradually revived from the third quarter onwards. Taiwan's traditional manufacturing industry is recovering as overseas demand picks up. The electronic and information technology industry benefited from the demand for long-distance communications, with major semiconductor manufacturers receiving new orders from Europe and the US, as well as an influx of urgent orders from Chinese manufacturers under US sanctions, leading to a gradual strengthening of Taiwan's manufacturing sector in the second half of the year.

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According to the Directorate-General of Budget, Accounting and Statistics, the Executive Yuan, Taiwan's economy will grow at a rate of 3.11% in 2020. For the first time since 1991, the growth of economy in Taiwan surpassed that of China and also leads among developed countries.

Performance of the Company in 2020

  • A. In 2020, the overall cement consumption in China amounted to about 2.377 billion MT, representing a YOY growth of 1.6%. In the same period, the clinker production of the Company in China amounted 23.91 million MT, representing a YOY decline of 3.76%. The total sales of cement, clinker and slag powder are 29.18 million MT, representing a YOY decline of 5.36%.

In 2020, the net income of Asia Cement (China) Holdings Corp. is NT$ 11,392,945 thousand. Among which, the Company and its subsidiaries recognized a total investment profit of NT$ 8,202,920 thousand.

  • B. For domestic cement industry, according to survey conducted by the Taiwan Cement Manufacturers’ Association, total production of cement in Taiwan in 2020 was 11,862,124 MT, representing a YOY growth of 4.28%. Among which domestic sales accounted for 9,595,630 MT, representing a YOY growth of 5.97%; while exported accounted for 2,266,494 MT, representing a YOY decline of 2.35%.

The total sales of cement by the Company in Taiwan was 2,745,789 MT which is equivalent to 28.61% of the total production in Taiwan, or 22.73% of the overall consumption in Taiwan. Comparing to the gloomy performance by traditional manufacturing industries in 2020 due to the pandemic, cement industry has, against the trend, improved owing to the demand from government projects and private sectors demand.

Cement consumption in Taiwan has increased by 6.83% to 12,105,825 MT in 2020 which converted to consumption per capita of 514kg, representing a growth of 6.64% comparing to that of 482kg in 2019.

  • C. The consolidated operating revenue of the Company in 2020 is NT $78,240,880 thousand, decline of 12.43% from 2019. The consolidated profit from operations was NT $19,670,138 thousand, decline of 10.85% from 2019. The Company recognized income of NT $4,639,504 thousand under equity method mainly from investment in Shanshui Cement, China, Far Eastern New Century Corp., and U-Ming Marine Transport Corp. The consolidated net profit after tax reached NT $18,773,807 thousand representing net profit rate after tax of 23.99%. Among which, the consolidated net profit attributable to the Company is $14,710,486 thousand. The 27[th] Board of Directors adopted in its 4[th] meeting to propose to distribute cash dividend of NT $3.55 per share.

2. Operating Performance of 2020

A. Production:

Unit: 1000 MT Unit: 1000 MT
Item
Region
Cement Difference Compared
to 2019
% Clinker Difference Compared
to 2019
%
ACC
(Taiwan)
3,624 88 2.49 3,490 104 3.07

key performance indicator:

Actual aggregate cement output amounted to 3,624 thousand MT with the achievement rate of 101.34%, comparing to estimated output 3,576 thousand MT.

Actual aggregate clinker output amounted to 3,490 thousand MT with the achievement rate of

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97.70% comparing to estimated output 3,572 thousand MT.

Unit: 1000 MT

Item
Region
Cement Difference Compared
to 2019
% Clinker Difference Compared
to 2019
%
ACC
(China)
27,017 (1,730) (6.02) 23,908 (935) (3.76)

key performance indicator:

Actual aggregate cement output amounted to 27,017 thousand MT with the achievement rate of 93.98% comparing to estimated output 28,748 thousand MT.

Actual aggregate clinker output amounted to 23,908 thousand MT with the achievement rate of 96.86% comparing to estimated output 24,684 thousand MT.

  • B. Sales

  • i. Taiwan area:

Unit: 1000 MT; NT$1,000

Unit: 1000 MT; NT$1,000 Unit: 1000 MT; NT$1,000 Unit: 1000 MT; NT$1,000 Unit: 1000 MT; NT$1,000
Volume &
Value
Product
2020 Difference Compared
to 2019
Domestic Sales Export Sales
Volume Value Volume Value Volume % Value %
Cement & Clinker 2,762 6,142,157 997 1,588,607 112 3.07 102,775 1.35

Key Performance Indicator:

Actual aggregate sales of cement and clinker produced by ACC amounted to 3,759 thousand MT with the achievement rate of 98.35% comparing to the estimated sales 3,822 thousand MT.

ii. China area:

Unit: 1000 MT; NT$1,000

Volume &
Value
Product
2020 2020 2020 2020 Difference Compared
to 2019
Difference Compared
to 2019
Difference Compared
to 2019
Difference Compared
to 2019
Domestic Sales Export Sales
Volume Value Volume Value Volume % Value %
Cement & Clinker 29,110 43,279,889 - - (1,728) (5.60) (6,514,021) (13.08)

Key Performance Indicator:

Actual aggregate sales of cement and clinker produced by ACC (China) amounted to 29,110

thousand MT with the achievement rate of 98.35% comparing to the estimated sales 30,368 thousand MT.

3. The Company’s Strategy Layout in China

Asia Cement Corporation pioneered all domestic peers to invest in cement industry in China with Taiwan government’s permission since 1997.

On May 20, 2008, the subsidiary of the Company, Asia Cement (China) Holdings Corporation, hereinafter referred to as ACC (China) thereafter was listed on the main board of

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Hong Kong Exchanges and Clearing Limited. Total assets reached RMB 21 billion.

Currently, the investments of ACC (China) are mainly located along the Yangtze River in Jiangxi, Sichuan, Hubei, Yangzhou and Shanghai areas. The overall operating strategies are deployed through Jiangxi Yadong Cement (Southeast China), Sichuan Yadong Cement (Southwest China), and Hubei Yadong Cement (Middle China), as core production bases. In addition to Sichuan Lanfeng Cement Corp., Huanggang Yadong Cement, Wuhan Yaxin Cement, and Yangzhou Yadong Cement ,there are three grinding factories, four cement products companies, three transportation companies, Wuhan Asia Shipping Co., Ltd (joint-venture), Hubei Xinlongyuan Building Material Company(joint-venture), Hubei Zhongjian Yadong Concrete Company(joint-venture), Tai Zhou Oriental Construction Co., Ltd., Ruichang Yadong New Material Company, three terminals, and twelve sale offices. These constitute an efficient and solid network for production, transportation and sales.

4. Overview of The Company’s Investments in China

A. Jiangxi Yadong Cement Co., Ltd

The company originally has six kilns with annual output of clinker 11.3 million MT of clinker, which can produce 14 million MT cement. Jiangxi Yadong has become one of the largest cement plants in China. The waste heat recycling generators can produce 338 million kWh electricity annually. This substantially reduces electricity costs and minimizes the dependence on external power supply.

B. Sichuan Yadong Cement Co., Ltd

The company has three kilns with annual output of clinker 4.95 million MT which can produce 6 million MT cement. In addition, the waste heat recycling generators can produce 145 million kWh electricity annually. This substantially reduces electricity costs and minimizes the dependence on external power supply.

The conveyor system which transports the limestone from quarry directly to the plant and enhances the transportation efficiency and reduces the cost of raw-material and also completely prevent interfering with neighboring area,, roads, and living of residents.

C. Hubei Yadong Cement Co., Ltd

The company has two kilns with annual output of clinker 3.3 million MT which can produce 4 million MT cement. In addition, the waste heat recycling generators can produce 105 million kWh electricity annually. This substantially reduces electricity costs and minimizes the dependence on external power supply.

D. Huanggang Yadong Cement Co., Ltd

The company has one kiln. The annual output of clinker amounts to 1.65 million MT which can produce 2 million MT cement.

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E. Wuhan Yaxin Cement Co., Ltd

To enhance the market position and market share of the “Skyscraper” cement in Wuhan areas, Hubei Yadong Cement Co., Ltd acquired Wuhan Xinlingyun Engineering Co., Ltd on July 2010. The annual output of clinker amounts to 1 million MT which can produce 1.5 million MT cement.

F. Sichuan Lanfeng Cement Corp.

To enhance the market position and market share in Chengdu area, Sichuan Yadong Cement Co., Ltd in 2014 acquired 100% shares of Sichuan Lanfeng Cement Corp. Lanfeng located in Pengzhou City, Sichuan, China which owns two new dry process clinker production lines. The annual output of clinker amounts to 3.8 million MT which can produce 5 million MT cement. The waste heat recycling generators can produce 130 million kWh electricity annually.

G. Yangzhou Yadong Cement Co., Ltd

The grinding factory can produce 2.3 million MT cement annually to supply the market in Yangzhou area. Besides, the mixer station can produce ready-mixed concrete for the market.

H. Wuhan Yadong Cement Co., Ltd

The company can produce 1.8 million MT cement annually to supply the market in Wuhan

area.

I. Nanchang Yadong Cement Co., Ltd

The company can produce 0.6 million MT slag powder annually to supply the market in Nanchang area.

5. Prospects for the global and domestic economy in 2021

A. Prospects for the global economy in 2021

According to analysis from both domestic and abroad, the global economy is expected to grow modestly in 2021 with the introduction of the COVID-19 vaccine, provided that the COVID-19 outbreak can be effectively controlled. However, the employment situation in the service sector, which is adversely impacted, remains sluggish. In addition, trade tensions between the US and China may slow down the pace of recovery. IHS Markit forecasts global economic growth of 4.2% in 2021, driven by high growth in mainland China. The International Monetary Fund (IMF) has twice revised upwards its forecast for global growth in 2021, following fiscal stimulus measures in the US and a rebound in the economy driven by increased vaccination. Global economic growth is forecasted to reach 6.0%.

In the financial markets, the central banks of developed countries have adopted unprecedentedly loose monetary policies in 2020 in response to the financial crisis that could arise from the pandemic, leading to record high bond and stock market prices in many countries. However, this policy will eventually be withdrawn and the financial markets will panic, which will in turn affect the bond and stock markets, which remains the biggest uncertainty affecting the economic outlook.

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B. Prospects for the domestic economy in 2021

Looking ahead to 2021, the global economy is poised to recover. Investment and consumption in Taiwan will also regain momentum, and external trade will continue to expand steadily. According to a report by the Taiwan Institute of Economic Research, Taiwan's export performance will grow significantly due to the relocation of some of production lines, owned by oversea Taiwanese businesses, back to Taiwan and the strong global demand for information technology products. In addition, as semiconductor manufacturers continue to invest in advanced manufacturing processes and benefit from restructuring of global supply chain, as well as the government's efforts to promote construction of green energy and attract foreign investment to Taiwan, all of these will help boost domestic demand performance. Overall, assuming no impact from other unexpected factors, both domestic and external demand improved in tandem.

According to the IMF Global Economic Outlook survey, Taiwan's economic growth rate is expected to reach 4.7% this year. The Directorate-General of Budget, Accounting and Statistics under the Executive Yuan has also revised upwards the economic growth rate for 2021 to 4.64%, the highest in nearly seven years.

Despite the positive prospects, some experts have warned that not only should the containment of COVID-19 not be taken lightly but also the potential that hot money might flow in for speculation in both the housing and stock markets in Taiwan. The appreciation of the Taiwan dollar is still under pressure, which will affect some industries. Both could lead to a worsening of the gap between the rich and the poor, which would be detrimental to growth of demand. Looking ahead to economy in 2020, there are still hidden worries amidst the optimism, and it is still advisable to be cautious and strive for stability.

6. Prospects for the cement industry on both sides across the Taiwan Straits

A. Mainland China:

Thanks to the establishment of a regular epidemic prevention and control mechanism, the economy of Mainland China has demonstrated strong resilience and abundant growth momentum under the impact of the pandemic of COVID-19, with the economy running steadily in a positive direction. Market demand is expected to recover fully and GDP is expected to reach over 8% for the year of 2021.

Crude oil and coal prices are expected to continue to move upwards this year, but with the relevant authorities actively taking measures to stabilize raw fuel prices, the impact of the increase in raw fuel costs on cement is expected to be limited.

The operating outlook for the cement industry in Mainland China is set out below:

  • a. During the "14th Five-Year Plan" period, national-level policies have been issued frequently and special funds have been allocated to support cement demand.

  • i. According to the "Outline of the Comprehensive Three-dimensional Transportation Network Plan", 700,000 kilometers of transportation network will be constructed, and major projects will be actively promoted and stable investment will be laid out. According to the "Key Tasks for New Type of Urbanization and Integrated Development of Urban and Rural Areas in 2021", China's urbanization rate will reach 65.5% by 2025.

  • ii. Local government special bonds of RMB3.65 trillion, together with the balance from previous years, will continue to be used for major projects to promote coordinated regional development, which will significantly boost market demand for the cement industry.

  • iii. Dedicated investment to support the integrated development of the Guangdong, Hong

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Kong and Macau Bay Area and the Yangtze River Delta will benefit cement demand in the region.

  • b. The cement industry will enter an era of full-scale peak production, with increasingly stringent capacity replacement and continued tightening of industry supply.

  • c. Prioritize the use of green energy first to reduce carbon emissions autonomously: China's National Energy Administration requires the proportion of coal consumption to reduce to below 56% by 2021 in order to make full use of alternative primary fuels, and to make vigorous efforts in environmental protection, energy saving and emission reduction, lowcarbon development and the continuous increase in the task of collaborative disposal.

  • d. Digitalization, smart manufacturing and smart quarry are the future directions for cement industry.

  • e. Expanding advantages and extending the industrial chain: Under the normalised environmental custodianship system, resource development will place greater emphasis on ecological protection. With the restriction of river sand mining, the closure of poor mines or the forced withdrawal of production lines, sand and gravel resources will have an irreplaceable role. In the future, the leading enterprises with the advantage of resources will fully grasp the market voice.

B. Taiwan

In terms of domestic demand of construction, the government will continue its expansion policy and accelerate the promotion and implementation of various infrastructure projects and tenders in order to expand domestic demand. According to the Director-General of Budget, Accounting and Statistics under the Executive Yuan, the total budget for infrastructure projects in 2021 is NT$132.4 billion, plus a special budget of NT$104.1 billion for Phase 3 of the ForwardLooking Infrastructure Project and NT$297.5 billion for operating and non-operating special funds. All of the above eventually summed up to NT$534 billion, with an increase of $96.2 billion, or 22%, compared to FY2020.

In terms of real estate, the Ministry of the Interior announced that the number of housing units to be sold and transferred in 2020 will be 326,000, a record high for the past seven years, with an annual growth rate of 8.6% compared to 300,000 in 2019, showing that the housing market continues to recover. The number of units sold and transferred has increased for four consecutive years since 2017. In 2021, the housing market fundamentals will remain solid in terms of homeownership demand. However, the government's recent efforts to curb short-term speculation, in addition to credit controls and the passage of the Housing Land Tax 2.0, will cast a shadow of doubt on the growth of the housing market.

Overall, 2021 will be a year of uncertainty due to government regulation of the housing market, severe shortages of labor in construction and the continued impact of COVID-19. However, with the government accelerating the implementation of public projects, Taiwan's total cement demand is still expected to grow comparing to last year.

7. Business Outlook of the Company in 2021

In 2021, total domestic clinker production is expected to be 3,610 thousand MT, total cement production is expected to be 3,810 thousand MT and sales of self-produced cement and clinker are expected to be 3,871 thousand MT. In China, the production of clinker and cement is expected to reach 25,338 thousand MT and 29,008 thousand MT, with 30,539 thousand MT of self-produced cement and clinker as the sales volume.

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8. The Company's Operating Status in the First Quarter of 2021

For the first quarter of 2021, the Company's consolidated operating income was $17,877,389 thousand, which was 36% more than $13,138,882 thousand for the same period in 2020. The consolidated net income after tax was $3,849,242 thousand, which was 240% more than $1,130,599 thousand in the same period in 2020. The net after-tax profit attributable to the owner of the Company was $3,200,039 thousand.

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II Company Profile

2.1 Date of Incorporation: March 21, 1957.

Paid-in Capital: NT$ 33,614,471,980.

Scope of Business:

  1. C901030 Cement manufacturing

  2. C901040 Ready-mixed concrete manufacturing

  3. B601010 Quarrying

  4. C901050 Cement and ready-mixed concrete products

  5. C901990 Non-metallic mineral products

  6. F111090 Whole sale of building materials

  7. F211010 Retail sale of building materials

  8. F401010 International trade

  9. IZ06010 Tally and packing

  10. A201010 Afforestation business

  11. H701010 Developing, leasing, and selling residential and business buildings

  12. H701020 Developing, leasing, and selling industrial factories

  13. H703100 Real estate rental & leasing

  14. H703090 Real estate sale & purchase

  15. JE01010 Rental and leasing

  16. G202010 Parking-lot business

  17. G801010 Warehousing

  18. I103060 Business management consultation services

  19. J101040 Waste treatment

In addition to permitted scope of business, the Company can broaden its business not prohibited or restricted by laws.

2.2 Company History

Responding to the Taiwan government’s second four-year economic development plan, Asia Cement Corporation (ACC) was founded on March 21, 1957 by Mr. Y.Z. Hsu and others. It built its first manufacturing plant in Hengshan Township, Hsinchu County. In 1973, in response to the government’s call to develop eastern Taiwan, the Company established its second plant in Hsincheng Township, Hualien County. Asia Cement and its “Skyscraper” brand cement have always occupied the core position in Taiwan’s cement business. For now, these two plants can produce 5 million MT of clinker annually.

Asia Cement uses the most modern rotary kilns and introduces waste-heat recycling generators to transform waste heat and hot air into electricity. In addition, for lower cement transportation costs, Asia Cement established storage and transportation facilities in the Keelung, Taichung, Kaohsiung, and Hualien harbor. It also invested in the Group’s U-Ming Marine Transport Co., Ltd., and began using U-Ming’s bulk carriers to transport cement around Taiwan. The Company’s “Three Highs and One Low” strategy, high quality, high efficiency, high environmental protection, and low cost, along with its management capability, have given the Company the competitive edge to efficiently face challenges in the market.

Asia Cement believes that economic growth and environmental protection can be achieved in parallel. At the beginning of the establishment of the Hualien Plant, the Company invested a lot of manpower and material resources to set up a greenhouse seedling system in the quarry to cultivate various indigenous plants and transplant them to the remnant walls of the excavation sites. The

9

greening results have outstanding performance and have been repeatedly recognized by experts. Asia Cement introduces the most advanced dust collection equipment to effectively control the dust fall, keeping it far below the national standard. The Company has won the Enterprise Environmental Protection Award for 3 years. The Hualien plant has invested in circular economy, energy saving, and carbon reduction in recent years, and has achieved remarkable results The Portland cement produced by the Hualien plant has also won international recognition this year by receiving the ISO-14067:2018 (Greenhouse Gases Carbon Footprints of Products), the ISO 14046: 2014 (Greenhouse Gases Water Footprints of Products), and the optimizing level of the BS 8001: 2017 for circular economy model maturity through SGS certification, making Asia Cement the first cement producer to receive the certification for circular economy standard, carbon footprint and water footprint at the same time in the world. In March 2021, Asia Cement passed the ScienceBased Reduction Target Initiative (SBTi), becoming the fourth cement plant in the world with a well-below 2°C target. The Company joined the Global Cement and Concrete Association (GCCA), and jointly committee in Sep. 2020 to reach 2050 Carbon Neutral goal with global peer of cement and concrete industry. In addition, we have built a butterfly ecological park based on the existing beautified environment of the Hualien plant, luring thousands of visitors to experience the beauty of nature and receiving high recognition from the general public.

Besides establishing its core business, the Company also diversifies its investment by establishing Ya Tung Ready Mixed Concrete Co., Ltd. and Ya Li Precast & Prestressed Concrete Industries Ltd. Together with Far Eastern Construction Co., Ltd. and Far Eastern General Contractor Co., Inc., Asia Cement completed its vertical integration.

ACC’s diversification strategic layout for the world not only includes the complete production and sales channels in Taiwan, it also has representative offices in Hong Kong and Singapore. Furthermore, it is also expanding into the world market, exporting cement to Southeast Asia, North America, Africa, and the Middle East Asia. Meanwhile, Asia Cement began to invest in China from 1994. Currently, with the production and sale bases in Jiangxi, Sichuan, Hubei, Yangzhou, and Shanghai, the total cement production capacity in China reaches 36 million MT. Asia Cement (China) Holdings Corporation has listed on the Main Board of the Hong Kong Stock Exchange in 2008. Asia Cement (China) Holdings Corporation will continue expand capacity through strategy cooperation, or merger & acquisition.

In the future, Asia Cement will keep maintaining its deep roots in Taiwan and continue moving forward by expanding in China and worldwide.

Major events in recent 6 years are shown as the following table:

Year Major Events
Apr. 2016 Jiangxi Yadong Cement Co. was awarded the "Energy Management System
Certification".
Dec. 2016 The Hualien plant obtained ISO 50001: 2011 energy management system
certification in which Hsinchenshan Mine is also the first quarry in Taiwan
obtained this certification.
Mar. 2017 The Hsinchenshan mining right of the Hualien plant of the Company is allowed
to extent for 20years to November 22,2037.

10

Year Major Events
Jun. 2017 The Hualien plant obtained ISO 14001:2015, the latest version of the
environmental management system certification.
Jun. 2017 The Hualien plant obtained ISO 9001:2015, the latest version of the quality
management system certification
Nov. 2017 The Hualien Plant was awarded “2017 Excellent Company for Voluntary
Reduction of Greenhouse Gas Emissions” by the Industrial Development Bureau,
MOEA.
Nov. 2018 Huanggang Yadong passed four certifications including the new ISO
management system (quality, environment, occupational health and safety, energy
management).
Nov. 2018 The Hualien plant was awarded the "International Health and Safety Management
System " award.
May 2019 The Company is the first in Taiwan to win the "Asia Responsible Enterprise
Awards" for two consecutiveyears(2018-2019).
Jun. 2019 Sichuan Yadong was granted the "Road Portland Cement Production License"
issued by State Administration for Market Regulation, and obtained the
productionqualification of special cement for airport runways.
Oct. 2019 Sichuan Yadong and Huanggang Yadong won the "National Excellence Award"
in the 17th National Cement Quality Index Inspection Competition of the
"Gezhouba Cement Cup" in 2019.
Dec. 2019 Huanggang Yadong was selected as the "2019 Green Factory List in Hubei
Province".
Jan.2020 Four mines of ACC (China) were selected by the Ministry of Natural Resources
as 2019 Green Mines List.
Mar. 2020 The China Cement Association announced the ranking of the top 50 companies
in the country's cement clinker production capacity in 2020, and Asia Cement
(China)ranked 10th.
May 2020 Hualien Plant obtained ISO 14067: 2018 product carbon footprint standard, ISO
14046: 2014 product water footprint standard, BS 8001: 2017 the highest maturity
level of circular economy, and was the first cement plant to obtain 3 verifications
at the same time.
May 2020 Sichuan Yadong was awarded the "Certificate of Standardized Laboratory for
Cement Production Enterprise" by the China Building Materials Federation, with
agrade of "Excellent".
Oct. 2020 In response to the rapid changes in the market environment, Asia Cement (China)
adjusted thepersonnel changes of various senior executives.
Oct. 2020 Sichuan Yadong was awarded the "All Excellence Award" for the 17th National
Cement Chemical Analysis Contrast in 2020.
Dec. 2020 Sichuan Yadongwas awarded the "2019 Environmental IntegrityEnterprise".
Jan. 2021 Two quarries of Jiangxi Yadong were selected as the 2020 Green Mine List of the
Ministryof Natural Resources.
Apr. 2021 Asia Cement (China) won the 10th place in the cement clinker production
capacityorganized byChina's cement website(ccement.com).

11

Year Major Events
Apr. 2021 The Company ranks among the top 6%-20% of listed companies in "7th
Corporate Governance Evaluation".
During the most recent fiscal year and the current fiscal year up to the date of printing of the annual
report, there are no important events listed below impacting on the shareholders’ equity of the
Company:
  1. Mergers and acquisitions.

  2. To restructure affiliate companies.

  3. Large volume shares transferred or changed by directors, supervisors, or major shareholders who own more than 10% shareholding.

  4. Changes in the Company’s management.

  5. Significant changes in business modes or business scope.

12

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

III Corporate Governance Report
3.1 Organization
3.1.1 Organization Chart
Shareholders’
_____ Administration System
Meeting
…………….. Technology System
Audit Committee
Board of Directors
Remuneration
Committee
Chairman President Office
Sustainability
Committee
HR Dept.
Vice Chairman
Sustainability
Implementation Committee
President
Credit Committee
General Plant
Chief Engineer Vice President Chief Auditor
Manager Human Resource
Committee
IT Steering Committee
Hualien Hsinchu Export Domestic Finance Secretarial Auditing
Plant Plant Dept. Sales Dept Sales Dept Dept. Dept. Dept. Dept.
-13- - 13 -
----- End of picture text -----

3.1.2 Major Corporate Functions

Company Organization with Functions of Risk Management

Department Primary Functions
Auditing Dept. Directly report to the Board of Directors. Major duties: 1.Fair presentation of
the financial reports, 2.The hiring (and dismissal), independence, and
performance of CPA, 3.The effective implementation of the internal control
system, 4.Compliance with relevant laws and regulations, and 5.Management
of the existing or potential risks.
Remuneration Directly report to the Board of Directors. Prescribe and periodically review
Committee the performance and remuneration policy for directors and managerial
officers.
Sustainability Directly report to the Board of Directors. In charge of the guidance of
Committee promoting corporate sustainability and the supervision of implementing
corporate sustainability policy, systems or related management principles, and
periodically reporting to Board of Directors regarding the status of
progression.
President Assist ACC President to deal with daily affairs, plan operation strategies, and
Office review the middle-term and long-term investment to reduce the risks resulting
from improperdecisions.
HR Dept. Plan and implement HR policies to reduce relevant risks. HR Department is
alsoresponsibleforpromoting ethical management ofthe Company.
Sustainability Responsible for 1. Comply and disclose the information of corporate
Implementation
sustainability. 2. Plan and implement the corporate sustainability program.
Committee 3. Collect and submit the information of external assessment on corporate
sustainability.
Credit Execute “Regulations for Managing Client’s Credit” enacted by the Company
Committee andtake charge of riskcontrolof account receivable.
Human Review and advice to modify the Company’s organization structure, rules of
Resource personnel management, and other important human resource matters.
Committee
IT Steering Review all affairs relating to information operation system, office automation,
Committee internal and external website applications and information security to the
needs of operation, management and provide strategy to prevent the risk of
informationsecurityandits efficiency.
Secretarial Handle the affairs of general services, secretary, legal affairs, public relations,
Dept. etc.Reinforcelegalsense ofemployeesto decreasetherisks ofviolatinglaw.
Occupational Responsible for occupational safety and health management, formulating
Safety Office policies and supervising related affairs to ensure safety of workers and reduce
theriskandloss ofoccupational hazards.
Accounting Handle all accounting matters including the costs, accounts, taxation to ensure
Dept. management efficiency of the Company’s operation, the reliability of financial
report, and the adherence of related accounting regulations to reduce company
operation risks.
Finance Dept. Responsible for financial operation strategy, investment strategy, financial
management, and dividend strategy, as well as investor relationship in order
to minimize financial exposure, uphold financial opportunity and maximize
shareholders’bestinterest.
Domestic Sales
Plan and implement domestic marketing strategy, credit customers, and
Dept. identifymarket trends to achieve business goals andreducerelevantrisks.
Export Sales Plan and implement oversea marketing strategy, credit customers, and identify
Dept. market trends to achieve business goals and reduce relevant risks.
Purchasing Handle allpurchasing and contractissuingmatters, setting uphedging

14

Dept. mechanism to cope with changes in raw materials prices and shortage of raw
materials supply.
Hsinchu Plant Take charge of R&D, production technology, quality control, planning
Hualien Plant production policies in collaboration with sales strategies to reduce production
risks.

The Company has established an information security risk management framework:

An IT Steering Committee was established to review internal information application systems, office automation, network information, and information security protection measures on a quarterly basis, and to provide tools for operations, management, and decision-making to reduce information security and benefit management risks. We have established “Asia Cement Personal Data Protection Management Measures” and “Asia Cement Computerized Information System Processing” in accordance with Articles 8 and 9 of the Regulations Governing Establishment of Internal Control Systems by Public Companies; in addition, the “Information and Communication Security Inspection Audit” has been incorporated into our 2020 and 2021 annual audit plans. The aforesaid measures have all been submitted to and approved by the Board of Directors.

Information security policy:

Our "Computerized Information System Processing" regulates the management system for various types of IT data and information in the process of output, use, and preservation. Besides, the "Regulations for Use of IT Equipment and Information Software by Employees", regulates various information security behaviors that employees must observe in carrying out their business.

Specific management plan:

A total of 20 inspections were carried out in 2020, including the "Information Security Audit" (once) "Information System Internal Control Self-assessment" (twice), "SAP Sensitive Permission Authorization and Function Conflict Anomaly Check" (quarterly) and" SAP Super User Sensitive Transaction Check" (monthly) performed each by an external unit and an internal audit unit.

15

3.2 Directors and Management Team

3.2 Directors and
3.2.1 Directors
3.2 Directors and
3.2.1 Directors
3.2 Directors and
3.2.1 Directors
3.2 Directors and
3.2.1 Directors
Manag ement Team ement Team
Title
Name
Elected
Date
Gender Term
(Years)
Date First
Elected
Shareholding when Elected Current Shareholding Spouse & Minor
Shareholding
Experience
(Education)
Other Position Executives, Directors or Supervisors
who are spouses or within two degrees
of kinship
Shares % Shares % Shares % Title Name Relation
Chairman
Douglas Tong
Hsu
2020.
06.23
M 3 1975.
04.28
23,278,334 0.69% 23,278,334 0.69% 6,352,467 0.19% Honorary Doctor,
Chiao Tung
University
Master of
University of
Notre Dame,
Master of
Economics,
Columbia
University
Chairman, Far Eastern
New Century Corp.
Chairman, Far Eastone
Telecommunications
Co., Ltd
Chairman, Far Eastern
Department Stores Ltd.
Director
Director
Peter Hsu
Johnny Shih
Sibling
relatives by
marriage
-16-
Director
Tsai Hsiung
Chang
2020.
06.23
M 3 1981.
04.24
459,350
*750,511,324
0.01%
*22.29%
459,350
*750,511,324
0.01%
*22.29
%
110,877 0.00%
Mechanical
Technology
Section, National
Central Industrial
College
(Chongqing)
Senior Advisor, Asia
Cement (China)
Holdings Corp.
Director, U-Ming
Marine Transport Corp.
Director, Yuan Ze Uni.
- - -

Director
Johnny Shih
2020.
06.23
M 3 1984.
04.25
453,745
*750,511,324
0.01%
*22.29%
453,745
*750,511,324
0.01%
*22.29
%
7,189,993 0.21%
Master of
Computer,
Columbia
University
Vice Chairman, Far
Eastern New Century
Corp.
Vice Chairman, Oriental
Union Chemical Corp.

Chairman
Director
Douglas
Tong Hsu
Peter Hsu
relatives by
marriage
relatives by
marriage
Director
C.V. Chen
2020.
06.23
M 3 1987.
04.16
338,429
*750,511,324
0.01%
*22.29%
338,429
*750,511,324
0.01%
*22.29
%
0 0% S.J.D., Harvard
University

Senior Partner, Lee and
Li Attorneys-At-Law
Chairman, Taipei
European School
- - -
Director Chin-
Der Ou
2020.
06.23
M 3 2005.
06.09
0
*3,849,468
0%
*0.11%
0
*3,849,468
0%
*0.11%
0 0% Ph.D., Case
Western Reserve
University

Director, Taiwan
Construction Research
Institute
- - -
Director
Kun Yen Lee
2020.
06.23
M 3 2005.
06.09
2,361,557
*1,895,136
0.07%
*0.06%
2,361,557
*1,895,136
0.07%
*0.06%
0 0%
Yi-Lan
Elementary
School
President, Asia Cement
Corp.
Director, U-Ming
Marine Transport Corp.
- - -
Director
Peter Hsu
2020.
06.23
M 3 2002.
06.07
13,454,981
*6,218,800
0.40%
*0.18%
13,454,981
*6,218,800
0.40%
*0.18%
0 0% Master of
Operations
Research,
Stanford
University
Master of
Information
Science, UCLA
Vice Chairman, Far
Eastern New Century
Corp.
Director, Far Eastone
Telecommunications
Co., Ltd
Chairman
Director
Douglas
Tong Hsu
Johnny Shih
Sibling
relatives by
marriage
Director
Chen Kun
Chang
2020.
06.23
M 3 2011.
06.22
29,745
*6,218,800
0.00%
*0.14%
29,745
* 6,218,800
0.00%
*0.18%
5,358 0.00% Mechanical
Section, National
Taipei Institute of
Technology
Vice CEO, Asia Cement
(China) Holdings Corp.
President, Jiangxi
Yadong Cement Corp.

-
- -
Director
Ruey Long
Chen
2020.
06.23
M 3 2011.
06.22
0
*1,560,068
0%
*0.05%
0
*1,560,068
0%
*0.05%
0 0% Bachelor of
Economics,
National Chung
Hsing University
Chairman, China
Petrochemical Industry
Development Co., Ltd.
Chairman, Sinocon
Industrial Standards
Foundation
Chairman, Powerchip
Technology Corp.
Secretary General,
Cross-Strait
Entrepreneur Summit
- - -
Director
Champion Lee
2020.
06.23
M 3 2002.
06.07
0
*181,566,797
0%
5.39%
0
*181,566,797
0%
5.39%
0 0% Master of
Business
Administration,
Texas A&I
University
Director , Far Eastern
New Century Corp.
Director, U-Ming
Marine Transport Corp.
- - -
-17-
Director
Kwan-Tao Li
2020.
06.23
M 3 2002.
06.07
642,963
*1,505,585
0.02%
0.04%
642,963
*1,505,585
0.02%
0.04%
0 0%
Master, New
York University
Chief Counselor, Lee
and Li Attorneys-At-
Law
Director, Far Eastern
New Century Corp.
Director, Far Eastern
Y.Z. Hsu Science and
Technology Memorial
Foundation:
- - -
Independent
Director
Chi Schive
2020.
06.23
M 3 2014.
06.16
0 0% 0 0% 0 0.0% PhD. in
Economics, Case
Western Reserve
University
Former
Chairman,
Taiwan Stock
Exchange
Chair Professor,
Soochou University
- - -
Independent
Director
Gordon S. Chen

2020.
06.23
M 3 2014.
06.16
0 0% 0 0% 0 0%
PhD. in Business
Administration,
National Taiwan
University
Former
Chairman,
Financial
Supervisory
Commission
Chairman , Central
Investment Corp.
- - -
Independent
Director
Yun-Pen Chu
2020.
06.23
M 3 2020.
06.23
0 0% 0 0% 0 0% PhD in
Economics,
University of
Chair Professor, School
of Mass Data
Management, Soochow
- - -
Maryland University
Councilor of the Part-time researcher at
Executive Yuan Central University
Chairman of the Taiwan Economic
Insurance Stability Development Research
Fund Center

Note 1: Information on Directors that are Representatives of Institutional Investors:

Representatives of Far Eastern New CenturyCorp.: Director Tsai HsiungChang,JohnnyShih,C.V. Chen
Representative of Bai-YangInvestment Holdings Corp.: Director Chin-Der Ou
Representative of Yue DingIndustryCo.,Ltd.: Director Kun Yen Lee
Representatives of Far Eastern Y.Z. Hsu Science and Director Peter Hsu, Chen Kun Chang
TechnologyMemorial Foundation:
Representative of Ta Chu Chemical Fiber Co.,Ltd: Director RueyLongChen
Representative of Far Eastern Medical Foundation: Director Champion Lee
Representative of U-MingCorp.: Director Kwan-Tao Li

Note 2: “*” indicates the number of shares held by Institutional Investors respectively represented by directors listed above.

Note 3: The shareholding excludes the shareholding that the trustor retains the power to decide the allocation of the trust fund. Note 4: There is no director holding shares in the name of other person.

Note 5: All Directors are Taiwanese Citizens. The chairman and CEO of the Company is not the same person, nor kinship.

The First and Most Recent Date for Institutional Investors Elected as Directors

Title Name of the Institutional Investors First Date Elected Most Recent Date Elected
Directors Far Eastern New Century Corp 1987.04.16 2020.06.23
Bai-Yang Investment Holdings Corp. 2001.05.16 2020.06.23
Yue Ding Industry Co., Ltd. 2005.06.09 2020.06.23
Far Eastern Y.Z. Hsu Science and Technology Memorial Foundation 2005.06.09 2020.06.23
Huey Kang Investment Corp. 2008.06.17 2020.06.23
Ta Chu Chemical Fiber Co., Ltd. 2011.06.22 2020.06.23
Far Eastern Medical Foundation 1987.04.16 2020.06.23
U-Ming Corp. 1993.05.07 2020.06.23

Note: The first date elected as directors is based on the annual reports of the Company.

3.2.2 Major Shareholders of the Institutional Shareholders

Name of Institutional
**Shareholder **
Major Shareholders of the Institutional
Shareholders
%
Far Eastern New Century
Corporation
AsiaCementCorporation 23.77
Oriental Institute of Technology 4.81
Far Eastern Medical Foundation 3.61
Far Eastern Memorial Foundation 3.42
Yuan-Ze University 2.74
NanShan LifeInsurance Co. ,Ltd. 2.23
DouglasTongHsu 1.71
Fubon Life Assurance Co.,LTD 1.57
Der ChingInvestment Corp. 1.55
China Life Insurance Co.,Ltd. 1.43
Far Eastern Medical Foundation Y. Z. Hsu 76.90
He Zongyan 2.31
WangShu-peng 2.31
Hsu Wei Yuan 2.31
HuangYingChung 2.31
Douglas TongHsu 2.31
Laurence M. Yang 2.31
John Hsu 2.31
JohnnyShih 2.31
S.S. Hsu 2.31
Yu Wei San 2.31
Far Eastern Y. Z. Hsu Science and
Technology Memorial Foundation
Far Eastern International Bank 25.00
Far Eastern New Century Corporation
(Original from Far Eastern Textile Ltd.)
23.00
AsiaCementCorporation 18.00
Far EasTone Telecommunications Co.,Ltd 8.00
Far Eastern Department Stores Co.,Ltd. 8.00
U-MingMarine Transport Corp. 4.00
Oriental Union Chemical Corp. 4.00
Yuan DingInvestment Company 2.00
Oriental Securities Co.,Ltd. 2.00
Bai YangInvestmentCorp. Far Eastern DepartmentStores Co.,Ltd. 100.00
Yue Ding Industry Co.,Ltd. FuDa TransportationCo.,Ltd. 26.95
Yue-TungInvestmentCorp. 25.36
An Ho GarmentCo.,Ltd. 15.66
DingYuan International InvestmentCorp. 13.20
Ton FuInvestmentCorp. 4.61
TaChu Chemical FiberCo.,Ltd. 3.89
Ya Li Precast Prestressed Concrete Industries
Corp.
3.89
Yuan Ding Co.,Ltd. 2.59
Bai DingInvestmentCo.,Ltd. 2.31
YuMingTrading Corp. 1.53
Ta Chu Chemical Fiber Co.,Ltd. Yuan DingInvestment Company 41.86

-19-

Name of Institutional
**Shareholder **
Major Shareholders of the Institutional
Shareholders
%
Yue DingIndustryCo.,Ltd. 38.76
Yue-Lee Investment Company 19.38
U-MingCorp. Far Eastern Department Stores Co.,Ltd. 100.00

3.2.3 Major Shareholders of the Major Shareholders That Are Juridical Persons

Name of Juridical Person Major Shareholders of the Juridical Person
%
Asia Cement Corporation Far Eastern New CenturyCorporation 22.29
Far Eastern Medical Foundation 5.39
China Life Insurance Co.,Ltd. 2.09
Labor Pension Fund(the New Fund) 1.70
Yuanta/P-shares Taiwan Dividend Plus ETF 1.70
Labor Pension Fund Committee of Far Eastern
New CenturyCorporation

1.59
Yuan DingInvestment Company 1.57
Far Eastern Department Stores Co.,Ltd. 1.48
Chunghwa Post Co.,Ltd. 1.45
Yuan-Ze University 1.41
Oriental Institute of Technology Asia Cement Corporation 50.00
Far Eastern New Century Corporation
(Original from Far Eastern Textile Ltd.)
50.00
Far Eastern Medical Foundation Y. Z. Hsu 76.90
He Zongyan 2.31
WangShu-peng 2.31
Hsu Wei Yuan 2.31
HuangYingChung 2.31
Douglas TongHsu 2.31
Laurence M. Yang 2.31
John Hsu 2.31
JohnnyShih 2.31
S.S. Hsu 2.31
Yu Wei San 2.31
Far Eastern Memorial Foundation Y. Z. Hsu 50.00

Hsu Yi Chu
50.00
Yuan-Ze University U-MingMarine Transport Corp. 55.21
Far Eastern Medical Foundation 26.05
Far Eastern New Century Corporation
(Original from Far Eastern Textile Ltd.)
5.52
Fu MingTransportation Co.,Ltd. 5.25
Far Eastern Memorial Foundation 4.91
Asia Cement Corporation 2.76
Connie Hsu 0.28
Y. Z. Hsu 0.01
Yu Chao-Chung 0.01

-20-

Name of Juridical Person Major Shareholders of the Juridical Person
%
Nan Shan Life Insurance Co. ,
Ltd.
First Commercial Bank Trustee Account For
Representative of Ruen Chen Investment
HoldingCo.,Ltd.
55.56
Ruen Chen Investment HoldingCo.,Ltd. 33.99
Ruen Hua Dyeing& WeavingCo.,Ltd. 1.34
Y. T. Du 1.16
Ruen Tai ShingCo.,Ltd. 0.97
Ruentex Development Co.,Ltd. 0.23
Ruentex Industries Ltd. 0.21
Yen Sin Corporation 0.16
Ruentex LeasingCo.,Ltd. 0.13
Chi-Pin Investment Company 0.11
Fubon Life Assurance Co.,LTD Fubon Financial HoldingCo.,Ltd. 100.00
Der Ching Investment Corp. Asia Cement Corporation 99.99
Asia Investment Corp. 0.01
China Life Insurance Co., Ltd. China Development Financial HoldingCorp. 47.30
KGI Securities Co., Ltd 8.66
Videoland Inc. 2.42
CathayLife Insurance Co. , Ltd. 1.27
LinglangZhan 1.24
Song, Guang-Ming 0.72
Investment Account of ISHARES MSCI
Taiwan Index ETF, under custody of Standard
Chartered Bank
0.66
Chen,Shih-Jin 0.63
The Norwegian Central Bank Investment
Dedicated Account, under custody of CITI
Bank
0.60
Huang,Pei-Ru 0.60
Far Eastern International Bank Yu Yuan Investment Co.,Ltd. 4.95
Yue Li Investment Corp. 4.39
Asia Investment Corp. 4.03
Der ChingInvestment Corp. 4.03
Yue-TungInvestment Corp. 3.89
Yuan DingInvestment Co.,Ltd. 3.56
Special Account for trust property of Far
Eastern International Bank employee in
custody of FEIB
3.47
Kai Yuan International Investment Co.,Ltd. 3.21
Yuan TongInvestment Co.,Ltd. 3.20
DingYuan International Investment Corp. 2.64
Far Eastern New Century
Corporation
Asia Cement Corporation 23.77
Oriental Institute of Technology 4.81
Far Eastern Medical Foundation 3.61

-21-

Name of Juridical Person Major Shareholders of the Juridical Person
%
Far Eastern Memorial Foundation 3.42
Yuan-Ze University 2.74
Nan Shan Life Insurance Co. , Ltd. 2.23
Douglas TongHsu 1.71
Fubon Life Assurance Co.,LTD 1.57
Der ChingInvestment Corp. 1.55
China Life Insurance Co., Ltd. 1.43
Far EasTone Telecommunications
Co., Ltd
Yuan DingInvestment Co.,Ltd. 32.73
Shin KongLife Insurance Co.,Ltd. 8.28
CathayLife Insurance Co.,Ltd. 7.13
NTT DOCOMO Inc. 4.71
Yuan TongInvestment Co.,Ltd. 3.08
ChungHwa Post Co.,Ltd. 2.67
Nan Shan Life Insurance Co.,Ltd. 1.45
An Ho Garment Co.,Ltd. 1.25
Fubon Life Insurance Co.,Ltd. 1.24
Taiwan Life Insurance Co,Ltd. 1.12
Far Eastern Department Stores
Co.,Ltd.
Far Eastern New CenturyCorporation 17.06
Yuan DingInvestment Co.,Ltd. 9.87
Asia Cement Corporation 5.65
Yuan TongInvestment Co.,Ltd. 5.48
Chia Yuan Investment Company 5.31
Yuan-Ze University 4.75
PJ Asset Management Co.,Ltd. 4.52
The committee of Employee Pension Fund of
Far Eastern DepartmentStores Co.,Ltd.
2.11
Yu Yuan Investment Co.,Ltd. 2.06
Tranquil Enterprise Ltd. 2.03
U-Ming Marine Transport Corp. Asia Cement Corporation 39.25
CathayLife Insurance Co.,Ltd. 3.88
Public Service Pension Fund Management
Board
1.10
Yuan DingInvestment Co.,Ltd. 1.05
Yu Yuan Investment Co.,Ltd. 0.94
Asia Investment Co.,Ltd. 0.92
Allianz Global Investors Taiwan Fund
Dedicated Account, under custody of Mega
InternationalCommercial Bank
0.92
Ya Li Transportation Corporation 0.75
JPMorgan Chase Bank N.A. Taipei Branch in
Custody for Vanguard Emerging Markets
Stock Index Fund Investor Shares
0.71

-22-

Name of Juridical Person Major Shareholders of the Juridical Person
%
JPMorgan Chase Bank N.A. Taipei Branch in
Custody for Vanguard Total Stock Index Fund,
aSeries ofVanguard Star Funds

0.71
Oriental Union Chemical Corp. Far Eastern New CenturyCorporation 9.17
Yuan DingInvestment Company 8.00
Asia Cement Corporation 7.20
Yuan TongInvestment Co.,Ltd 5.61
Yu Yuan Investment Co.,Ltd 3.75
Kai Yuan International Investment Co.,Ltd. 3.67
Fubon Life Insurance Co.,Ltd. 3.14
DingYuan International Investment Co.,Ltd. 3.09
Ton Fu Investment Corp. 1.55
Citibank Taiwan in its Capacity as Master
Custodian for Investment Account of the
Central Bank ofNorway
1.44
Yuan Ding Investment Company Far Eastern New CenturyCorporation 99.40
Ta Chu Chemical Fiber Co.,Ltd. 0.30
An Ho Garment Co.,Ltd. 0.30
Oriental Securities Co., Ltd. Yuan DingInvestment Company 25.96
Far Eastern Department Stores Co.,Ltd. 19.66
Far Eastern New CenturyCorporation 19.65
Asia Cement Corporation 18.93
Bai DingInvestment Co.,Ltd. 13.61
An Ho Garment Co.,Ltd. 1.21
Ta Chu Chemical Fiber Co.,Ltd. 0.51
Douglas TongHsu 0.09
Shaw Y. Wang 0.07
Fan Yu Chen 0.03
Fu Da Transportation Co., Ltd. Fu MingTransportation Co.,Ltd. 99.94
Asia InvestmentCorp. 0.03
Yue-Tung Investment Corp. U-MingMarine Transport Corp. 73.54
U-Ming Marine Transport (Singapore) Private
Ltd.
26.46
An Ho Garment Co.,Ltd. Far Eastern New CenturyCorporation 100.0
Ding Yuan International
InvestmentCorp.
Far Eastern New Century Corporation 100.0
Ton Fu Investment Corp. Oriental Union Chemical Corp. 100.0
Ta Chu Chemical Fiber Co., Ltd. Yuan DingInvestment Company 41.86
Yue DingIndustryCo.,Ltd. 38.76
Yue-Lee Investment Company 19.38
Ya Li Precast Prestressed Asia Cement Corporation 83.92

-23-

Name of Juridical Person Major Shareholders of the Juridical Person
%
Concrete Industries Corp. Far-Eastern Construction EngineeringCo.,Ltd.
16.03
Yuan Ding Co.,Ltd. Far Eastern New CenturyCorporation 37.13
Asia Cement Corporation 35.50
Der ChingInvestment Corp. 14.50
Yuan DingInvestment Company 12.86
Yu MingTradingCorp. 0.002
Far Eastern Department Stores Co.,Ltd. 0.001
Bai Ding Investment Corp. Far Eastern Department Stores Co.,Ltd. 66.66
Bai YangInvestment Corp. 33.34
Yu Ming Trading Corp. Bai DingInvestment Co.,Ltd 47.00
Yuan DingInvestment Company 45.50
Yue DingIndustryCo.,Ltd. 5.00
Yuan DingCo.,Ltd. 1.00
Ding & Ding Management Consultants Co.,
Ltd
1.00
Yue Ding Industry Co.,Ltd. FuDa TransportationCo.,Ltd. 26.95
Yue-TungInvestmentCorp. 25.36
An Ho GarmentCo.,Ltd. 15.66
DingYuan International InvestmentCorp. 13.20
Ton FuInvestmentCorp. 4.61
TaChu Chemical FiberCo.,Ltd. 3.89
Ya Li Precast Prestressed Concrete Industries
Corp.
3.89
Yuan Ding Co.,Ltd. 2.59
Bai DingInvestmentCo.,Ltd. 2.31
YuMingTrading Corp. 1.53
Yue-Lee Investment Company U-MingMarine Transport Corp. 68.18
U-Ming Marine Transport (Singapore) Private
Ltd.
31.82

-24-

3.2.4 Professional Qualifications and Independence Analysis of Directors

Criteria
Name
Meet One of the Following Professional Qualification Requirements, Together with at Least
Five Years Work Experience
Meet One of the Following Professional Qualification Requirements, Together with at Least
Five Years Work Experience
Meet One of the Following Professional Qualification Requirements, Together with at Least
Five Years Work Experience
Independence Criteria (Note) Independence Criteria (Note) Independence Criteria (Note) Independence Criteria (Note) Independence Criteria (Note) Independence Criteria (Note) Independence Criteria (Note) Independence Criteria (Note) Independence Criteria (Note) Independence Criteria (Note) Independence Criteria (Note) Independence Criteria (Note) Number of
Other Public
Companies in
Which the
Individual is
Concurrently
Serving as an
Independent
Director
An Instructor or Higher
Position in a Department of
Commerce, Law, Finance,
Accounting, or Other
Academic Department Related
to the Business Needs of the
Company in a Public or Private
Junior College, College or
University
A Judge, Public Prosecutor,
Attorney, Certified Public
Accountant, or Other
Professional or Technical
Specialist Who has Passed a
National Examination and been
Awarded a Certificate in a
Profession Necessary for the
Business of the Company

Have Work Experience in the
Areas of Commerce, Law,
Finance, or Accounting, or
Otherwise Necessary for the
Business of the Company
1 2 3 4 5 6 7 8 9 10 11 12
Douglas Tong
Hsu
ˇ ˇ ˇ ˇ ˇ ˇ ˇ 0
Tsai Hsiung
Chang
ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ 0

Johnny Shih
ˇ ˇ ˇ ˇ ˇ ˇ 0
C.V. Chen ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ 1
Kun Yen Lee ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ 0
Peter Hsu ˇ ˇ ˇ ˇ ˇ ˇ 0
Chen Kun
Chang
ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ 0

Ruey Long
Chen
ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ 2
Champion
Lee
ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ 0
Chin-Der Ou ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ 1
Kwan-Tao Li ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ 0
Chi Schive ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ 3
Gordon S.
Chen
ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ 2
Yun-Pen Chu ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ ˇ 3

Note: Please tick the corresponding boxes that apply to the directors or supervisors during the two years prior to being elected or during the term of office.

  1. Not an employee of the company or any of its affiliates.

  2. Not a director or supervisor of the company or any of its affiliates. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent.

  3. Not a natural-person shareholder who holds shares, together with those held by the person's spouse, minor children, or held by the person under others' names,

in an aggregate of one percent or more of the total number of issued shares of the company or ranking in the top 10 in holdings.

  1. Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship, of a managerial officer under subparagraph 1 or any of the persons in the preceding two subparagraphs.

  2. Not a director, supervisor, or employee of a corporate shareholder that directly holds five percent or more of the total number of issued shares of the company, or that ranks among the top five in shareholdings, or that designates its representative to serve as a director or supervisor of the company under Article 27, paragraph 1 or 2 of the Company Act. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent.

  3. If a majority of the company's director seats or voting shares and those of any other company are controlled by the same person: not a director, supervisor, or employee of that other company. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent.

  4. If the chairperson, general manager, or person holding an equivalent position of the company and a person in any of those positions at another company or institution are the same person or are spouses: not a director (or governor), supervisor, or employee of that other company or institution. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent.

  5. Not a director, supervisor, officer, or shareholder holding five percent or more of the shares, of a specified company or institution that has a financial or business relationship with the company. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent, if the specified company or institution holds 20 percent or more and no more than 50 percent of the total number of issued shares of the public company.

  6. Not a professional individual who, or an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that, provides auditing services to the company or any affiliate of the company, or that provides commercial, legal, financial, accounting or related services to the company or any affiliate of the company for which the provider in the past 2 years has received cumulative compensation exceeding NT$500,000, or a spouse thereof; provided, this restriction does not apply to a member of the remuneration committee, public tender offer review committee, or special committee for merger/consolidation and acquisition, who exercises powers pursuant to the Act or to the Business Mergers and Acquisitions Act or related laws or regulations.

  7. Not having a marital relationship, or a relative within the second degree of kinship to any other director of the Company.

  8. Not been a person of any conditions defined in Article 30 of the Company Law.

  9. Not a governmental, juridical person or its representative as defined in Article 27 of the Company Law.

  10. The Company elected 3 independent directors, Chi Schive, Gordon S. Chen and Yun-Pen Chu on the Shareholders’ Meeting on June 23, 2020.

3.2.5 Management Team

As of Mar. 31, 2019

As of Mar. 31,20
Title Name Gender Effective
Date
Shareholding Spouse & Minor
Shareholding
Experience(Education) Other Title
Shares % Shares %
President Kun Yen Lee Male 2000.08.01 2,361,557 0.0701 0 0 Chairman of Ya Tung
Ready-Mixed Concrete
Co., LTD
Director,
U-Ming Marine
Transport Corp.
Executive Vice
President
Doris Wu Female 2016.04.01 0 0 0 0 Bachelor degree in
Accounting, California
State University
Supervisor,
Oriental Union
Chemical Corp.
Vice President C.M. Chen Male 2007.07.01 39,801 0.0012 68,596 0.0020 Bachelor degree in
International Trade, Tamkang
University
Director,
Ya Tung Ready-Mixed
Concrete Co., LTD
Vice President W.K. Chou Male 2007.07.01 4,962 0.0001 4,962 0.0001 Bachelor degree in Law,
Soochow University
Supervisor,
Pan Asia Corporation
Vice President
&General Plant
Manager
Z.P. Chang Male 2009.07.01 33,999 0.0010 53,588 0.0016 Bachelor degree in
Electrical Engineering,
National Taiwan
University
Supervisor,
U-Ming Marine
Transport Corp
Vice President T.L. Yu Male 2019.01.01 122,202 0.0036 98 0.0000 Bachelor degree in
Business Administration,
University of the
Philippines
Director,
Yu Yuan Investment
Co., Ltd
Deputy Chief
Auditor
W.H. Yeh Male 2013.10.16 0 0 0 0 Bachelor degree in
Accounting, Soochow
University
Supervisor,
Nan Hwa Cement
Corp.
Special Assistant
of President
Office
T.M. Chen Male 2011.01.01 147,268 0.0044 0 0 Bachelor degree in
sociology,
National Taiwan
University
Director,
Yu Yuan Investment
Co., Ltd
Assistant Vice
President
H.Y. Kao Female 2013.10.16 832 0.0000 467 0.0000 Bachelor degree in
Accounting,
Soochow University
Director, Der Ching
Investment Corp.
Assistant Vice
President of
Finance Dept.
Dana Lee Female 2019.03.01 8,971 0.0003 0 0 Master degree in Business
Administration,, Soochow
University
Supervisor,
Ya Li Transportation
Corp.
Title Name Gender Effective
Date
Shareholding Shareholding Spouse & Minor
Shareholding
Spouse & Minor
Shareholding
Experience(Education) Other Title
Shares % Shares %
Assistant Vice
President of
Finance Dept.
Karen Yang Female 2019.03.01 0 0 0 0 Master degree in Business
Administration,
Pace UniversityUSA
Supervisor,
Der Ching Investment
Corp.
Assistant Vice
President of
Secretarial Dept.
C.Y. Wang Male 2021.01.01 0 0 0 0 PhD, University of Frankfurt,
Germany
--
Manager of
Domestic Sales
Dept.
C.H. Chung Male 2018.09.01 0 0 0 0 Master degree in International
Business Administration,
Da Yeh University
Director,
China Hi-Ment
Corporation
Manager of
Export Sales Dept.

Gary Lee
Male 2018.09.01 0 0 0 0 Master degree in International
business, Soochow University
Director, Ya Li Precast
Concrete India Pvt.
Ltd
Manager of the
Hsinchu Plant
C.H Chuang Male 2019.01.08 0 0 0 0 Bachelor degree in
Mechanical Engineering,
National Taiwan Institute of
Technology
-

Y.F. Chang retired on Oct. 21, 2020.

There is no manager holding shares in the name of any other person.

Managers are spouse or within second- degree of consanguinity to each other: None.

All managers are Taiwanese citizens.

3.2.6 Remuneration of Directors, Supervisors, President, and Vice Presidents

1. Remuneration of Directors

Title Name Remun eration eration Ratio of Total
Remuneration
(A+B+C+D) to Net
Income (%)
Ratio of Total
Remuneration
(A+B+C+D) to Net
Income (%)
Rel evant Remuner ation Recei ved by Directo rs Who are Also Employees rs Who are Also Employees Ratio of Total
Compensation
(A+B+C+D+E+F+G) to
Net Income (%)
Ratio of Total
Compensation
(A+B+C+D+E+F+G) to
Net Income (%)
Remuneration
from ventures
other than
subsidiaries or
from the parent
company
(Note 1)
Base Compensation (A)
Severan
ce Pay (B) Directors
Compensation(C)
Allow ances (D) Salary, B
Allow
onuses, and
ances (E)
Severan ce Pay (F) Employee Compensation (G)
The
company

All companies
in the
consolidated
financial
statements

The
company
Companies in
the
consolidated
financial
statements
The
company
Companies in
the
consolidated
financial
statements

The
company
Companies in
the
consolidated
financial
statements

The
company
Companies in
the
consolidated
financial
statements

The
company
Companies in
the
consolidated
financial
statements

The
company
Companies in
the
consolidated
financial
statements

The company
Companies in the
consolidated
financial
statements

The
company
Companies in
the
consolidated
financial
statements
Cash Cash
Chairman Douglas Tong
Hsu
15,579


21,322 0 0 159,704 163,020 1,014 2,266 1.198% 1.268% 7,163 10,705 216 216 5,099 5,099 1.283% 1.377% 204,223
Director
Director
Director
Far Eastern
New Century
Corp.
Representatives:
Tsai Hsiung
Chang
Johnny Shih
C.V. Chen
Director Yue Ding
Industry Co.,
Ltd.
Representative:
Kun Yen Lee
Director
Director
Far Eastern Y.Z.
Hsu Science and
Technology
Memorial
Foundation
Representatives:
Peter Hsu
Chen Kun Chang
Director Ta Chu Chemical
Fiber Co.,Ltd
Representative:
RueyLongChen
Director Huey Kang
Investment Corp.
(Retired)
Representative:
Connie Hsu
(Retired)
Far Eastern
Medical
Foundation

==> picture [46 x 462] intentionally omitted <==

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

- 30 - -30-
----- End of picture text -----

Director Representative:
Champion Lee
Director Bai-Yang
Investment
Holdings Corp
Representative:
Chin-Der Ou
Director U-Ming Corp
Representative:
Kwan-Tao Li
Independe
nt Director

Chi Schive
Gordon S. Chen
Yun-Pen Chu

0
0 0 0 6,400 6,400 304 304 0.046% 0.046% 0 0 0 0 0 0 0.046% 0.046% 0

In addition to the above remuneration, director remuneration received from companies included in the consolidated financial statements in the most recent year to compensate directors for their services, such as being independent contractors: None.

  • Please refer to Consolidated Operational Report for the list of All Companies.

Pensions funded according to applicable laws.

No stock bonus, warrant, or restricted stock awards for employees have been distributed from ACC and all companies listed in consolidated operational report. Director Tsai Hsiung Chang is assigned one vehicle. The monthly rental is NT$ 46,200, and the annual remuneration of the driver is about NT$ 700,000.

Director and President Kun Yen Lee is assigned one vehicle. The monthly rental is NT$ 50,300, and the annual remuneration of driver is about NT$ 700,000.

  • Within recent two fiscal years, all ACC directors’ remuneration accounted for 1.490% and 1.329% of ACC net income. Total directors’ remuneration paid by all companies listed in consolidated operational report accounted for 1.572% and 1.423% of net income received from those companies.

Connie Hsu resigned as a director due to her death; Results of the re-election of independent directors: Huang Ta-chou retired, and Yun-Pen Chu was newly appointed.

appointed.
Classification of Remuneration
Paid to ACC Directors
Name of Directors
A+B+C+D
(Please refer to listed information above)
A+B+C+D+E+F+G
(Please refer to listed information above)
ACC All companies listed in
Consolidated Operational
Report
ACC All companies listed in
Consolidated Operational
Report
Under NT$1,000,000 Connie Hsu, Yue Ding Industry
Co.,Ltd.
Connie Hsu, Yue Ding Industry
Co.,Ltd.
Connie Hsu, Yue Ding Industry
Co.,Ltd.
Connie Hsu, Yue Ding Industry
Co.,Ltd.
NT$1,000,000NT$2,000,000 C.V. Chen, Chen Kun Chang,
Ruey Long Chen, Champion
Lee, Chin-Der Ou, Kwan-Tao
Li, Ta-Chou Huang, Yun-Pen
Chu
C.V. Chen, Chen Kun Chang,
Ruey Long Chen, Champion
Lee, Chin-Der Ou, Kwan-Tao
Li, Ta-Chou Huang, Yun-Pen
Chu
C.V. Chen, Chen Kun Chang,
Ruey Long Chen, Champion
Lee, Chin-Der Ou, Kwan-Tao
Li, Ta-Chou Huang, Yun-Pen
Chu
C.V. Chen, Ruey Long Chen,
Chin-Der Ou, Ta-Chou Huang,
Yun-Pen Chu
NT$2,000,000NT$3,500,000 Chi Schive, Gordon S. Chen Chi Schive, Gordon S. Chen Chi Schive, Gordon S. Chen Chi Schive, Gordon S. Chen
NT$3,500,000NT$5,000,000 - - - Chen Kun Chang, Champion Lee
NT$5,000,000NT$10,000,000 Bai-Yang Investment Holdings
Corp, Huey Kang Investment
Corp, Ta Chu Chemical Fiber
Co.,Ltd, Far Eastern Y.Z.Hsu
Science and Technology
Memorial Foundation, U-Ming
Corp, Far Eastern Medical
Foundation
Bai-Yang Investment Holdings
Corp, Huey Kang Investment
Corp, Ta Chu Chemical Fiber
Co.,Ltd, Far Eastern Y.Z.Hsu
Science and Technology
Memorial Foundation, U-Ming
Corp, Far Eastern Medical
Foundation
Bai-Yang Investment Holdings
Corp, Huey Kang Investment
Corp, Ta Chu Chemical Fiber
Co.,Ltd, Far Eastern Y.Z.Hsu
Science and Technology
Memorial Foundation, U-Ming
Corp, Far Eastern Medical
Foundation
Kwan-Tao Li, Bai-Yang
Investment Holdings Corp, Huey
Kang Investment Corp, Ta Chu
Chemical Fiber Co.,Ltd, Far
Eastern Y.Z.Hsu Science and
Technology Memorial
Foundation, U-Ming Corp, Far
Eastern Medical Foundation
NT$10,000,000NT$15,000,000 Tsai Hsiung Chang, Johnny
Shih,Kun Yen Lee,Peter Hsu,
Kun Yen Lee, Tsai Hsiung
Chang,Peter Hsu,
Peter Hsu, -
NT$15,000,000NT$30,000,000 Far Eastern New Century Corp. Far Eastern New Century Corp.,
Johnny Shih,
Far Eastern New Century Corp.,
Tsai Hsiung Chang, Johnny
Shih,Kun Yen Lee
Far Eastern New Century Corp.,
Tsai Hsiung Chang, Kun Yen
Lee
NT$30,000,000NT$50,000,000 Douglas Tong Hsu Douglas Tong Hsu Douglas Tong Hsu Johnny Shih
NT$50,000,000NT$100,000,000 - - Peter Hsu,
Over NT$100,000,000 - - Douglas Tong Hsu
Total 24 24 24 24
  1. The link between performance evaluation and remuneration of directors and managers:

  2. A. the link between director performance evaluation and remuneration:

    • a. Executive directors may be paid according to the Article 20 of AOI, and shall be approved by the Board of Directors with reference to industry and peer standards. Every year, the annual performance evaluation is made based on individual performance and company performance similar with senior managers.

    • b. Attendance fee paid to independent directors serving as members of the Remuneration Committee is in the same standards of affiliated companies, while the attendance fee of independent directors serving as the convener has increased.

    • c. Attendance fee paid to independent directors serving as members of the Audit Cmmittee is in the same standards of affiliated companies, while the attendance fee of independent directors serving as the convener has increased.

    • d. Article 25 of the AOI stipulates that the remuneration for directors is not more than 2.5% of profit of the current year. The directors' remuneration shall be distributed according to the following principles after the Board of Directors has considered the Company's

operating performance and passed the distribution ratio amount:

  • (a) The remuneration of directors is allocated first to the legal person. The legal person is then redistributed based on the director's role and performance to the directors.

  • (b) For a director who is a natural person, his contribution and professional field to the BOD, Remuneration Committee and Audit Committee would be the reference standard of payment.

  • e. Performance evaluation and remuneration are reviewed by the Remuneration Committee and the Board of Directors, and are reviewed based on actual operating conditions, future industry risks and relevant laws and regulations.

  • C. the link between manager performance evaluation and remuneration:

  • a. The monthly salary of the Company’s managers is fixed according to the system, and the rest of the bonuses are awarded according to the purpose of the bonus, such as energy-saving standards, clinker production bonus and attendance bonus. The overall salary level is based on the salary surveys of the cement industry and external professional consulting companies.

  • b. Article 25 of the AOI stipulates that if a profit is made in the year, 0.1% to 4% shall be set aside for employee compensation. Managers’ performance appraisal will affect their annual employee remuneration.

  • c. For managers who are also responsible for ACC (China) affairs, due to increased responsibilities, their annual remuneration may exceed that of equivalent or higher-level managers.

  • d. Although the cement industry is a traditional industry, future risk control is part of the manager’s annual performance evaluation

  • e. The distribution of bonuses also discourages managers from surpassing company risks in pursuit of remuneration.

The succession planning of the Company's Board of Directors and important managers

Member of the Board of Directors:

  1. In 2017, the Shareholders' meeting amended the "Director Election Rules" which stipulates the director diversity policy in article 3.

  2. The Company complies with the Company's AOI and the board of directors adopts the nomination system for candidates. In addition to assessing the academic experience of each candidate, and referring to the opinions of stakeholders, abide by the "Director Election Rules" and "Corporate Governance Code" to ensure the diversity and independence of directors.

  3. 14 directors of the Company's 27th Board of Directors, including 3 independent directors, professional knowledge includes leadership, management, crisis management, industrial knowledge and international outlook, public welfare, legal affairs, legal compliance, economics, administration, finance , Agriculture, etc.

  4. The succession of directors is partly from the senior executives of the company, but most of them still have to be promoted from the

talent pool of the national society, especially independent directors who emphasize independence.

5. The Far Eastern Group to which the company belongs has a corporate culture that values corporate governance and talents. Due to the long-term succession planning, there are many companies with professional managers as general managers, vice chairman and chairman of the group.

Important managers:

  1. The Company has cooperated with Yuanzhi University to set up a "training class" for corporate elites. Course training, followed by 30 high-level conference internships and 30 special seminars, the training has achieved good results. At present, more than 90% of the trainees have been promoted. In addition, trainees need to receive about 12 hours of back-training courses every year in order to continue to grow and improve. Due to the effectiveness of the training, this training plan model has been copied to all subsidiaries of ACC (China).

  2. Remuneration of President and Vice Presidents

Unit: NT1000 Unit: NT1000 Unit: NT1000 Unit: NT1000 Unit: NT1000
Title Name Salary(A) Pensions(B) Reward and
Allowance etc. (C)
Employees bonus
from Distributable
Earnings (D)
Total Amount
(A+B+C+D)/Net
Income
Other
remuneration
from investment
business except
subsidiary
ACC All
companies*
ACC All
companies*

ACC
All
companies*
ACC All
*companies **
ACC All
companies*

Cash
Bonus
Cash
Bonus
President Kun Yen Lee
19,028
19,707 735 735 2,334 2,334 17,561 17,561 0.270%
0.274%
973
Chief Executive Vice President Y.F. Chang
ExecutiveVice President DorisWu
Vice President C.M.Chen
Vice President W.K.Chou
VicePresident T.L.Yu
Vice President &
General Plant Manager
Z.P. Chang

Please refer to Consolidated Operational Report for the list of All Companies.

Pensions funded according to applicable law.

  • No stock bonus, warrant, or restricted stock awards for employees have been distributed from ACC and all companies listed in consolidated operational report.

  • The chief executive vice president of the Company, Y.F. Chang who retired on Oct. 21, 2020, is assigned one vehicle. The monthly rental is NT 33,300.

  • Within recent two fiscal years, total remuneration of the President and Vice Presidents accounted for 0.249% and 0.270% of ACC net income. Total amount of President and Vice Presidents’ remuneration paid by all companies listed in consolidated operational report accounted for 0.258% and 0.274% of net income received from those companies.

Classification of Remuneration Paid to
ACC President
and Vice Presidents
Name of President and Vice Presidents Name of President and Vice Presidents
ACC All companies listed in Consolidated Operational Report
NT$2,000,000NT$3,500,000 - -
NT$3,500,000NT$5,000,000 Y.F. Chang, W.K. Chou -
NT$5,000,000NT$10,000,000 Kun Yen Lee, Doris Wu, C.M. Chen, T.L. Yu, Z.P. Chang Kun Yen Lee, Y.F. Chang, Doris Wu, C.M. Chen, W.K.
Chou, T.L. Yu, Z.P. Chang
Total 7 7
  • The remuneration of President and Vice Presidents is divided into two parts:

  • Monthly salary based on fixed salary rank.

  • Based on ACC’s bonus system, bonus and compensation are distributed mainly in consideration of the Company’s operating performance and individual annual performance.

  • The Remuneration Committee has approved current remuneration system for the President and Vice Presidents.

3.2.7 Employees Remuneration to Management Team

Title Name Stock Bonus Cash Bonus Total Amount Total Amount/Net Income
Executive
Officers
President Kun Yen Lee 0 25,064 25,064 0.1703%
Chief Executive Vice President Y.F. Chang
Executive Vice President Doris Wu
Vice President C.M. Chen
Vice President W.K. Chou

General Plant Manager
Z.P. Chang
Senior Assistant Vice President T.L. Yu
DeputyChief Auditor W.H. Yeh
Special Assistant of President Office T.M. Chen
Manager of AccountingDept. H.Y. Kao
Assistant Vice President Dana Lee
Assistant Vice President Karen Yang
  • The 2021 managers’ remunerations have been approved by the BOD and will be reported to 2021 Shareholders’ Meeting.

3.3 Implementation of Corporate Governance

3.3.1 Board of Directors

There are 7 meetings of the Board of Directors held in the period from January 1, 2019 to May

12, 2020. Directors’ attendance condition was as follows:

Title Name Name Attendance
in Person
By
Proxy
Attendance
Rate
Notes
Chairman Douglas Tong Hsu 7
0
100% Reappointment
Jun.23, 2020
Director Representatives
of Far Eastern
New Century
Corp.
Tsai Hsiung
Chang
7 0 100% Reappointment
Jun.23, 2020

Johnny Shih
7 1 86% Reappointment
Jun.23, 2020
C.V. Chen 7 1 86% Reappointment
Jun.23, 2020
Director Representative
of Yue Ding
Industry Co.,
Ltd.
Kun Yen Lee 7 0 100% Reappointment
Jun.23, 2020
Director Representatives
of Far Eastern
Y.Z. Hsu Science
and Technology
Memorial
Foundation
Peter Hsu 7 0 100% Reappointment
Jun.23, 2020
Chen Kun
Chang
7 0 100% Reappointment
Jun.23, 2020
Director Representative
of Ta Chu
Chemical Fiber
Co.,Ltd
Ruey Long
Chen
7 2 71% Reappointment
Jun.23, 2020
Director Far Eastern
Medical
Foundation
Champion Lee 7 0 100% Reappointment
Jun.23, 2020
Director Bai-Yang
Investment
Holdings Corp.
Chin-Der Ou 7 0 100% Reappointment
Jun.23, 2020
Director
U-Ming Corp.
Kwan-Tao Li 7 0 100% Reappointment
Jun.23, 2020
Independent
Director
Ta-Chou Huang 2 2 100% Retired
Chi Schive 7 7 100% Reappointment
Jun.23, 2020
Gordon S. Chen 7 7 100% Reappointment
Jun.23, 2020
Yun-Pen Chu 5 5 100% Appointment
Jun.23, 2020
  • Each Board of Directors Meeting has at least 2 independent director who attended the meeting in person, which meets the requirements of Article 7 of the Regulations Governing Procedure for Board of Directors Meetings of Public Companies

-35-

3.3.2 Other mentionable items:

1. Board of Directors

  • A. Items listed in the Article 14-3 of the Securities Exchange Act: Please refer to 3.3.12 Major Resolutions of Shareholders’ Meeting and Board Meetings

  • B. Except for the above matters, the three independent directors of the Company gave us valuable opinions with no objections or reservations on all discussed matters. The directors' statements were all set out in the minutes of the board meeting.

  • If there is Directors’ avoidance of motions in conflict of interest, the Directors’ names, contents of motions, causes for avoidance and voting should be specified: None for the period from 2020.01.01~2021.05.13.

  • The implementation of the Board evaluation:

Evaluation frequency
andperiod
Evaluation
scope
Evaluation content: Result
1~5
Every year
2020.01.01~
2020.12.13
Board of
Directors
Participation level, decision-making quality,
composition and structure, director selection
and continuing education, internal control and
other items.
4.8
Every year
2020.01.01~
2020.12.13
Directors Company goals and tasks, awareness of
directors’ responsibilities, degree of
participation, internal relationship management
and communication, directors’ professional and
continuing education, internal control and other
projects.
4.87
Every year
2020.01.01~
2020.12.13
Remuneration
Committee
Participation, recognition of responsibilities,
improvement of decision-making quality,
composition and selection of members, internal
control and other items.
4.92
Every year
2020.01.01~
2020.12.13
Audit
committee
Participation, recognition of responsibilities,
improvement of decision-making quality,
composition and selection of members, internal
control and other items.
4.86

4. Measures taken to strengthen the function of the Board: Goals :

To enhance corporate governance and the function of the Board by enacting “the Procedures for Evaluating the Board of Directors’ Performance”

Implementation Status and Assessment:

  • A. In order to strengthen the functions of the Board of Directors and enable the Board of Directors to make objective and independent judgments on the company's finances and business, the Company established the Audit Committee on June 27, 2017.

  • B. The Board enacted “the Procedures for Evaluating the Board of Directors’ Performance” on May 13, 2015 and disclosed on the Company’s website. The Procedures has been revised on March 25, 2021.

  • C. The annual performance evaluation of the board of directors, directors and functional committees is disclosed on the board of directors and the company's website.

  • D. In the past years, the score of evaluation has remained on high level, which is due to the fact

-36-

that members of the board of directors attach importance to assessment indicators and assessment standards and cooperate with implementation. It is helpful to further implement the Company's corporate governance and enhance the board's functions.

  • E. Since 2007, the Company's website has disclosed important resolutions of the BOD, annual reports, AGM meeting handbooks and meeting records in order to enhance the transparency of the Company's information and protect the rights and interests of shareholders.

  • F. In order to strengthen corporate governance, the Company has insured directors, supervisors and important staff liability insurance since 2018.

  • G. The Corporate Governance Officer and Secretarial Department faithfully plays the role of reminding directors to follow regulations and is respected by the directors.

3.3.3 Annual priorities of Audit committee

The Audit Committee is designed to assist the Board in fulfilling its quality and integrity in overseeing the Company's accounting, auditing, financial reporting processes and financial controls.

The annual priorities reviewed by the Audit Committee mainly include: financial statements; audit and accounting policies and procedures; internal control systems and related policies and procedures; significant assets or derivatives transactions; major loans, endorsements or guarantees; raising or issuing securities; derivative products and cash investments; compliance; potential conflicts of interest for managers and directors; complaint report; fraud prevention and fraud investigation report; information security; company risk management; CPA independence and performance evaluation; appointment, dismissal or remuneration of CPA; appointment and dismissal of financial, accounting or internal audit managers; and other major matters prescribed by laws and regulations.

According to the laws, members of the Audit Committee shall be composed of all independent directors. The members of the Audit Committee of the Company has complied with the abovementioned laws.

The Audit Committee of the Company fully understands that in order to perform its duties, it has the right to conduct any appropriate audits and investigations, and has direct communication with the Company's internal auditors, CPA, and all employees. At the same time, the Audit Committee also understands it has the right to hire and supervise lawyers, accountants or other consultants to assist the Audit Committee in performing its duties.

Please refer to the Company's website for the organization and working procedures of the Audit Committee of the Company.

3.3.4 Attendance of Audit committee

There are 6 meetings of the Audit committee held in the period from January 1, 2020 to May 13, 2021. Independent directors’ attendance condition was as follows:

Title Name Attendance
in Person
By
Proxy
Attendance
Rate
Notes
Ex-Convener Ta-Chou Huang 2 0 100% -
Convener Yun-Pen Chu 4 0 100% -
Member Chi Schive 6 0 100% -
Member Gordon S. Chen 6 0 100% -

-37-

Other mentionable items:

1. Items listed in Article 14-5 of the Securities Exchange Act:

1. Items listed in Article 14-5 of the Securities Exchange Act:
Meeting
date
Items Items listed
in Article
14-5 of the
Securities
Exchange
Act:
The
resolution of
the audit
committee's
and the
Company's
handling
2020/03/25 Audit reportof 2019 Q4. V All members
present at
the meeting
agreed to
pass the
items and
submitted it
to the board
of directors
in which all
attended
directors the
approved
without
objection.
The company reiterates its ability to prepare its own
financial reports
V
Acquisition and disposal of real estate, equipment or
right-of-useassets
V
Reportofendorsements / guarantees with affiliates V
Acquisition and disposalofsecurities.
In order to raise working capital, the Company
appliedforcredit from financial institutions.
V
2019 consolidated financial report and individual
financial report
V
2019 dividend distribution V
Appointment of accountants auditing the financial
statements for 2019
V
Approval to 2019 "Internal Control System
Statement"
V
Toamendthe2019auditplan V
Proposed to issue medium and long-term unsecured
commercial paper with total amount not exceeding
NT$20 billion in order to repay the loan, enrich the
medium and long-term working capital, and
strengthen thefinancialstructure.
V
To amend “Articles of Incorporation of Asia Cement
Corporation”
V
To amend “Meeting Rules for Shareholders’
Meeting”
V
To amend “Meeting Rules for Board of Directors’
Meeting”
V
To amend “Principles for Ethical Management of
AsiaCementCorporation”
V
2020/05/11 Audit reportof 2020 Q1 V
Consolidatedfinancial reportof 2020 Q1
Acquisition and disposal of real estate, equipment or
right-of-useassets
V
Reportofendorsements / guarantees with affiliates V
In order to raise working capital, the Company
appliedforcredit from financial institutions.
V
The implementation report of the Company's first
unsecured corporate bondin 2020
V

-38-

Report the company's2019annualbusinessreport V
2020/08/10 Audit reportof 2020 Q2 V
Consolidatedfinancial reportof 202020H1 V
The implementation report of the Company's second
unsecured corporate bondin 2020
V
Progress Report of Chiahui Power Corporation Phase
II Expansion Project
V
Acquisition and disposal of real estate, equipment or
right-of-useassets
V
Reportofendorsements / guarantees with affiliates V
In order to raise working capital, the Company
appliedforcredit from financial institutions.
V
2020/11/10 Audit reportof 2020Q3 V
Consolidatedfinancial reportof 2020 Q3 V
Implementationof IntegrityManagement in 2020 V
Acquisition and disposal of real estate, equipment or
right-of-useassets
V
Reportofendorsements / guarantees with affiliates V
Acquisition and disposalofsecurities. V
The implementation report of the Company's third
unsecured corporate bondin 2020
V
Toamendthe2020auditplan V
To amend the Company's "Corporate Governance
Code", "Board Meeting Rules of Procedure" and
"RemunerationCommittee Organization Rules"
V
Renewal of liability insurance for directors,
supervisors and important employees of the company
andits subsidiaries
V
Donated to Y.Z. Hsu Memorial Foundation for the
construction of "International Conference Center"
V
Enact the company's risk management policy and
report on its implementation in 2020
V
2021/03/19 Audit reportof 2020 Q4. V
Acquisition and disposal of real estate, equipment or
right-of-useassets
V
Reportofendorsements / guarantees with affiliates V
Acquisition and disposalofsecurities. V
In order to raise working capital, the Company
appliedforcredit from financial institutions.
V
2020 consolidated financial report and individual
financial report
V
2020 dividend distribution V
Approval to 2020 "Internal Control System
Statement"
V
Appointment of accountants auditing the financial
statementsfor 2021
V
Termination of overseas depositary receipts (GDR)
issued on theLondonStock Exchange
V
Proposedtoissuemedium andlong-termunsecured V

-39-

commercial paper with total amount not exceeding
NT$10 billion in order to repay the loan, enrich the
medium and long-term working capital, and
strengthen thefinancialstructure.
2021/05/10 Communication meeting between independent
directorsandinternal audit and CPA
V
Audit reportof 2021Q1
Consolidatedfinancial reportof 2021Q1
Board of Directors and Functional Committee
PerformanceEvaluationof 2020
Acquisition and disposal of real estate, equipment or
right-of-useassets
Reportofendorsements / guarantees with affiliates
Acquisition and disposalofsecurities.
In order to raise working capital, the Company
appliedforcredit from financial institutions.
Toamendthe2021 auditplan
Report the company's2020annualbusinessreport
Set the base date for issuance of new shares for the
Company’s third overseas unsecured conversion
bonds.
Set up the company's "Corporate Sustainability
Committee" and "Risk Management Committee",
and amend the company's "Corporate Sustainability
Policy".

There are no other matters that did not pass the audit committee and agreed by more than twothirds of all directors.

  1. If there is Independent Directors’ avoidance of motions in conflict of interest, the Independent Directors’ names, contents of motions, causes for avoidance and voting should be specified: None.

  2. Communications with internal audit manager and CPA:

  3. (1) Internal audit manager reports the plans and execution of audit works to Independent Directors every quarter and implement the instructions and follow-up of each independent director.

  4. (2) CPA and accounting manager report financial and operation business to Independent Directors every quarter

Meeting date Items discussed with internal auditor Items discussed withCPA
2020/03/23 1. Audit report of 2019 Q4.
2. Approval to 2019 "Internal Control
System Statement"
3. Amend the "Internal Control System"
and "Its Implementation Rules".
1.
Declaration of independence.
2.
The scope and method of review.
3.
Group review.
4.
Major accounting policies, major
accounting estimates, major events,
and major transactions
5.
Other communication matters.
6.
Annual auditing plan (key audit
items, significant risks).
2020/05/11 Audit reportof 2020 Q1. 1.
Declarationof independence.

-40-

Meeting date Items discussed with internal auditor Items discussed withCPA
2.
The scope and method of review.
3.
Group review.
4.
Major accounting policies, major
accounting estimates, major events,
and major transactions
5.
Othercommunication matters.
2020/08/10 Audit report of 2020 Q2. 1.
Declaration of independence.
2.
The scope and method of review.
3.
Group review.
4.
Major accounting policies, major
accounting estimates, major events,
and major transactions
5.
Othercommunication matters.
2020/11/10 1. Audit report of 2020 Q3.
2. To approve 2021 audit plan
1. Declaration of independence.
2. The scope and method of review.
3. Group review.
4. Major accounting policies, major
accounting estimates, major events,
and major transactions
5. Other communication matters.
6. Annual financial statement review
plan.
7. Regulations updates
2021/03/19 1. Audit report of 2020 Q4.
2. To issue Internal Control System
statement.
1. Declaration of independence.
2. The scope and method of review.
3. Group review.
4. Major accounting policies, major
accounting estimates, major events,
and major transactions
5. Key review items.
6. Suggestions and communication
matters.
2021/05/10 1. Communication meeting between
independent directors and internal
audit.
2. Audit report of 2021 Q1.
1. Declaration of independence.
2. The scope and method of review.
3. Group review.
4. Major accounting policies, major
accounting estimates, major events,
and major transactions
5. Other communication matters.

The three independent directors of the Company gave us valuable opinions with no objections or reservations on all discussed matters. The directors' statements were all set out in the minutes of the Audit Committee meeting.

  • Key issue for Communication meeting between independent directors and internal audit on May 10 , 2021:

  • Audit opion for Asia Cement (China) investment in US dollar bills.

  • Follow up and suggestions to internal control deficiencies and abnormal events.

-41-

3.3.5 Corporate Governance Execution Status and Deviations from “Corporate Governance Best-Practice Principles for TWSE/ TPEx Listed Companies”

Listed Companies”
Evaluation Item ImplementationStatus Deviations from “the Corporate
Governance Best-Practice
Principles for TWSE/TPEx
Listed Companies” and Reasons
Yes No Abstract Illustration
1. Does the company establish and disclose the
Corporate Governance Best-Practice Principles
based on “Corporate Governance Best-Practice
Principles for TWSE/TPEx Listed Companies”?
V The Company has established the Corporate
Governance Codes with reference to “Corporate
Governance
Best-Practice
Principles
for
TWSE/TPEx Listed Companies” on Nov. 11,
2014 and revised on Nov 11, 2020. The
information has been disclosed on MOPS and the
Company’s website.






None
2. Shareholding structure & shareholders’ rights
(1) Does the company establish an internal operating
procedure to deal with shareholders’
suggestions, doubts, disputes and litigations, and
implement based on the procedure?
(2) Does the company possess the list of its major
shareholders as well as the ultimate owners of
those shares?

V
V
The Company has appointed spokesman or his
deputy as well as stock agency, Oriental Security
Corporation, to handle these issues. If involved in
litigation matters, the spokesman will handle that
with the Secretarial Department, and legal staff. If
significant event happens, legal consultants, Lee
and Li, and accounting consultants, Deloitte &
Touche, will help deal with the matter. This
complies with our internal operating procedures.
The Company keeps tracking the list of
shareholders and follows the Article 3 of Market
Information Post Regulation Reporting by Listed
Companies to post related information before
31th July.












None
None

-42-

Evaluation Item ImplementationStatus ImplementationStatus ImplementationStatus Deviations from “the Corporate
Governance Best-Practice
Principles for TWSE/TPEx
Listed Companies” andReasons
Yes No Abstract Illustration
(3) Does the company establish and execute the risk
management and firewall system within its
conglomerate structure?
(4) Does the company establish internal rules
against insiders trading with undisclosed
information?
V
V
In addition to enacting “Regulations for
Monitoring Subsidiaries” as the risk management
mechanism for its subsidiaries, the Company has
also enacted “Regulations for Managing Client’s
Credit” and assigned the Credit Committee to be
responsible for risk control of accounts receivable.
Meanwhile, to establish risk management and
firewall, we have signed up with affiliates for
“Procedures of Assets Acquisition and Disposal”,
“Procedures for Loaning of funds to Others”,
“Procedures for Endorsement and Guarantee,”
and “Rules on the Management of Related Party
Transaction.”
The Auditing Department will report regularly to
the Board of Directors and Audit Committee
about any abnormal conditions and their
improvements. The Auditing Department will
also
report
to
the
Financial Supervisory
Commission and other government agencies in
accordance with relevant regulations.
The Board of Director approved “the Procedure
Dealing with Internal Material Information of
Asia Cement Corporation” on Dec. 21, 2009, and
revised it on Aug. 10, 2017. It states that
“directors, supervisors, managers and other
employees shall not disclose internal material
information to others, nor involve in any
transaction of the Company’s stock or anyother


























None
None

-43-

Evaluation Item ImplementationStatus ImplementationStatus ImplementationStatus Deviations from “the Corporate
Governance Best-Practice
Principles for TWSE/TPEx
Listed Companies” andReasons
Yes No Abstract Illustration
forms of security.”
The Procedure has been post on the Company’s
website and internal bulletin board.
3. Composition and Responsibilities of the Board of
Directors
(1) Does the Board develop and implement a
diversified policy for the composition of its
members?
V On November 12, 2020, the board of directors of
the Company revised the "Corporate Governance
Code” and formulated a diversification policy in
Chapter 3 "Strengthening the Functions of the
Board". In addition, in 2017, the shareholders'
meeting passed an amendment to the "Director
Election
Rules",
which
specified
the
diversification policy for the composition of the
board of directors in Article 3.
The Company adopts candidate nomination
system for the election of directors. In addition to
the assessment of each candidate's education and
experience, opinion of the stakeholder and full
compliance with “the election rules for directors "
and “Corporate Governance Codes” are also
considered
to
ensure
the
diversity
and
independence of directors.
In the members of the 27thBoard of Directors,
there are members who have abilities of
leadership, operation analysis, management,
crisis management, industry knowledge and
international view,such as Douglas TongHsu,



















None

-44-

Evaluation Item ImplementationStatus ImplementationStatus ImplementationStatus Deviations from “the Corporate
Governance Best-Practice
Principles for TWSE/TPEx
Listed Companies” and Reasons
Yes No Abstract Illustration
(2) Does the company voluntarily establish other
functional committees in addition to the
Remuneration Committee and the Audit
Committee?
V Tsai Hsiung Chang, Johnny Shih, Peter Hsu, Kun
Yen Lee, and Chen Kun Chang. C.V. Chen and
Kwan-Tao Li specialize in legal matters. Ruey
Long Chen served as Minister of Economy. Chin-
Der Ou served as vice mayor of Taipei City. As for
independent directors, Chi Schive, and Gordon S.
Chen,
they
are
expert
in
administrative
management and financial matters. Yun-pen Chu,
an independent director elected on June 23, 2020,
is a well-known economist. He was the chairman
of the Insurance Stability Fund, Councilor of the
Executive Yuan, the director of the Taiwan
Economic Development Research Center of
National Central University, a member of the Fair
Trade Committee, and Director of Institute of
Social Sciences, Academia Sinica etc.
In summary, the present members of the Board do
have diversity. (Note 1)
The diversified policy for the composition of the
Board of Directors has been disclosed on the
Company’s website and MOPS.
The Company has established Remuneration
Committee and Audit Committee pursuant to
government
regulations.
Other
voluntarily
established functional committees are:
Sustainability Committee:
Directlyreport to the Board of Directors. In





















None

-45-

Evaluation Item ImplementationStatus ImplementationStatus ImplementationStatus Deviations from “the Corporate
Governance Best-Practice
Principles for TWSE/TPEx
Listed Companies” and Reasons
Yes No Abstract Illustration
(3) Does the company establish a standard to
measure the performance of the Board, and
implement it annually?
V charge of the guidance of promoting corporate
sustainability
and
the
supervision
of
implementing corporate sustainability policy,
systems, or related management principles, and
periodically reporting to Board of Director.
Sustainability Implementation Committee:
Responsible for 1. Comply and disclose the
information of corporate sustainability. 2. Plan
and implement the corporate sustainability
program. 3. Collect and submit the information of
external assessment on corporate sustainability.
Human Resource Committee:
Review and advice to modify the Company’s
organization
structure,
rules
of
personnel
management, and other important human resource
matters
with
reference
to
the
Universal
Declaration of Human Rights and International
Labor Conventions.
Credit Committee:
Execute “Regulations for Managing Client’s
Credit” enacted by the Company and take charge
of risk control of account receivable.
IT Steering Committee:
Review all affairs relating to information
operation system, office automation, internal and
external website applications and information
security to the needs of operation, management
and provide strategy to prevent the risk of
information securityand its efficiency.




















None

-46-

Evaluation Item ImplementationStatus ImplementationStatus ImplementationStatus Deviations from “the Corporate
Governance Best-Practice
Principles for TWSE/TPEx
Listed Companies” and Reasons
Yes No Abstract Illustration
(4) Does the company regularly assess the
independence of accountants?
The company enacted “Procedures for Evaluating
the Board’s Performance” on May 13, 2015 and
revised on Mar. 25, 2021. The functional
committee performance evaluation method was
also passed on March 25, 2021. The evaluation
conducts annually.
The performance evaluation results of the board
of directors, audit committee and remuneration
committee in 2020 are "exceeding standards",
which is sufficient to show the company's results
in strengthening the effectiveness of the board of
directors.
The evaluation results are reported to the Board of
Directors and remuneration committee for
reference in payment of remuneration and
nomination for renewal.
Beginning in 2021, the performance evaluation of
the Board of Directors will be conducted by
external experts every three years.
The relevant board performance evaluation
methods and evaluation procedures are disclosed
on the company's website.
1. The Company appointed Xin Wei Tai and Yu
Wei Fan of Deloitte & Touche to audit 2020



















None

-47-

Evaluation Item ImplementationStatus ImplementationStatus ImplementationStatus Deviations from “the Corporate
Governance Best-Practice
Principles for TWSE/TPEx
Listed Companies” and Reasons
Yes No Abstract Illustration
financial
statements.
The
independence
assessment of these two CPAs was based on
Article 47 of the Accountants Law and related
regulations. The result has been approved on
March 23, 2018 and Marh 25, 2020 by the
Audit Committee and Board of Directors.
2. In 2021, due to internal function adjustments in
Deloitte & Touche-Taiwan, it adjusted the
Company’s CPA to You Wei Fan and Peide
Chen. The independent assessment and
qualifications of the CPA have been submitted
to the Audit Committee on March 19, 2021 and
the Board of Directors on March 25, 2021.
3. The Audit Committee and the Board of
Directors meeting will regularly in March each
year to assess the independence of CPAs.












4.
Does the company establish specialized units or
dedicated members and personnel responsible for
corporate governance affairs, as well as carrying
out key actions and reporting statuses (e.g. :
including but not limited to provide the
information that board directors and supervisors
request to perform their duties, ensuring the
general affairs of board meetings and
shareholders’ meetings are held in accordance
with regulations, applying and changing of
company registration, and taking meeting minutes
for board meetings and shareholders’ meetings.)

V
1. On May 10, 2019, the Board of Directors
appoints Vice President, Wei Kun Chou of the
Secretarial Dept. as the Corporate Governance
Officer. The secretarial Dept. serves as the
secretary of the board of directors to promote
corporate governance. Each member of the
Secretarial Dept. has more than 20 years'
working experience in the management of legal
affairs and board affairs.
2. The main responsibilities are as follows:
 Convene internal corporate governance
regulations seminars twice a year.
 Develop
company
and
organizational










None

-48-

Evaluation Item ImplementationStatus ImplementationStatus ImplementationStatus Deviations from “the Corporate
Governance Best-Practice
Principles for TWSE/TPEx
Listed Companies” and Reasons
Yes No Abstract Illustration
structure to promote the independence of the
board of directors, transparency, corporate
governance, and internal control.
 Plan to convene the Board of Directors and
Audit Committee and their agenda at least
prior 7 days before the meetings with
sufficient meeting information to facilitate
the directors to understand the contents of
the relevant issues and conflict of interests
in advance.
 To registry the date of the shareholders'
meeting every year, and to issue the meeting
notice, annual report and handbook in both
English
and
Chinese.
The
relevant
documents shall be approved by the vice
president and president.
 To
survey
the
Board’s
performance
evaluation and report to the board of
directors annually.
3. Training hours for Corporate Governance
Officer have been declared to MOPS according
to the regulations.
















5. Does the company establish a communication
channel and build a designated section on its
website for stakeholders, as well as handle all the
issues they care for in terms of corporate social
responsibilities?
V The Company provides “Stakeholder Area”
section of the Company’s website for the
communication channel with shareholders and
stakeholders with respect to any CSR issues.
http://www.acc.com.tw/



None
6. Does the companyappoint aprofessional V The Companydesignates stock agency, Oriental
None

-49-

Evaluation Item ImplementationStatus ImplementationStatus ImplementationStatus Deviations from “the Corporate
Governance Best-Practice
Principles for TWSE/TPEx
Listed Companies” and Reasons
Yes No Abstract Illustration
shareholder service agency to deal with shareholder
affairs?
Security Corporation, to deal with shareholder
affairs.
7. Information Disclosure
(1) Does the company have a corporate website to
disclose both financial standings and the status
of corporate governance?
(2) Does the company have other information
disclosure channels (e.g. building an English
website, appointing designated people to handle
information collection and disclosure, creating a
spokesman system, webcasting investor
conferences)?
V
V
The Company has set up a Chinese/English
website
(www.acc.com.tw)
to
disclose
information regarding the Company’s financials,
business and corporate governance status.
The Company has assigned a spokesman or his
deputy to handle information collection and
disclosure.
The Company will also convene the institutional
investors’ conference upon request and post
relevant information on MOPS and ACC website.
Please refer to Section 3.3.5 8(2) Investor
Relations of this Annual Report.









None
None
8. Is there any other important information to facilitate
a better understanding of the company’s corporate
governance practices (e.g., including but not limited
to employee rights, employee wellness, investor
relations, supplier relations, rights of stakeholders,
directors’ and supervisors’ training records, the
implementation of risk management policies and
risk evaluation measures, the implementation of
customer relations policies, and purchasing
insurance for directors and supervisors)?
V (1) Status of employee rights and employee
wellness:
Please refer to the “Section 5.5 Labor
Relation” of this Annual Report.
(2) Investor Relations:
For the efficient communication between
investors and the Company, in addition to
the spokesman or his deputy, the Company
specifies its Finance Department to serve as
investor relation contact. Moreover, the
Company will attend or hold investor
conference if necessary. In order to ensure
the information symmetry of disclosure, the
Company willpostrelevantinformationand










None

-50-

Evaluation Item ImplementationStatus ImplementationStatus ImplementationStatus Deviations from “the Corporate
Governance Best-Practice
Principles for TWSE/TPEx
Listed Companies” and Reasons
Yes No Abstract Illustration
materials to MOPS and the Company's
website.
(3) Supplier relations:
The Company regards our suppliers as
partners. Except requiring good service,
high quality, and reasonable prices to our
suppliers, the Company also brings our
construction contractors into its safety
management system, and set up safety
regulations for contractors, such as access
control and issuing construction permission,
and holds training
courses to
help
contractors fulfill safety requirements.
(4) Stakeholders’ Rights:
For the transparency and timely disclosure
of the Company, the information of finance,
business, and corporate governance could
be accessed on the Company’s website and
MOPS in both Chinese and English.
(5) The training for directors:
Please refer to section 3.3.8 for detail.
(6) Risk managements and assessments:
Based on the principles of “protecting
assets, promote interests, reducing damages
and ensuring sustainable development" of
the Company, the Company forms its
company organization with functions of risk
management. Please refer to section 3.1.2
for detail. Besides of routine business goals,
eachdepartment ofthe Company would




















-51-

Evaluation Item ImplementationStatus ImplementationStatus ImplementationStatus Deviations from “the Corporate
Governance Best-Practice
Principles for TWSE/TPEx
Listed Companies” and Reasons
Yes No Abstract Illustration
timely adjust to rapidly changing world for
risk management.
(7) Customer policy:
The Company serves its customers with the
principles of “good service, high quality,
and reasonable prices, and customer-
oriented”. The Company will also meet all
customers’ need by stringent quality
control.
(8) Responsibility insurance purchase for
directors and supervisors:
On November 8, 2019, the Board of
Directors agreed to renew the liability
insurance for directors, and supervisors, and
important employees of the Company and
affiliates in the consolidated financial
statements, and it took effect on December
1,2019.











9.
Base on the result of ”Corporate governance
Evaluation” announced by TWSE ( Taiwan Stock
Exchange Corporation) in a recent year to
illustrate the status of matters have been already
improved and priority measures to reinforce
matters haven’t been improved
V The Company was scored 91.7 andranked
6%~20% in “the 2020 Corporate Governance
Evaluation” by the TWSE. This year will focus on
improving
non-scored
items:
whether
the
company website or annual report exposes the
integrity management policy, as well as the
specific practices and prevention of dishonesty.
Improvement: The Board of Directors has
amended the company's code of integrity
management on March 25, 2020 and instructed
Corporate Governance Officer and HR Dept. to
report to the BOD regularly with education and











None

-52-

Evaluation Item ImplementationStatus ImplementationStatus ImplementationStatus Deviations from “the Corporate
Governance Best-Practice
Principles for TWSE/TPEx
Listed Companies” and Reasons
Yes No Abstract Illustration
training issues.

Note 1: Board members diversity

The 27th Board members of the Company have rich knowledge of business management, leadership, decision-making and related industries, including legal, financial, economic, sales, etc. The Company will continue to evaluate the diversity of directors and continue to implement the diversity policy. Future objectives include the increase of female directors or independent directors. The diversity policy will be carefully assessed in the next director re-election.

Director
name
gender age Employee Term of
office of
independe
nt director
The overall ability of the Board The overall ability of the Board The overall ability of the Board The overall ability of the Board The overall ability of the Board The overall ability of the Board The overall ability of the Board The overall ability of the Board
Business
judgment
Management Finance &
accounting
Economy Risk
management
Industry
knowledge
International
market
knowledge
Leadership
Douglas
Tong
Hsu
M > 70 V V V V V V V V
Tsai
Hsiung
Chang
M > 70 V V V * V V V V V

Johnny
Shih
M > 70 V V V V V V V V
C.V
Chen
M > 70 V V * V V V V V
Chin-
Der Ou
M > 70 V V * V V V V V
Kun Yen
Lee

M
> 70 V V V * V V V V V
Peter
Hsu
M > 70 V V V * V V V V V
Chen
Kun
Chang
M > 70 V V V * V V V V V

-53-

Ruey
Long
Chen
M > 70 V V V V V V V V
Champi
on Lee
M > 70 V V V V V V V V
Kwan-
Tao Li
M > 70 V V * V V V V V
Chi
Schive
M > 70 6-9 V V V V V V V V
Gordon
S. Chen
M 60~69 6-9 V V V V V V V V
Yun-Pen
Chu

M
60~69 < 3 V V V V V V V V
  • Indicates partial capability.

The 27th directors of the Company are all Taiwanese nationality. For the principal experience of directors and his current position, please refer to the Director's Information in section 3.2.1.

The ratio of directors served as employee in the Company is 29%, and the ratio of independent directors is 21%.

-54-

3.3.6 The Composition, Duty, and Implementation Status of the Remuneration Committee

1. Professional Qualifications and Independence Analysis of Members of the Remuneration Committee

Position1 Criteria
Name
Meet One of the Following Professional Qualification Requirements, Together with at Least
FiveYears Work Experience
Meet One of the Following Professional Qualification Requirements, Together with at Least
FiveYears Work Experience
Meet One of the Following Professional Qualification Requirements, Together with at Least
FiveYears Work Experience
Independence Criteria2 Independence Criteria2 Independence Criteria2 Independence Criteria2 Independence Criteria2 Independence Criteria2 Independence Criteria2 Independence Criteria2 Independence Criteria2 Independence Criteria2 Number of
Other Public
Companies in
Which the
Individual is
Concurrently
Serving as an
Members of the
Remuneration
Committee
Note3
An Instructor or Higher
Position in a Department of
Commerce, Law, Finance,
Accounting, or Other
Academic Department Related
to the Business Needs of the
Company in a Public or
Private Junior College,
College orUniversity
A Judge, Public Prosecutor,
Attorney, Certified Public
Accountant, or Other
Professional or Technical
Specialist Who has Passed a
National Examination and been
Awarded a Certificate in a
Profession Necessary for the
Business ofthe Company
Have Work Experience in
the Areas of Commerce,
Law, Finance, or
Accounting, or Otherwise
Necessary for the
Business of the Company
1 2 3 4 5 6 7 8 9 10
Independent
Director
Chi
Schive
V V V V V V V V V V V V 1 Yes
Independent
Director
Yun-Pen
Chu
V V V V V V V V V V V V 1
Other M.X. Lin V V V V V V V V V V V 1 -
  • The term of the Remuneration Committee started on June 27, 2017.

  • According to Art. 12 of Taiwan Stock Exchange Corporation Operation Directions for Compliance with the Establishment of Board of Directors by TWSE Listed Companies and the Board's Exercise of Powers, the number of remuneration committees shall not be less than three, and more than half of the members shall be independent directors. The Board of Directors changed the members of the Remuneration Committee on May 10, 2019. The current remuneration committee is composed of two independent directors, Chi Schive and Ta-Chou Huang.

Note1: Please specify the members’ position: director, independence director or others.

Note2: Please tick the corresponding boxes if each member has been any of the following during the two years prior to being elected or during the term of office.

  1. Not an employee of the company or any of its affiliates.

  2. Not a director or supervisor of the company or any of its affiliates. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent.

  3. Not a natural-person shareholder who holds shares, together with those held by the person's spouse, minor children, or held by the person under others' names, in an aggregate of one percent or more of the total number of issued shares of the company or ranking in the top 10 in holdings.

  4. Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship, of a managerial officer under subparagraph 1 or any of the persons in the preceding two subparagraphs.

  5. Not a director, supervisor, or employee of a corporate shareholder that directly holds five percent or more of the total number of issued shares of the company, or that ranks among the top five in shareholdings, or that designates its representative to serve as a director or supervisor of the company under Article 27, paragraph 1 or 2 of the Company Act. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent.

  6. If a majority of the company's director seats or voting shares and those of any other company are controlled by the same person: not a director, supervisor, or employee of that other company. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent.

  7. If the chairperson, general manager, or person holding an equivalent position of the company and a person in any of those positions at another company or institution are the same person or are spouses: not a director (or governor), supervisor, or employee of that other company or institution. Not apply to independent directors

-55-

appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent.

  1. Not a director, supervisor, officer, or shareholder holding five percent or more of the shares, of a specified company or institution that has a financial or business relationship with the company. Not apply to independent directors appointed in accordance with the Act or the laws and regulations of the local country by, and concurrently serving as such at, a public company and its parent or subsidiary or a subsidiary of the same parent, if the specified company or institution holds 20 percent or more and no more than 50 percent of the total number of issued shares of the public company.

  2. Not a professional individual who, or an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that, provides auditing services to the company or any affiliate of the company, or that provides commercial, legal, financial, accounting or related services to the company or any affiliate of the company for which the provider in the past 2 years has received cumulative compensation exceeding NT$500,000, or a spouse thereof; provided, this restriction does not apply to a member of the remuneration committee, public tender offer review committee, or special committee for merger/consolidation and acquisition, who exercises powers pursuant to the Act or to the Business Mergers and Acquisitions Act or related laws or regulations.

  3. Not been a person of any conditions defined in Article 30 of the Company Law.

  4. Note3: If the member is a director, please specify whether he/she fulfills the qualification set in the paragraph 5, Article 6 of the “Regulations Governing the Appointment and Exercise of Powers by the Remuneration Committee of a Company Whose Stock is Listed on the Stock Exchange or Traded over the Counter.”

-56-

2. Implementation Status of the Remuneration Committee

There are 3 members of the Remuneration Committee. Their terms of office start from Aug. 11, 2020 to June 22, 2023. Totally, 2 meetings of the Remuneration Committee were held in the latest year. Members’ attendance condition was as follows:

Position Name Attendance
in Person
Attendance
in Proxy
Attendance rate Notes
Convener Chi Schive 2 0 100 Incumbent
Member Yun-Pen Chu 2 0 100 Incumbent
Member M.X. Lin 2 0 100 Incumbent
Other mentionable items:
1. If the board of directors declined to adopt, or modified a recommendation of the Remuneration
Committee, please specify the date, term, content, resolution, and the Company’s processing
situations for Remuneration Committee’s resolution: None.
Meeting Date
Discussion item
ApproveOpinion processing
situations
2020/11/10
2019 directors', president’s, and vice presidents' remuneration,
and the situation of the cement industry
V
All members present
at the meeting agreed
~~t~~o pass the items
without objection.
2021/03/19
President and vice president's 2020 performance evaluation
V
2020 directors' and employees’ remuneration
V
President and vice president's 2020 performance evaluation
items
V
2. If any objections or reservations expressed by any committee member in record or in written to
Remuneration Committee’s resolution, please specify the date, term, content, and the
committee’sprocessingsituations for objections or reservations: None.

-57-

3.3.7 Corporate Social Responsibility

Evaluation Item Implementation Status Deviations from “the
CSR Best-Practice
Principles for
TWSE/TPEx Listed
Companies” and
Reasons
Yes No Abstract Explanation
1. Does the company assess
ESG risks associated with
its operations based on the
principle of materiality, and
establish related risk
management policies or
strategies?
V The Company enacted “Corporate Social Responsibility Policy” on Nov. 11,
2014 and published first CSR report on Dec. 2014. These have been disclosed
on the Company’s website.
The CSR Committee (operated by the Secretarial Department) will report to the
Board on May and November about the implement status and review of the CSR
policy. The Company also briefed to the 2020 shareholders' meeting on the CSR
implement plans and its results which is disclosed in the Company's website and
CSR Report.
The Company's corporate social responsibility policy and CSR report have been
disclosed on the Company's website.
After the mining rights extension of the Hualien Plant was approved, it caused
dissatisfaction of environmental groups and misunderstandings of the
indigenous tribes. After 3 years of communication, there has been a goodwill
feedback on "home security" and "truth investigation".
On June 23, 2020, the Company announced its willingness to consult with tribal
people on relevant issues in accordance with Article 21 of the Indigenous
PeoplesBasicLaw.
None
2. The company establishes
exclusively (or
concurrently) dedicated
units to be in charge of
proposing and enforcing the
corporate social
responsibility policies.
V Sustainability Committee established on Nov. 11, 2014 and is responsible for
investigating and identifying CSR issues and was operated by the Secretarial
Department and belonged to the CEO.
On May 13, 2021, the Board of Directors approved the upgrade of the
Sustainability Committee to the Board of Directors. At the same time, the
revised "Corporate Sustainability Policy" will be reported to the 2021 regular
shareholders meeting.
The Corporate Sustainability Committee will set up a Corporate Sustainability
ImplementationCommitteeto beresponsiblefor theactual implementationof
None

-58-

the work, and regularly report the implementation results to the board of
directors in Mayand November eachyear.
3.Fostering a Sustainable
Environment
(1)The company establishes
proper environmental
management systems based
on the characteristics of
their industries.
V In November 1996, the Hualien plant of the Company became one of the first
organizations in Taiwan to receive ISO-14001 certification. This management
system was completed by the Hualien plant personnel itself based on the Plant’s
good practice on environmental protection, and this has turned the Plant into a
role model of Eco-friendlycement manufacturer.
None
(2)The company endeavors to
utilize all resources more
efficiently and uses
renewable materials which
have a low impact on the
environment.
V For many years, the Company is devoted to enhance its utilization efficiency of
resources and to use renewable materials, such as slag and gypsum from
steelworks and power plants. This can greatly reduce the need for natural
resources.
None
(3)The company establishes
dedicated units or assigns
dedicated personnel for
environment management
to maintain the
environment.
V The CSR Committee, which originally belonged to the general manager, was
approved by the board of directors on May 13, 2021, and was upgraded to
Sustainability Committee and be subordinate to the board of directors. At the
same time, the revised "Corporate Sustainability Policy" proposal will also be
submitted to the shareholders' meeting.
After the reorganization, the Corporate Sustainability Committee will set up the
Sustainability Implementation Committee to replace the original executive unit
secretariat, responsible for implementing corporate sustainability related
matters, and still regularly report to the company’s corporate society at the
board of directors held in May and November each year. The effectiveness and
review of the implementation of the responsibility policy.
The Hualien plant was the pioneer for implement ISO 14064-1 greenhouse air
emission inspection since 2003. The Plant was awarded “Excellent Company
for Voluntary Reduction of Greenhouse Gas Emissions” in 2009, 2011, 2013,
2015, 2016, and 2017 by the Industrial Development Bureau, MOEA.
Pleaserefer to ourCSR report for moreinformation.
None

-59-

(4)The company monitors the
impact of climate change
on its operations and
should establish company
strategies for energy
conservation and carbon
and greenhouse gas
reduction.
V Please refer to our CSR report for more information. None
4. Social issues
(1) Does the company
formulate appropriate
management policies and
procedures according to
relevant regulations and the
International Bill of
Human Rights?
V The Company fully complies with all national regulations and international
labor human rights norms, including international labor conventions, the UN
Universal Declaration of Human Rights and other norms. The Company also
formulates policies that are in line with business ethics, environmental, social
issues, human rights and other public policy. Implements status is disclosed in
annual reports, CSR report, or the Company’s website.
1. The Company fully complies with Labor Standards Law and other
regulations, emphasizes the balance between working, family and leisure
life, and prohibits child labor and all other forms of forced labor and
discrimination.
2. In order to establish a gender equality workplace, the Company provides
childcare leave, family care leave, physiology leave, maternity leave,
paternity leave, and breastfeeding room.
3. Every year, the Company arranges employee health examinations, holds
health seminars, and promotes the employee assistance program (EAP). For
details, please refer to the 5.5 Labor Relations and the CSR Report.
4. Human Resource Committee of the Company follows the provisions of
Article 18, Item 2 of the Code of Practice for Corporate Social
Responsibility, formulates the human rights policy of the Company, and
regularly evaluates the impact of the Company's operating activities and
internal management on human rights, and has corresponding procedures.
5. Specific management plan: The Company provided training on human-
rights related issues in 2020 (including corporate social responsibility in
human rights practice, cross-cultural communication and understanding,
laboreducation,health management andmental health related courses) with
None

-60-

total 47 coursesfor 117hoursand1,175trainees.
(2) Does the company have
reasonable employee
benefit measures (including
salaries, leave, and other
benefits), and do business
performance or results
reflect on employee
salaries?
V Article 25 of the Company's AOI stipulates that: if the Company makes a profit
in the year, it shall allocate 0.1% to 4.0% as employee remuneration.
The remuneration policy clearly states that employee remuneration includes
performance bonuses, and the calculation of the bonus is based on the
Company ’s operating performance for the year.
1. When formulating the remuneration system, the Company will be equal
regardless of gender, age, race, socioeconomic class, religion, and marital
and family status, except for education level, work experience, license and
professional skills.
2. In order to plan a fair and reasonable remuneration system, the Company
also participates in market salary surveys every year to ensure that the
Company's employees are ranked among the best in the industry.
In 2020, the Company was renewed as a constituent stock of the "Taiwan
High Salary 100 Index" by the stock exchange.
3. Thanks to the rational participation of the labor unions of Hsinchu and
Hualien plant for years in achieving the Company's remuneration policy.
The Company and the Unions were awarded the "2013 Signed Group
Agreement Outstanding Unit" issued by the Ministry of Labor
4. Employee performance, training and volunteer services are all included in
the performance assessment of the "employee work rules", and there is a
clear reward and punishment system. Please refer to the CSR report for a
description of sustainable and happy workplace.
5. The company will consider the company's profitability every year, and make
salary adjustments or promotions based on individual performance results.
Theaverage salaryadjustment rangeis1%to 3%.
None
(3) Does the company provide
a healthy and safe working
environment and organize
training on health and
safety for its employees on
a regular basis?
V Please refer to Section 5.5 “Labor Relation” for detail. None

-61-

(4) Does the company provide
its employees with career
development and training
sessions?
V For employees’ career development and training sessions, in addition to
relevant management skills, the Company provides systematic training courses
to strengthen the employees’ abilities and enhance the competitiveness of both
employees and corporation.
Recently, the Company cooperates with Yuan Ze University to conducts
employee career development training programs for a 2-years period.
Please refer to ourCSR report for more information.
None
(5)Do the company's products
and services comply with
relevant laws and
international standards in
relation to customer health
and safety, customer
privacy, and marketing and
labeling of products and
services, and are relevant
consumer protection and
grievance procedure
policies implemented?
V The Company has set up a standard operation procedure dealing with
customers’ complaint and protects consumers’ health and safety. Besides, the
Company will keep the transparency of information to meet customers’ need
while consumers’ personal information will be kept security according to
Personal Information Protection Act.
All products and services of the Company are advertised and labeled according
to relevant regulations and international standards.
Asia Cement received CNS Mark for Portland Cement (Type 1) since Sep. 22,
1961. Thus, the Company received "Special Honor for CNS Mark" for using
CNS Mark more than 50 years on Oct. 2011.
The trademark of “Skyscraper Cement” of the Company is registered pursuant
to the Trademark Law.
All authorized uses of “Skyscraper Cement” to our subsidiaries in China are
approved by China’s Trademark Office of the State Administration for Industry
and Commerce.
The Company serves our customers with the principles of “customer-oriented
good service, high quality, and reasonable prices”.
To protect consumers’ rights, the Company sets up consumer services to manage
consumers’ complaints from domestic and oversea clients. The Hsinchu and
Hualien plants will manage our product quality to meet all customers’ need.
Domestic and Foreign Sale Departments have set up "management practices for
customer satisfaction" which establishes an effective communication channel
forourclients.
None

-62-

(6) Does the company
implement supplier
management policies,
requiring suppliers to
observe relevant
regulations on
environmental protection,
occupational health and
safety, or labor and human
rights? If so, describe the
results.
V Our Purchasing Department has "supplier evaluation procedures". Suppliers
certified with ISO-9000, CNS marks, or other quality inspection mark will be
rated as excellent suppliers.
Furthermore, the Purchasing Department will assess the past impact of the
supplier on CSR issues, such as ethics behaviors, legal compliance, matters
relating to the health and security. This would be important basis for
contractor selection. Please refer to Section 3.3.5 “Supplier relations” for
detail.
Upon the signing of any contract, the Company will require every supplier to
follow labor laws, avoid environmental hazards, and commit to CSR policy.
Whenever violation occurs, the Company has the right to terminate the
contract.
Pleasereferto ourCSR reportfor moreinformation.
None
5. Does the company
reference internationally
accepted reporting
standards or guidelines, and
prepare reports that disclose
non-financial information
of the company, such as
corporate social
responsibility reports? Do
the reports above obtain
assurance from a third party
verificationunit?
V The Company’s CSR report was prepared in accordance with the GRI
Standards and verified by SGS Taiwan Limited in according with AA 1000
Assurance Standard.
None.
6. Describe the difference, if any, between actual practice and the corporate social responsibility principles, if the company has implemented such
principles based on the Corporate Social Responsibility Best Practice Principles for TWSE/TPEx Listed Companies: None.
7. Other useful information for explaining the status of corporate social responsibility practices:
Please refer to section 5.4 “Expenditures on Environmental Protection” and CSR report for more information.
  • CSR website: https://csr.acc.com.tw/en/

-63-

3.3.8 Implementation Status of Ethical Management

3.3.8 Implementation Status of Ethical Management
Evaluation Item ImplementationStatus 1 Deviations from the
“Ethical Corporate
Management Best
Practice Principles for
TWSE/GTSM Listed
Companies” and Reasons
Yes No Abstract Illustration
1. Establishment of ethical corporate management
policies and programs
(1) Does the company have a Board-approved
ethical corporate management policy and
stated in its regulations and external
correspondence the ethical corporate
management policy and practices, as well as
the active commitment of the Board of
Directors and management towards
enforcement of such policy?
(2) Does the company have mechanisms in place
to assess the risk of unethical conduct, and
perform regular analysis and assessment of
business activities with higher risk of
unethicalconductwithin the scope of
V 1. “Codes of Ethical Conduct” and “Principles for
Ethical
Management”
of
Asia
Cement
Corporation have been adopted by Board of
Directors on June 27, 2012 and reported to the
2013 shareholders’ meeting.
2. The Company has post “Codes of Ethical
Conduct”
and
“Principles
for
Ethical
Management” on the Company’s intranet for
compliance.
3. “Principles for Ethical Management” was
amended on March 25, 2020. The company
requires the directors and senior management to
issue a statement of compliance with the
integrity management policy, and require the
employees to comply with the integrity
management policy in terms of employment
according Article 8.
4. The Company reported to the Board of Directors
on November 12, 2020 about annual ethical
management practices and implementation
status.
The Company establish precautions for directors,
managers, employees for preventing high-potential
unethical conducts:
1. Set a standard distinguishing improper benefit,
2. Setproceduresforpoliticaldonations,



















None

-64-

Evaluation Item ImplementationStatus 1 Deviations from the
“Ethical Corporate
Management Best
Practice Principles for
TWSE/GTSM Listed
Companies” and Reasons
Yes No Abstract Illustration
business? Does the company implement
programs to prevent unethical conduct based
on the above and ensure the programs cover at
least the matters described in Paragraph 2,
Article 7 of the Ethical Corporate
Management Best Practice Principles for
TWSE/TPEx Listed Companies?
(3) Does the company provide clearly the
operating procedures, code of conduct,
disciplinary actions, and appeal procedures in
the programs against unethical conduct? Does
the company enforce the programs above
effectively and perform regular reviews and
amendments?
3. Set procedures for charity donations or
sponsorship,
4. Set reporting and handling procedures to avoid
job-related conflicts of interest,
5. Set an information firewall to prevent sensitive
information or undisclosed information and to
prevent the use of the non-disclosed information
in insider trading,
6. Set working procedures dealing with dishonest
actions involved by suppliers, customers, and
trading partners and others,
7. Set working procedures dealing with violators
of Principles for Ethical Management,
8. Set punishment for violators and reward for
whistleblowers.
For the purpose of developing a corporate culture of
ethical management and preventing unethical
conduct, HR Department enacted “Working
procedures
and
Guidelines
for
Ethical
Management”. It clearly expresses all kinds of bad
faith conducts, preventions, and punishments for
violators.
In order to implement the Company's “Codes of
Ethical Conduct” and “Principles for Ethical
Management”,theBoard enacted“Working
















-65-

Evaluation Item ImplementationStatus 1 ImplementationStatus 1 ImplementationStatus 1 Deviations from the
“Ethical Corporate
Management Best
Practice Principles for
TWSE/GTSM Listed
Companies” and Reasons
Yes No Abstract Illustration
Procedures for Reporting Illegal, Unethical, and
Dishonest Issues”, and also enacted "Complainant
rules for employees”.
Above mentioned rules are disclosed on the
Company’s website (http://www.acc.com.tw/).


2. Fulfill operations integrity policy
(1) Does the company evaluate business partners’
ethical records and include ethics-related clauses
in business contracts?
(2) Does the company have a unit responsible for
ethical corporate management on a full-time
basis under the Board of Directors which
reports the ethical corporate management
policy and programs against unethical conduct
regularly (at least once a year) to the Board of
Directors while overseeing such operations?


V
All suppliers of the Company signed "Codes of
Conduct
and
Commitment
Statement
for
Suppliers". We will review, rate, and eliminate our
suppliers based on past evaluation records and their
implementations of CSR affairs.
For
fully
implementation,
the
Purchasing
Department has urged all suppliers to comply with
our “Codes of Ethical Conduct” and “Principles for
Ethical Management”. The Purchasing Department
will include this item into commercial terms.
The HR Department is responsible for formulating
policy and supervising ethical management for the
Company. It will report the implementation status
to the Board on a regular basis.
In addition to report implementation status of
ethical management to the Board, the HR
Department will also report to independent
directors.














None

-66-

Evaluation Item ImplementationStatus 1 ImplementationStatus 1 ImplementationStatus 1 Deviations from the
“Ethical Corporate
Management Best
Practice Principles for
TWSE/GTSM Listed
Companies” andReasons
Yes No Abstract Illustration
(3) Does the company establish policies to
prevent conflicts of interest and provide
appropriate communication channels, and
implement it?
(4) Does the company have effective accounting
and internal control systems inplace to
On March 25, 2020, the Board of Directors
approved the establishment of the "Promoting
Ethical Management Working Group" by the
Corporate Governance Officer and the HR
Department, responsible for policy formulation and
implementation, and regularly (at least once a year)
report to the Audit Committee and the Board of
Directors.
The Company provides that no manager shall
engage in any affairs with conflicts of interest to the
Company unless otherwise released restriction by
the Board and the shareholders’ Meeting.
All members of our Board of Directors are highly
disciplined. Once there are conflicts of interests,
such member will not participate in discussion and
voting of the issue according to relevant regulation
and keep it in the meeting minutes.
The Company also has standard procedures for
employees to report any potential conflicts of
interests.
The Company has a strict accounting system and
dedicated accountingdepartment. For ensuring
















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Evaluation Item ImplementationStatus 1 ImplementationStatus 1 ImplementationStatus 1 Deviations from the
“Ethical Corporate
Management Best
Practice Principles for
TWSE/GTSM Listed
Companies” andReasons
Yes No Abstract Illustration
implement ethical corporate management?
Does the internal audit unit follow the results
of unethical conduct risk assessments and
devise audit plans to audit the systems
accordingly to prevent unethical conduct, or
hire outside accountants to perform the
audits?
(5) Does the company regularly hold internal and
external educational trainings on operational
integrity?
accuracy and transparency, all financial statements
are audited or reviewed by Deloitte & Touche in
accordance with relevant regulation. In order to
implement “Regulations Governing Establishment
of Internal Control Systems by Public Companies"
and "Principles for Ethical Management", the
Company has set up the Auditing Department
which established its internal control system. And
the Audit Department will regularly review and
revise the internal control system. In addition, the
Audit Department will develop and implement its
annual internal audit plan in accordance with risk
assessment.
The Company does not use CPA for auditing.
To
establish
corporate
culture
of
ethical
management and prevent unethical behaviors, the
Company holds internal training sections for
employees understanding our commitment to
ethical management and policies.
Our “Codes of Ethical Conduct”, “Principles for
Ethical Management”, and relevant regulations
have been posted on the Company's website and
internal bulletin board.
The Company provides online workplace ethics



















-68-

Evaluation Item ImplementationStatus 1 ImplementationStatus 1 ImplementationStatus 1 Deviations from the
“Ethical Corporate
Management Best
Practice Principles for
TWSE/GTSM Listed
Companies” andReasons
Yes No Abstract Illustration
education training. In 2020, 60 employees were
required to be trained for continuous training. While
all new recruits are required to be trained.

3. Operation of the integrity channel
(1) Does the company establish both a
reward/punishment system and an integrity
hotline? Can the accused be reached by an
appropriate person for follow-up?
(2) Does the company have in place standard
operating procedures for investigating
accusation cases, as well as follow-up actions
and relevant post-investigation confidentiality
measures?
(3) Does the company provide proper
whistleblower protection?
The Board of Directors enacted “Working
Procedures for Reporting Illegal, Unethical, and
Dishonest Issues”, and also enacted “Complainant
rules for employees” on May 13, 2015. Alleged
violator has the right to appeal to the investigation
team while investigation hearing could be made if
necessary.
According to the above rules, the Company will
treat all complaint confidentially and protect
whistleblowers. The identification informants of
whistleblowers will be kept confidential. The
Company will also ensure that whistleblowers
won’t be revenged because of reporting improper
issues.
Above mentioned rules are disclosed on the
Company’s website.













None
4. Strengthening information disclosure
(1) Does the company disclose its ethical corporate
management policies and the results of its
implementation on the company’s website and
MOPS?
Our “Codes of Ethical Conduct”, “Principles for
Ethical Management”, and relevant regulations
have been posted on the Company's website and
internal bulletin board.



None

-69-

Evaluation Item ImplementationStatus 1 ImplementationStatus 1 ImplementationStatus 1 Deviations from the
“Ethical Corporate
Management Best
Practice Principles for
TWSE/GTSM Listed
Companies” and Reasons
Yes No Abstract Illustration
The
Company
has
designated
employees
responsible for disclosing relevant information on
MOPS
and
the
Company's
website
(http://www.acc.com.tw).
Since the adoption of Principles for Ethical
Management, there is no violation needed to be
disclosed.




5. If the company has established the ethical corporate management policies based on the Ethical Corporate Management Best-Practice Principles
for TWSE/TPEx Listed Companies, please describe any discrepancy between the policies and their implementation.
There have been no differences.
6. Other important information to facilitate a better understanding of the company’s ethical corporate management policies (e.g., review and amend
its policies).
The company adds integrity information to the procurement system to ensure supplier compliance, and there are appeal channels available.
The Company treats its employees and business partners with the highest standards of ethical conducts. Any bribery or unethical conducts made
byits employees or suppliers will bepunished,such as disposition,rejection of transaction,or legalprosecution.
  • Access to Corporate Governance Best-Practice Principles and relevant regulations: Please visit the Company's website at http://www.acc.com.tw.

  • Any other important information to facilitate better understanding of the Company’s corporate governance practices: None.

  • During the most recent fiscal year and the current fiscal year up to the date of printing of this annual report, any punishment occurred for the Company and its employees violating laws, and any punishment, fault and improvement occurred for the Company’s employees against the regulations of Internal Audit System: None.

  • To appoint certified accountants to audit internal audit system: None.

-70-

3.3.9 The Training for Directors

Name Date Organizer Course Title and Lecturer Hours
Directors
Douglas Tong Hsu
Tsai Hsiung Chang
Johnny Shih
Peter Hsu
Kun Yen Lee
C.V.Chen
C.K.Chang
Chin-Der Ou
Champion Lee
Kwan-Tao Li
Independent Directors
Chi Schive
Yun-PenChu
Jul.22,2020 Taiwan Academy of
Banking and Finance
Board Operations Practice and Corporate
Governance Workshop
3
Directors
Douglas Tong Hsu
Tsai Hsiung Chang
Johnny Shih
Peter Hsu
Kun Yen Lee
C.K.Chang
Champion Lee
Kwan-Tao Li
Independent Directors
GordonS.Chen
Dec. 9, 2020 Taiwan Academy of
Banking and Finance
Board Operations Practice and Corporate
Governance Workshop
3
Directors
C.V. Chen
Sep. 22,2020 Corporate Governance
Association
Mergers
and Acquisitions
and
the
Responsibilities of Company Leaders -
Discussing Information Disclosures and
Insider Transactions
3
Nov. 12,
2020
Discussion on corporate governance from
major corporate fraud cases
3
Directors
Ruey Long Chen
Mar. 24,
2020
Corporate Governance
~~A~~ssociation
Introduction
to
Ethical
Corporate
Management Best Practice Principles for
TWSE/GTSM Listed Companies and
ISO37001
Anti-bribery
Management
System
1.5
May 12,
2020
The impact of Covid19 on the economy
and industryand its follow-upoutlook
.5
Aug. 8, 2020 Observing Ruixing Coffee Storm from the
Perspective ofCorporateGovernance
3
Sep. 4, 2020 Directors and supervisors in corporate
mergers and acquisitions
3
Nov. 10,
2020
The new generation of consumer behavior
creates economic models
1.5
Directors
Chin-DerOu
Dec. 30,
2020
Taiwan Investor Relations
Association

Corporate Governance Trends
3
Independent Directors
ChiSchive
Nov.12,
2020
Corporate
Governance
Association
Discussion on corporate governance from
major corporate fraud cases
3
Independent Directors
Gordon S.Chen
Nov.11,
2020
Corporate
Governance
Association
Corporate Integrity and International
Anti-Corruption and Bribery Protection
Practices
3
Independent Directors
Yun-Pen Chu
Nov.17,
2020
Corporate
Governance
Association
The role of institutional investors in
improvingcorporategovernance
3

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3.3.10 The Training for Managers

Title Name Date Organizer Course Title and Lecturer Hours
Deputy Chief
Auditor
W.H.Yeh Jan.20, 2020 Accounting
Research and
Development
Foundation
"Inaccurate financial report" and
the legal responsibility of the
internal audit
6
Oct. 22, 2020 Internal Audit
Association
"Corporate preparation of
financial reports"- Policy analysis
and internal audit and internal
controlpractices
6
Assistant
Vice President
Nancy Kao Jul. 23-24,
2020
Accounting
Research and
Development
Foundation
Accounting Manger Continuing
Training Course
12
President
Chief Executive
Vice President
Executive
Vice President
Vice President
Vice President
Vice President
General Plant
Manager
Deputy Chief
Auditor
Assistant
Vice President
Special Assistant
Manager
Manager
Manager
Manager
Manager
Kun Yen Lee
Y.F.Chang
Doris Wu
C.M.Chen
W.K.Chou
T.L.Yu
Z.P.Chang
W.H.Yeh
Nancy Kao
T.M.Chen
Manfred Wang
Chenho Chung
Gary Lee
Yuchi Tsai
QingyuanSu
May 25, 2020
Aug. 18, 2020
Asia Cement Prospects
of
International
Politics, Economy and Industry
Trends in Rapid Changes
Enterprise Transformation and
Re-innovation
under
the
Sustainable Trend
3
Chief Executive
Vice President
Vice President
Vice President
Vice President
Special Assistant
Manager
Manager
Manager
Manager
Y.F.Chang
C.M.Chen
T.L.Yu
W.K.Chou
T.M.Chen
Chenho Chung
Gary Lee
Yuchi Tsai
QingyuanSu
Jul.22,2020


Taiwan Academy of
Banking and
Finance
Board Operations Practice and
Corporate Governance Workshop
3
Chief Executive
Vice President
Executive
Vice President
Vice President
Special Assistant
Manager
Manager
Manager
Manager
Y.F.Chang
Doris Wu
W.K.Chou
T.M.Chen
Chenho Chung
Gary Lee
Yuchi Tsai
QingyuanSu
Dec.9,2020


Taiwan Academy of
Banking and
Finance
Board Operations Practice and
Corporate Governance Workshop
3
Vice President W.K.Chou Jul. 10, 2020

Corporate
Governance
Directors' Information Rights

-72-

Jul. 17, 2020
Jul. 22, 2020
Jul. 24, 2020









Association
Corporate
Governance
Association
Corporate
Governance
Association
Taiwan Academy of
Banking and
Finance
The Function of Independent
Directors and the Practice of Audit
Committee
Integrity management, corporate
governance and corporate social
responsibility codes and practice
Global
economic
trends
and
corporate competitive strategies
after Covid19.

W.K. Chou, Corporate Governance Officer has completed 18 hours training as required.

-73-

3.3.11 The Execution Status of Internal Control System

Asia Cement Corporation Statement of Internal Control System

Date: March 25, 2021

Asia Cement Corporation(ACC) has conducted a self-inspection of internal control system during 2020. The results are as follows:

ACC acknowledges that the implementation and maintenance of internal control system is the responsibility of Board of Directors and managerial level, and ACC has established such system. It is aimed to reasonably ensure that the goals such as effective and efficient operations (including profitability, performance, and safeguard of assets), the reliability, timeliness, transparency, and regulatory compliance of reporting , and the compliance with applicable laws and regulations are achieved.

The internal control system has its inherent limitations; whatever a perfect design is, an internal control system can provide only reasonable assurance that the above-mentioned goals will be achieved; besides, owing to the change of environment and circumstances, the effectiveness of internal control system will be changed accordingly. However, the internal control system of ACC is equipped with self-monitoring mechanisms and ACC will take corrective action once defect is identified.

According to the criteria for the internal control system as specified in “Guidelines for Implementation of Establishing Internal Control System by Public Listed Companies”(hereinafter referred to as “Guidelines,”) ACC evaluates the effectiveness of its internal control system. The said Guidelines divide internal control system into five components: (1) Control Environment, (2) Risk Assessment, (3) Control Operations, (4) Information and Communication, and (5) Monitoring. Each component includes certain items. For the foregoing items, please refer to “Guidelines”.

ACC has adopted the aforesaid criteria for internal control system to evaluate the effectiveness of design and implementation of internal control system.

Based on the findings of the evaluation mentioned in the preceding paragraph, ACC believes that as at December 31, 2020 its internal control system (including its supervision and management of subsidiaries), encompassing internal controls for knowledge of the degree of achievement of operational effectiveness and efficiency objectives, the reliability, timeliness, transparency, and regulatory compliance of reporting , and the compliance with applicable laws and regulations, was effectively designed and operating, and reasonably assured the achievement of the above-stated objectives.

This statement comprises the entire annual report and public brochure, and will be publicly disclosed. If the aforesaid statement has any unlawful attempt such as pretence and concealment, ACC will assume the legal responsibilities according to Article 20, 32, 171 and 174 of Securities and Exchange Law.

This statement has been approved by ACC Board of Directors at the meeting of March 25, 2021 with 14 directors in presence and none disagreement with the content of this statement.

Asia Cement Corporation

Chairman: Douglas Tong Hsu President: K.Y. Lee

-74-

3.3.12 Major Resolutions of Shareholders’ Meeting and Board Meetings

1. Major resolution of Regular Shareholders’ Meeting

Date Major resolutions
2020/06/23 1. Acceptance of 2019 financial statements and consolidated financial statements
2. Acceptance of the proposal for distribution of 2019 profits.
3. Amendment to “Articles of Incorporation of Asia Cement Corporation”.
4. Amendment to “Shareholders’ Meeting Rules”.
5. Elections of Directors.
6. Lifting the prohibition of directors’ competition in accordance with Article
209 of the CompanyLaw
Execution
Status
Major resolutions of the Shareholders’ meeting have been fully implemented.
1. The record date for distribution of 2019 profits was Jul. 29, 2020. Cash
dividends have been distributed on Aug. 18, 2020.
2. The directors’ election has been registered with the Ministry of Economic
Affairs.
3. Relevant amendments have been disclosed on our website.

2. Major Resolutions of the Board of Directors

Totally 6 meetings of the Board of Directors were held in the period from Jan. 1, 2020 to May 13 2021.Directors have no opposition to major resolutions in this period.

Regarding the items listed in Article 14(3) of the Securities Exchange Act, all attended independent directors approved without disagreement.

Date Major resolutions
2020/03/25 1. Acceptance of the 2019 employees’ compensation and Directors’ and
Supervisors’ remuneration.
2. Acceptance of 2019 financial statements and consolidated financial statements.
3. Acceptance of the proposal for distribution of 2019 profits.
4. Acceptance of 2020 business budget.
5. Acceptance of 2019 CPA service of Deloitte & Touche.
6. To Elect Directors and Independent Directors.
7. To convene 2019 regular shareholders' meeting.
8. To release the prohibition on Directors from participation in competitive
business
9. Acceptance to issue 2019 Statement of Internal Control System.
10. To issue unsecured corporate bonds in once or in a batch with total amount not
exceeding NT$20 billion in order to repay the loan, enrich the medium and long-
term working capital, and strengthen the financial structure.
11. Amendment to “Articles of Incorporation of Asia Cement Corporation”.
12. Amendment to “Meeting Rules for Shareholders’ Meeting”.
13. Amendment to “Meeting Rules for Board of Directors’ Meeting”.
14. Amendments to “Principles for Ethical Management of Asia Cement
Corporation”
2020/05/12 1. Acceptance of 2019 Business Report.
2. Acceptance of the candidatelist reviewfordirectorsandindependentdirectors.
2020/06/23 1. To elect DouglasTongHsuasthe Chairmanof theBoard odDirectors.
2020/08/11 1. Toappoint members of the"RemunerationCommittee."
2020/11/12 1. To accept 2021 audit plan.
2. Amendment to the "Corporate Governance Code", "Meeting Rules of the Board
of Directors" and "Organizational Rules for the Remuneration Committee.

-75-

  1. To purchase liability insurance for directors, and supervisors, and important employees of the Company and its affiliates in the consolidated financial statements. 4. Donation to Y.Z. Hsu Memorial Foundation to sponsor the building of International Conference Hall. 5. To enact risk management policy, and report on its implementation in 2020. 2021/03/25 1. Acceptance of the 2020 employees’ compensation and Directors’ and Supervisors’ remuneration. 2. Acceptance of 2020 financial statements and consolidated financial statements. 3. Acceptance of the proposal for distribution of 2020 profits. 4. Acceptance to issue 2020 Statement of Internal Control System. 5. Amendment to the "Meeting Rules of the Board of Directors". 6. Amendment to the "Board of Directors Performance Evaluation Method”. 7. Acceptance of 2021 business budget. 8. To convene 2021 regular shareholders' meeting. 9. Acceptance of 2021 CPA service of Deloitte & Touche. 10. To Terminate the issuance of overseas depository receipts (GDR) on the London Stock Exchange. 11. To issue unsecured corporate bonds in once or in a batch with total amount not exceeding NT$15 billion in order to repay the loan, enrich the medium and longterm working capital, and strengthen the financial structure. 2021/05/13 1. Acceptance of 2020 Business Report. 2. To set the base date for the capital increase and issuance of new shares for overseas unsecured conversion bonds. 3. To set up "Corporate Sustainability Committee" and to amend the "Corporate Sustainability Policy". 4. Amendment to the agenda of the 2021regular shareholder meeting.

3.3.13 Resignation or dismissal of the chairman, president, accounting manager, finance manager, auditing manager, and R&D manager of the Company : None.

  • ◎The Board of Director approved “the Procedure Dealing with Internal Material Information of Asia Cement Corporation” on December 21, 2009 and modified on August 10, 2017. This Procedure has been posted on the Company’s electronic bulletin board.

-76-

3.4 Information of CPA Service Fee

  1. Information of CPA service fee

Unit: NT$1,000

Unit: NT$1,000
Accounting
Firm
Name of
CPA
Audit
Fee
Non-audit Fee Audit period
System
design
Business
Registration

Human
Resource
Other
(Note)
Subtotal
Deloitte &
Touche
X.W. Tai 7,560
0 20 0 1,111 1,131 01/01/2020-12/31/2020
Y. W. Fan

Note: Others including (1)Transfer Pricing report 280 thousands (2)Application of tax rulings 100 thousands (3) Investment consultation and review 357 thousands (4)Corporate Bonds issuance expenses and opinions 374 thousands.

  1. If the audit fee in the year CPA firm changes is lower than that in the prior year, specify the amount of audit fee before and after and the reason: None.

  2. If the audit fee dropped year on year by more than 10%, specifies the amount, percentage, reason of the reduction: None.

  3. Change of CPA in recent two fiscal years and subsequent periods:

  4. The Company commissioned Deloitte & Touche-Taiwan to audit the financial statements. Due to internal function adjustments in Deloitte & Touche-Taiwan, the audit has been commissioned from CPA Shin Wei Tai and Yu Wei Fan to CPA Shin Wei Tai and Pei De Chen since 2021Q1.

  5. The ACC Chairman, President, and managers who are responsible for finance and accounting do not have any position at CPA Firm or its affiliated companies in the most recent fiscal year.

-77-

3.5 Relevant licenses and certificates obtained about transparent financial information

Department Name Title Licenses and Certificates
Finance Doris Wu Executive Vice President CPA, Taiwan and United
States
Finance Yu LingYang Assistant Vice President CPA,Taiwan and China
Finance Ya PingLi Manager CPA,Taiwan
Finance Yu De Liao Deputy Manager Certified Internal Auditor
Certified Information Systems
Auditor
Finance Wei ZhongChen Assistant Manager Chartered Financial Analyst
Finance Yao Yu Lee Assistant Specialist Chartered Financial Analyst
Auditing Chi Wen Lu Assistant Specialist Certified Internal Auditor
Certification in Risk
Management Assurance
Accounting Jia NingHsu Senior Clerk CPA,Taiwan
Accounting GuangRen Peng Assistant Administrator CPA,United States
Accounting YingBei Lin Assistant Administrator CPA,Taiwan
Accounting Bi Chen Weng Assistant Administrator CPA,Taiwan

-78-

3.6 Changes in Shareholdings and pledge of Directors, Supervisors,

Managers, and Shareholders with more than 10% Shareholding

  1. Changes in Shareholdings:
Title Name Shareholding on Dec. 31,2020 Shareholding on Dec. 31,2020 Shareholding on Apr.2,2021 Shareholding on Apr.2,2021
Changes of
Shares
Changes of
Shares Pledged
Changes of
Shares
Changes of
Shares Pledged
Chairman DouglasTongHsu
Director Far Eastern New Century
Corporation1
T.H. Chang
JohnnyShih
C.V. Chen
Director Bai-Yang Investment Holdings
Corporation
Chin-Der Ou
Director U-Ding Corporation
K.Y.Lee
Director Far Eastern Y.Z. Hsu Science And
TechnologyMemorial Foundation
Peter Hsu
C.K. Chang
Director Ta Chu Chemical Fiber
Co.,Ltd
RueyLong Chen
Director Far Eastern Medical
Foundation
Champion Lee
Director U-Ming Corporation
K.T.Li
Independent
Director
Chi Schive
Independent
Director
Gordon S. Chen
Independent
Director
Yun-Pen Chu
President K.Y.Lee
Chief
Executive Vice
President
Y.F. Chang
Executive Vice
President
Doris Wu
VicePresident C.M. Chen
VicePresident W.K. Chou

1 The majority shareholder with holding more than 10% share of the Company.

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Title Name Shareholding on Dec. 31,2020 Shareholding on Dec. 31,2020 Shareholding on Apr.2,2021 Shareholding on Apr.2,2021
Changes of
Shares
Changes of
Shares Pledged
Changes of
Shares
Changes of
Shares Pledged
VicePresident Z.P. Chang
VicePresident T.L.Yu
Deputy Chief
Auditor
W.H. Yeh
Special
Assistant
T.M. Chen
Accounting
Manager
H.Y. Kao
Assistant Vice
President
Dana Lee
Assistant Vice
President
Karen Yang
Assistant Vice
President
C.Y. Wang
Manager Z.H Zhong
Manager GaryLee
Plant Manager Z.X. Zhuang
  1. Shareholders transfer information: Since the relative transfer of shareholders is non-related person, so there is no information on this information.

  2. Shareholders pledge information: no shareholders pledged.

-80-

3.7 Information Disclosing the Relationship between any of the Company’s Top 10 Shareholders

Name Current Shareholding Current Shareholding Spouse & Minor
Children’s
Shareholding
Spouse & Minor
Children’s
Shareholding
Shareholding In
Name of Others
Shareholding In
Name of Others
The name and relation of top10 shareholders who mutually have relations
that meet the definition of the “affiliate”, or mutuallyare spouses or within two
degrees of kinship
The name and relation of top10 shareholders who mutually have relations
that meet the definition of the “affiliate”, or mutuallyare spouses or within two
degrees of kinship
Shares % Shares % Shares % Name Relation
Far Eastern New Century Corp.
Representative:
Douglas Tong Hsu
750,511,324 22.29% 0 0% 0 0% Far Eastern Medical Foundation The Same Chairman
0 0% 0 0% China Life Insurance Co., Ltd. Non-related party
0 0% 0 0% Labor Pension Fund ( the New Fund ) Non-related party
0 0% 0 0% Yuanta/P-shares Taiwan Dividend Plus ETF Non-related party
0 0% 0 0% Labor Pension Fund Committee of Far Eastern
New Century Corporation
Non-related party
0 0% 0 0% Yuan Ding Investment Company The Same Chairman
0 0% 0 0% Far Eastern Department Stores Co., Ltd. The Same Chairman
0 0% 0 0% Chunghwa Post Co., Ltd. Non-related party
0 0% 0 0% Yuan-Ze University The Same Chairman
Far Eastern Medical
Foundation
Representative:
Douglas Tong Hsu
181,566,797 5.39% 0 0% 0 0% Far Eastern New Century Corporation The Same Chairman
0 0% 0 0% China Life Insurance Co., Ltd. Non-related party
0 0% 0 0% Labor Pension Fund ( the New Fund ) Non-related party
0 0% 0 0% Yuanta/P-shares Taiwan Dividend Plus ETF Non-related party
0 0% 0 0% Labor Pension Fund Committee of Far Eastern
New Century Corporation
Non-related party
0 0% 0 0% Yuan Ding Investment Company The Same Chairman
Name Current Shareholding Current Shareholding Spouse & Minor
Children’s
Shareholding
Spouse & Minor
Children’s
Shareholding
Shareholding In
Name of Others
Shareholding In
Name of Others
The name and relation of top10 shareholders who mutually have relations
that meet the definition of the “affiliate”, or mutuallyare spouses or within two
degrees of kinship
The name and relation of top10 shareholders who mutually have relations
that meet the definition of the “affiliate”, or mutuallyare spouses or within two
degrees of kinship
Shares % Shares % Shares % Name Relation
0 0% 0 0% Far Eastern Department Stores Co., Ltd. The Same Chairman
0 0% 0 0% Chunghwa Post Co., Ltd. Non-related party
0 0% 0 0% Yuan-Ze University The Same Chairman
China Life Insurance Co., Ltd.
Representative:
Stephanie Hwang
70,294,000 2.09% 0 0% 0 0% Far Eastern New Century Corporation Non-related party
0 0% 0 0% Far Eastern Medical Foundation Non-related party
0 0% 0 0% Labor Pension Fund ( the New Fund ) Non-related party
0 0% 0 0% Yuanta/P-shares Taiwan Dividend Plus ETF Non-related party
0 0% 0 0% Labor Pension Fund Committee of Far Eastern
New Century Corporation
Non-related party
0 0% 0 0% Yuan Ding Investment Company Non-related party
0 0% 0 0% Far Eastern Department Stores Co., Ltd. Non-related party
0 0% 0 0% Chunghwa Post Co., Ltd. Non-related party
0 0% 0 0% Yuan-Ze University Non-related party
Labor Pension Fund ( the New
Fund )
57,284,514 1.70% 0 0% 0 0% Far Eastern New Century Corporation Non-related party
0 0% 0 0% Far Eastern Medical Foundation Non-related party
0 0% 0 0% China Life Insurance Co., Ltd. Non-related party
0 0% 0 0% Yuanta/P-shares Taiwan Dividend Plus ETF Non-related party
0 0% 0 0% Labor Pension Fund Committee of Far Eastern
New Century Corporation
Non-related party
0 0% 0 0% Yuan Ding Investment Company Non-related party
Name Current Shareholding Current Shareholding Spouse & Minor
Children’s
Shareholding
Spouse & Minor
Children’s
Shareholding
Shareholding In
Name of Others
Shareholding In
Name of Others
The name and relation of top10 shareholders who mutually have relations
that meet the definition of the “affiliate”, or mutuallyare spouses or within two
degrees of kinship
The name and relation of top10 shareholders who mutually have relations
that meet the definition of the “affiliate”, or mutuallyare spouses or within two
degrees of kinship
Shares % Shares % Shares % Name Relation
0 0% 0 0% Far Eastern Department Stores Co., Ltd. Non-related party
0 0% 0 0% Chunghwa Post Co., Ltd. Non-related party
0 0% 0 0% Yuan-Ze University Non-related party
Yuanta/P-shares Taiwan
Dividend Plus ETF
57,174,979 1.70% 0 0% 0 0% Far Eastern New Century Corporation Non-related party
0 0% 0 0% Far Eastern Medical Foundation Non-related party
0 0% 0 0% China Life Insurance Co., Ltd. Non-related party
0 0% 0 0% Labor Pension Fund ( the New Fund ) Non-related party
0 0% 0 0% Labor Pension Fund Committee of Far Eastern
New Century Corporation
Non-related party
0 0% 0 0% Yuan Ding Investment Company Non-related party
0 0% 0 0% Far Eastern Department Stores Co., Ltd. Non-related party
0 0% 0 0% Chunghwa Post Co., Ltd. Non-related party
0 0% 0 0% Yuan-Ze University Non-related party
Labor Pension Fund Committee
of Far Eastern New Century
Corporation
53,375,049 1.59% 0 0% 0 0% Far Eastern New Century Corporation Non-related party
0 0% 0 0% Far Eastern Medical Foundation Non-related party
0 0% 0 0% China Life Insurance Co., Ltd. Non-related party
0 0% 0 0% Labor Pension Fund ( the New Fund ) Non-related party
0 0% 0 0% Yuanta/P-shares Taiwan Dividend Plus ETF Non-related party
0 0% 0 0% Yuan Ding Investment Company Non-related party
Name Current Shareholding Current Shareholding Spouse & Minor
Children’s
Shareholding
Spouse & Minor
Children’s
Shareholding
Shareholding In
Name of Others
Shareholding In
Name of Others
The name and relation of top10 shareholders who mutually have relations
that meet the definition of the “affiliate”, or mutuallyare spouses or within two
degrees of kinship
The name and relation of top10 shareholders who mutually have relations
that meet the definition of the “affiliate”, or mutuallyare spouses or within two
degrees of kinship
Shares % Shares % Shares % Name Relation
0 0% 0 0% Far Eastern Department Stores Co., Ltd. Non-related party
0 0% 0 0% Chunghwa Post Co., Ltd. Non-related party
0 0% 0 0% Yuan-Ze University Non-related party
Yuan Ding Investment
Company
Representative:
Douglas Tong Hsu
52,721,518 1.57% 0 0% 0 0% Far Eastern New Century Corporation The Same Chairman
0 0% 0 0% Far Eastern Medical Foundation The Same Chairman
0 0% 0 0% China Life Insurance Co., Ltd. Non-related party
0 0% 0 0% Labor Pension Fund ( the New Fund ) Non-related party
0 0% 0 0% Yuanta/P-shares Taiwan Dividend Plus ETF Non-related party
0 0% 0 0% Labor Pension Fund Committee of Far Eastern
New Century Corporation
Non-related party
0 0% 0 0% Far Eastern Department Stores Co., Ltd. The Same Chairman
0 0% 0 0% Chunghwa Post Co., Ltd. Non-related party
0 0% 0 0% Yuan-Ze University The Same Chairman
Far Eastern Department Stores
Co., Ltd.
Representative:
Douglas Tong Hsu
50,000,492 1.48% 0 0% 0 0% Far Eastern New Century Corporation The Same Chairman
0 0% 0 0% Far Eastern Medical Foundation The Same Chairman
0 0% 0 0% China Life Insurance Co., Ltd. Non-related party
0 0% 0 0% Labor Pension Fund ( the New Fund ) Non-related party
0 0% 0 0% Yuanta/P-shares Taiwan Dividend Plus ETF Non-related party
Name Current Shareholding Current Shareholding Spouse & Minor
Children’s
Shareholding
Spouse & Minor
Children’s
Shareholding
Shareholding In
Name of Others
Shareholding In
Name of Others
The name and relation of top10 shareholders who mutually have relations
that meet the definition of the “affiliate”, or mutuallyare spouses or within two
degrees of kinship
The name and relation of top10 shareholders who mutually have relations
that meet the definition of the “affiliate”, or mutuallyare spouses or within two
degrees of kinship
Shares % Shares % Shares % Name Relation
0 0% 0 0% Labor Pension Fund Committee of Far Eastern
New Century Corporation
Non-related party
0 0% 0 0% Yuan Ding Investment Company The Same Chairman
0 0% 0 0% Chunghwa Post Co., Ltd. Non-related party
0 0% 0 0% Yuan-Ze University The Same Chairman
Chunghwa Post Co., Ltd.
Representative:
Wu, Hong-Mo
48,919,152 1.45% 0 0% 0 0% Far Eastern New Century Corporation Non-related party
0 0% 0 0% Far Eastern Medical Foundation Non-related party
0 0% 0 0% China Life Insurance Co., Ltd. Non-related party
0 0% 0 0% Labor Pension Fund ( the New Fund ) Non-related party
0 0% 0 0% Yuanta/P-shares Taiwan Dividend Plus ETF Non-related party
0 0% 0 0% Labor Pension Fund Committee of Far Eastern
New Century Corporation
Non-related party
0 0% 0 0% Yuan Ding Investment Company Non-related party
0 0% 0 0% Far Eastern Department Stores Co., Ltd. Non-related party
0 0% 0 0% Yuan-Ze University Non-related party
Yuan-Ze University
Representative:
Douglas Tong Hsu
47,499,567 1.41% 0 0% 0 0% Far Eastern New Century Corporation The Same Chairman
0 0% 0 0% Far Eastern Medical Foundation The Same Chairman
Name Current Shareholding Current Shareholding Spouse & Minor
Children’s
Shareholding
Spouse & Minor
Children’s
Shareholding
Shareholding In
Name of Others
Shareholding In
Name of Others
The name and relation of top10 shareholders who mutually have relations
that meet the definition of the “affiliate”, or mutuallyare spouses or within two
degrees of kinship
The name and relation of top10 shareholders who mutually have relations
that meet the definition of the “affiliate”, or mutuallyare spouses or within two
degrees of kinship
Shares % Shares % Shares % Name Relation
0 0% 0 0% China Life Insurance Co., Ltd. Non-related party
0 0% 0 0% Labor Pension Fund ( the New Fund ) Non-related party
0 0% 0 0% Yuanta/P-shares Taiwan Dividend Plus ETF Non-related party
0 0% 0 0% Labor Pension Fund Committee of Far Eastern
New Century Corporation
Non-related party
0 0% 0 0% Yuan Ding Investment Company The Same Chairman
0 0% 0 0% Far Eastern Department Stores Co., Ltd. The Same Chairman
0 0% 0 0% Chunghwa Post Co., Ltd. Non-related party

3.8 Shareholding Proportion of ACC to Investees

Dec. 31, 2020

Dec. 31,2020 Dec. 31,2020
Investees Investments by ACC Investments by
Directors, Supervisors,
Managers and Directly
or Indirectly Controlled
Businesses
Total Investments
Shares % Shares % Shares %
Asia Investment Corp. 260,896,525
100.00%
- 0.00% 260,896,525 100.00%
Sunrise Industrial Holdings Ltd. 90,000
100.00%
- 0.00% 90,000 100.00%
Yuan Long Stainless Steel Corp. 200,000,000
100.00%
- 0.00% 200,000,000 100.00%
Der Ching Investment Corp. 649,214,680
100.00%
12,526
0.00%
649,227,206 100.00%
Nan Hwa Cement Corp. 26,138,828
99.98%
5,000
0.02%
26,143,828 100.00%
Ya Tung Ready-Mixed Concrete Corp. 170,203,184
99.99%
6,900
0.00%
170,210,084
99.99%
Fu Ming Transportation Co., Ltd. 29,553,869
99.95%
5,065
0.02%
29,558,934
99.97%
Asia Cement (Singapore) Pte. Ltd. 10,495,495
99.96%
2 0.00% 10,495,497
99.96%
Asia Engineering Enterprise Corp. 8,093,220
99.74%
16,660
0.21%
8,109,880
99.95%
Chiahui Power Corp. 568,261,136
99.69%
584,796
0.11%
568,845,932
99.80%
FEDS Development Ltd. 53,250,000
25.00%
149,100,000 70.00% 202,350,000
95.00%
Yuan Ding Co., Ltd. 178,707,648
35.50%
259,921,761 51.62% 438,629,409
87.12%
Ya Li Precast and Prestressed Concrete Industries 16,261,760
83.92%
14,366
0.08%
16,276,126
84.00%
Asia Cement (China) Holdings Corp. 1,061,209,202
67.73%
71,204,798
4.54%
1,132,414,000
72.27%
Ya Li Transportation Corp. 5,160,754
51.61%
63
0.00%
5,160,817
51.61%
Everstrong Iron & Steel Foundry Ltd. 3,199,823
40.40%
660,000
8.34%
3,859,823
48.74%
Yuan Ding Leasing Corp.. 34,640,189
43.60%
- 0.00% 34,640,189
43.60%
U-Ming Marine Transport Corp. 331,701,152
39.25%
20,219,327
2.39%
351,920,479
41.64%
Oriental Securities Corp.. 136,713,259
18.93%
146,326,910 20.26% 283,040,169
39.19%
Far Eastern New Century Corp. 1,272,277,085
23.77%
510,260,882
9.53%
1,782,537,967
33.30%
Yue Yuan Investment Corp. 155,000,821
29.92%
515,002
0.10%
155,515,823
30.02%
China Shanshui Cement Group Ltd 331,878,315
7.62%
428,393,000
9.84%

760,271,315

17.46%

-87-

IV Capital Formation

4.1 Capital and Shares

4.1.1 Capital Increase in the Past Five Years

4.1.1 Capital Increase in the Past Five Years 4.1.1 Capital Increase in the Past Five Years 4.1.1 Capital Increase in the Past Five Years 4.1.1 Capital Increase in the Past Five Years 4.1.1 Capital Increase in the Past Five Years 4.1.1 Capital Increase in the Past Five Years 4.1.1 Capital Increase in the Past Five Years 4.1.1 Capital Increase in the Past Five Years 4.1.1 Capital Increase in the Past Five Years
Book closure date: Apr. 27,2021
Date Par
Value
Authorized Capital Paid-in Capital Remarks
Shares Amount
(NT$)
Shares Amount
(NT$)
Sources of
Capital
Capital
Increased
by Assets
Other than
Cash
Others
Dec.2011 NT$10 3,600,000,000 36,000,000,000 3,136,813,697 31,368,136,970 Dividend None Note1
Dec.2012 NT$10 3,600,000,000 36,000,000,000 3,230,918,107 32,309,181,070 Dividend None Note1
Dec.2013 NT$10 3,600,000,000 36,000,000,000 3,295,536,469 32,955,364,690 Dividend None Note1
Dec.2014 NT$10 3,600,000,000 36,000,000,000 3,361,447,198 33,614,471,980 Dividend None Note1
Apr.2021 NT$10 4,000,000,000 40,000,000,000 3,367,379,460 33,673,794,600 Exchange of
Overseas
Unsecured
Convertible
Bonds
None Note2

Note1: Ruling Ref. No. and effective date for capitalization of share dividends were No. 10001214640 dated

2011/9/15, No. 10101189120 dated 2012/9/11, No. 10201196030 dated 2013/9/23, and No. 10301193070 dated 2014/9/17, respectively.

Note2: The overseas unsecured convertible bonds was approved by the Financial Supervisory Commission with Ruling Ref. No. 1070312574 dated 2018/5/2.

4.1.2 Capital

4.1.2 Capital
Share Type Authorized Capital
Issued Shares
Un-issued Shares
Total Shares
Remarks
Un-issued Shares Total Shares
Common Shares 3,367,379,460
Available for trading on
the TWSE

632,620,540
4,000,000,000 -

4.1.3 Shelf Registration: None

4.1.4 Shareholder Structure

4.1.3 Shelf Registration: None
4.1.4 Shareholder Structure
4.1.3 Shelf Registration: None
4.1.4 Shareholder Structure
Book closure date: Apr. 27,2021
Structure
Amount
Governments Financial
Institutions
Other
Institutional
Investors
Domestic
Individual
Investors
Foreign
Institutions
&
Individuals
Total
Number of
Shareholders
11 63 432 90,435 690 91,631
Number of shares 85,045,377 421,691,167 1,753,789,241 574,059,624 532,794,051 3,367,379,460
Shareholding
Percentage
2.53% 12.52% 52.08% 17.05% 15.82% 100.00%

Note: No foreign institutions and individuals from China Area.

-88-

Book closure date: Apr. 27, 2021

4.1.5 Shareholding Distribution Status

Class of Shareholding
(Unit: Share)
Number of shareholders Number of shares Holding Percentage
1-999 33,771
8,033,619

0.24%
1,000-5,000 42,693
89,429,117

2.66%
5,001-10,000 7,028
54,069,356

1.61%
10,001-15,000 2,410
29,864,150

0.89%
15,001-20,000 1,390
25,300,806

0.75%
20,001-30,000 1,357
33,932,254

1.01%
30,001-40,000 650
22,856,166

0.68%
40,001-50,000 431
19,973,972

0.59%
50,001-100,000 813
58,455,509

1.74%
100,001-200,000 398
55,471,929

1.65%
200,001-400,000 267
73,851,422

2.19%
400,001-600,000 94
46,325,745

1.38%
600,001-800,000 52
35,525,604

1.05%
800,001-1,000,000 40
36,297,767

1.08%
Over 1,000,001 237
2,777,992,044

82.50%
Total 91,631
3,367,379,460

100%
Preferred Share
Book closure date: Apr. 27,2021
Class of Shareholding
(Unit: Share)
Number of shareholders Number of shares Holding Percentage
NA 0 0 0

4.1.6 List of Major Shareholders

4.1.6 List of Major Shareholders 4.1.6 List of Major Shareholders 4.1.6 List of Major Shareholders
Book closure date: Apr. 27,2021
Shares
Major Shareholder

Number of Shares
Holding Percentage
Far Eastern New CenturyCorporation 750,511,324
22.29%
Far Eastern Medical Foundation 181,566,797
5.39%
China Life Insurance Co.,Ltd. 70,294,000
2.09%
Labor Pension Fund(the New Fund) 57,284,514
1.70%
Yuanta/P-shares Taiwan Dividend Plus ETF 57,174,979
1.70%
Labor Pension Fund Committee of Far Eastern New
CenturyCorporation
53,375,049
1.59%
Yuan DingInvestment Company 52,721,518
1.57%
Far Eastern Department Stores Co.,Ltd. 50,000,492
1.48%
Chunghwa Post Co.,Ltd. 48,919,152
1.45%
Yuan-Ze University 47,499,567
1.41%
Total 1,369,347,392
40.67%

-89-

4.1.7 Market Price, Net Value, Earnings and Dividends per Share

Unit: NT$

Unit: NT$

Item
Year
2019
2020
Market Price
Per Share
Highest 48.90 49.90
Lowest 33.55 35.20
Average 42.62 43.20
Net Value
Per Share
Before Distribution 43.45 43.96
After Distribution 40.45 (Note)
Earnings
Per Share
Weighted Average shares
(in thousand)
3,138,664 3,129,384
Earnings Per Share 5.56 4.70
Dividends
Per Share
Cash Dividends 3.00 3.55(Note)
Stock
Dividend
- - -

-
- -
Accumulated Unpaid Dividends - -
Return on
Investment
Price-Earnings Ratio 7.67 9.19
Price-Dividend Ratio 14.21 12.17
Cash Dividend Yield Rate 7.01% 8.22%

Note : To be resolved by the 2021 Shareholders’ Meeting.

4.1. 8 Dividend Policy & Implementation Status

1. Dividend Policy

Apart from paying all its income taxes in the case where there are net incomes at the end of the year, the Company shall make up for accumulated losses in past years. Where there is still balance, the Company shall set aside 10% of the sum of said profit in balance and the amount of profit (or loss) items adjusted to the current year’s undistributed earnings other than the said profit as legal reserve and a special reserve as required by law. Subject to certain business conditions under which the Company may retain a portion of the remaining balance, the Company may distribute to the shareholders the remainder together with undistributed profits from previous years in proportion to the number of the shares held by each shareholder as shareholders’ dividend. However in the case of increase in the Company's share capital, the shareholders' dividend to be distributed to the shareholders of increased shares for the year shall be decided by the shareholders' meeting.

The distribution of shareholders’ dividend shall take into consideration the changes in the outlook for the Company's businesses, the lifespan of the various products or services that have an impact on future capital needs and taxation. Shareholders’ dividend shall be distributed aimed at maintaining the stability of shareholders’ dividend distributions. Save for the purposes of improving the financial structure, reinvestments, production expansion or other capital expenditures in which capital is required, when distributing shareholders’ dividend, the dividend payout ratio each fiscal year shall be no less than fifty percent (50%)of the final surplus which is the sum of after-tax profit of the fiscal year to withhold previous loss, if any, legal reserve and special reserve as required by law; the cash dividend shall not be less than 10% of the shareholders’ dividend distributed in the same year.

2. Hereby lists the Company's dividend in recent years as follows:

-90-

Year
Cash Dividend
Ratio of Total
Dividend
Stock dividend
Ratio of Total
Dividend
Total dividend
2015
NT $1.1
100%
NT $0
0%
NT $1.1
2016
NT $0.9
100%
NT $0
0%
NT $0.9
2017
NT $1.2
100%
NT $0
0%
NT $1.2
2018
NT $2.8
100%
NT $0
0%
NT $2.8
2019
NT $3.0
100%
NT $0
0%
NT $3.0
2020 (Proposed)
NT $3.55
100%
NT $0
0%
NT $3.55

The net income after tax for FY2020 as NT$ 14,710,485,716. After the appropriation of Legal Reserve and Special Reserve, NT$ 12,191,041,500 is left. The Broad has proposed a cash dividend of NT$ 3.55 per share, which is summed up to NT$ 11,933,137,553 in total.

4.1.9 Effects on Business Performance and EPS Resulting From Stock Dividend Distribution

Unit: NT$

Item
Year 2021 (Estimated)
Paid-In Capital (Beginningof The Year) NT$33,614,471,980
StockCash
Dividend
Distribution
Cash Dividend Per Share NT$3.55
Stock Dividend From Retained Earnings Per Share 0.00 Share
Stock Dividend From Capital Surplus Per Share 0.00 Share
Variance In
Business
Performance
OperatingIncome Not Applicable*
% Change In OperatingIncome
Net Income
% Change In Net Income
Earnings Per Share
% Change In EPS
Average Return on Investment (%)
(Reciprocal of Average P/E Ratio)
Pro Forma EPS
& P/E Ratio
If Retained Earnings
Distributed In Cash
Dividend
Pro Forma Earnings Per Share
Pro Forma Average Yearly
Return on Investment

If Capital Surplus
Not Distributed In
Stock Dividend
Pro Forma Earnings Per Share
Pro Forma Average Yearly
Return on Investment
If Retained Earnings
& Capital Surplus
Distributed In Cash
Dividend Rather
Than Stock
Dividend
Pro Forma Earnings Per Share
Pro Forma Average Yearly
Return on Investment
  • As the Company does not disclose its financial forecast information, in compliance with relevant governmental regulations, there is no need to provide this information.

-91-

4.1.10 Employees’ Compensation and Directors’ and Supervisors’ Remuneration

  1. The percentages or ranges with respect to employees' compensation and directors' remuneration as set forth in the Asia Cement Corporation's Articles of Incorporation: Pursuant to the Articles of Incorporation for distribution 0.1%~4% as employees' compensation and distribution less than 2.5% as directors' remuneration base on the profit of the current year. However, the company's accumulated losses shall have been covered. The company may, by a resolution adopted by a majority vote at a meeting of Board of Directors attended by two-thirds of the total number of directors, determine the actual ratio, amount, form (in the form of shares or in cash) and the number of shares of the profit distributable as employees’ compensation; and a report of such distribution shall be submitted to the shareholders' meeting. The actual ratio and amount of the profit distributable as directors’ remuneration shall also be determined by Board of Directors, and a report of such distribution shall be submitted to the shareholders' meeting.

  2. (1)The basis for estimating the amount of employees' compensation and directors' remuneration: Distribution 0.1%~4% as employees' compensation and less than 2.5% as directors' remuneration shall be based on the profit before income tax of the current year.

  3. (2)The number of shares to be distributed as employees’ compensation: NA

  4. (3)The accounting treatment of the discrepancy, if any, between the actual distributed amount and the estimated figure for the current period: the difference would be regarded as accounting estimation adjustment and recognized as the profit and loss of 2021.

  5. Information on resolved by the Board of Directors on March 25, 2021 for distribution of compensation:

  6. (1)The amount of any compensation distributed in cash or stocks: Employees’ cash compensation is NT$ 189,833,613. Directors' cash remuneration is NT$ 166,104,411.

  7. (2)If there is any discrepancy between that amount and the estimated are recognized for the fiscal year shall be disclosed the discrepancy amount, its cause, and the status of treatment: No discrepancy.

  8. (3)The amount of any employees' compensation distributed in stocks, and the amount as a percentage of the sum of profit after income tax base on the separated financial report and total employees’ compensation: NA

  9. The actual distribution of employees' compensation and directors' remuneration for the previous fiscal year (with an indication of the number of shares, amount and stock price of the shares distributed), and if there is any discrepancy between the actual distribution and the recognized employees' compensation and directors' remuneration shall be disclosed the discrepancy, its cause, and the status of treatment:

  10. The Board of Directors resolved on March 25, 2020 to distribute employees’ compensation NT$ 261,064,444 and directors’ remuneration NT$ 230,296,135. The employees' compensation and directors' remuneration was fully distributed and no discrepancy with 2019 separate

  11. financial report

  12. Buyback of Treasury Stock: None.

  13. Preferred Stock: None.

  14. Employee Stock Option: None.

  15. Restricted Stock Awards for employees: None.

  16. Merger or acquisition of other company’ share to issue new share: None.

-92-

4.2 Summary of Corporate Bonds

4.2.1 Issued Corporate Bonds

.2.1 Issued Corporate Bonds .2.1 Issued Corporate Bonds
Type of Bond
Issued
Item
1st Unsecured Corporate Bond
Issued in 2016
1st Unsecured Corporate Bond
Issued in 2019
Date Issued Sep.27,2016 May. 8,2019
ParValue NT$1,000,000 NT$1,000,000
Issue and Trade Place N/A N/A
Issue Price ParValue ParValue
Nominal Amount NT$6,000,000,000 NT$6,500,000,000
Interest Rate 0.80% 0.88%
Term Five Years.
Maturity:
Sep.27,2021
Five Years.
Maturity:
May. 8,2024
Guaranty/Guarantor None None
Trustee China Trust Commercial Bank,
TrustDepartment
China Trust Commercial Bank,
TrustDepartment
Underwriter KGISecurities Co.LTD. MasterlinkSecurities Corporation
Certified Lawyer M.T.HUANG M.T.HUANG
Certified Public Accountant L.W.Kuo, Y.W.Fan L.W.Kuo, Y.W.Fan
Repayment Method Interest Paid Annually Since Issue, 50%
Principal Installed Seperately After The
45th Anniversary of TheIssueDate
Repayment In Lump Sum Upon
Maturity
OutstandingBalance NT$3,000,000,000 NT$6,500,000,000
RedemptionClauses None None
RestrictiveCovenants None None
Credit Rating Agency/Date/Rating Taiwan Ratings Corporation
Long term Credit Ratings: twA
Short term Credit Ratings: twA-1
Outlook: Stable
Bond Ratings: -
Creditrating date: Nov.17,2015
Taiwan Ratings Corporation
Long term Credit Ratings: twA+
Short term Credit Ratings: twA-1
Outlook: Stable
Bond Ratings: -
Creditrating date: Sep.19,2018
Convertible Amount
Converted
None None
Issue/
Conversion
Rules
None None
Terms to issuance, conversion,
exchange and subscription. The
impacts to current shareholder
equityandpotential dilutions.
None None
Custodian None None

-93-

Type of Bond
Issued
Item
Type of Bond
Issued
Item
2nd Unsecured Corporate Bond
Issued in 2019
1st Unsecured Corporate Bond
Issued in 2020
Date Issued Aug.16,2019 Apr.20,2020
ParValue NT$1,000,000 NT$1,000,000
Issue and Trade Place N/A N/A
Issue Price ParValue ParValue
Nominal Amount NT$3,500,000,000 NT$7,700,000,000
Interest Rate 0.79% 0.66%
Term Five Years.
Maturity:
Aug.16,2024
Five Years.
Maturity:
Apr.20,2025
Guaranty/Guarantor None None
Trustee China Trust Commercial Bank,
TrustDepartment
China Trust Commercial Bank,
TrustDepartment
Underwriter Yuanta Securities Co.,Ltd. Yuanta Securities Co.,Ltd.
Certified Lawyer M.T.HUANG M.T.HUANG
Certified Public Accountant H.W.Tai, Y.W.Fan H.W.Tai, Y.W.Fan
Repayment Method
RepaymentIn Lump SumUpon Maturity RepaymentIn Lump SumUpon Maturity
OutstandingBalance NT$3,500,000,000 NT$7,700,000,000
RedemptionClauses None None
RestrictiveCovenants None None
Credit Rating Agency/Date/Rating





Taiwan Ratings Corporation
Long term Credit Ratings: twA+
Short term Credit Ratings: twA-1
Outlook: Stable
Bond Ratings: -
Credit ratingdate:Sep. 19,2018





Taiwan Ratings Corporation
Long term Credit Ratings: twA+
Short term Credit Ratings: twA-1
Outlook: Stable
Bond Ratings: -
Credit ratingdate:Oct. 23,2019
Convertible Amount
Converted
None None
Issue/
Conversion
Rules
None None
Terms to issuance, conversion,
exchange and subscription. The
impacts to current shareholder
equityandpotential dilutions.
None None
Custodian None None

-94-

Type of Bond
Issued
Item
Type of Bond
Issued
Item
2nd Unsecured Corporate Bond
Issued in 2020
3rd Unsecured Corporate Bond
Issued in 2020
Date Issued Jun.18,2020 Sep.23,2020
ParValue NT$1,000,000 NT$1,000,000
Issue and Trade Place N/A N/A
Issue Price ParValue ParValue
Nominal Amount NT$5,500,000,000 NT$6,200,000,000
Interest Rate Tranche A: 0.75%
TrancheB: 0.83%
Tranche A: 0.65%
TrancheB: 0.73%
Term Tranche AFive Years.
MaturityJun. 18, 2025
Tranche BSeven Years.
MaturityJun.18,2027
Tranche AFive Years.
MaturitySep. 23, 2025
Tranche BSeven Years.
MaturitySep.23,2027
Guaranty/Guarantor None None
Trustee China Trust Commercial Bank,
TrustDepartment
China Trust Commercial Bank,
TrustDepartment
Underwriter Yuanta Securities Co.,Ltd. MasterlinkSecurities Corporation
Certified Lawyer M.T.HUANG M.T.HUANG
Certified Public Accountant H.W.Tai, Y.W.Fan H.W.Tai, Y.W.Fan
Repayment Method
RepaymentIn Lump SumUpon Maturity RepaymentIn Lump SumUpon Maturity
OutstandingBalance NT$5,500,000,000 NT$6,200,000,000
RedemptionClauses None None
RestrictiveCovenants None None
Credit Rating Agency/Date/Rating





Taiwan Ratings Corporation
Long term Credit Ratings: twA+
Short term Credit Ratings: twA-1
Outlook: Stable
Bond Ratings: -
Credit ratingdate:Oct. 23,2019





Taiwan Ratings Corporation
Long term Credit Ratings: twA+
Short term Credit Ratings: twA-1
Outlook: Stable
Bond Ratings: -
Credit ratingdate:Oct. 23,2019
Convertible Amount
Converted
None None
Issue/
Conversion
Rules
None None
Terms to issuance, conversion,
exchange and subscription. The
impacts to current shareholder
equityandpotential dilutions.
None None
Custodian None None

-95-

Type of Bond
Issued
Item
Type of Bond
Issued
Item
4th Unsecured Corporate Bond
Issued in 2020
Date Issued Dec.23,2020
ParValue NT$1,000,000
Issue and Trade Place N/A
Issue Price ParValue
Nominal Amount NT$9,400,000,000
Interest Rate Tranche A: 0.57%
TrancheB: 0.65%
Term Tranche AFive Years.
MaturityDec. 23, 2025
Tranche BSeven Years.
MaturityDec.23,2027
Guaranty/Guarantor None
Trustee China Trust Commercial Bank,
TrustDepartment
Underwriter Yuanta Securities Co.,Ltd.
Certified Lawyer M.T.HUANG
Certified Public Accountant H.W.Tai, Y.W.Fan
Repayment Method
RepaymentIn Lump SumUpon Maturity
OutstandingBalance NT$9,400,000,000
RedemptionClauses None
RestrictiveCovenants None
Credit Rating Agency/Date/Rating





Taiwan Ratings Corporation
Long term Credit Ratings: twA+
Short term Credit Ratings: twA-1
Outlook: Positive
Bond Ratings: -
Credit ratingdate:Sep. 28,2020
Convertible Amount
Converted
None
Issue/
Conversion
Rules
None
Terms to issuance, conversion,
exchange and subscription. The
impacts to current shareholder
equityandpotential dilutions.
None
Custodian None

-96-

Type Of Bond
Issued
Item
Type Of Bond
Issued
Item
3rdOverseas
Unsecured Convertible Bonds
Date Issued Sep. 21,2018
Par Value US$200,000 and in increments of US$1,000 thereafter
Issue And Trade Place Singapore Exchange
Issue Price Par Value
Nominal Amount US$215,000,000
Interest Rate 0%
Term Five Years Maturity: Sep. 21,2023
Guaranty/Guarantor None
Trustee BNY Mellon
Underwriter UBS AG HongKongBranch
Certified Lawyer Y.H. Wang
Certified Public Accountant L.W. Kuo,Y.W. Fan
Repayment Method Unless previously redeemed, repurchased and cancelled or converted, the bonds will be
redeemed at their principal amount with a yield calculated at the rate of 0.6% per annum
on the maturity date.
OutstandingBalance US$215,000,000
Redemption Clauses A. The Issuer may redeem the Bonds at the option of the Issuer in whole or in part at
any time after three years of the Issue Date at the Early Redemption Price, if the
closing price for 30 consecutive trading days (in the event of ex-rights or ex-
dividends, the closing price on each applicable trading days during the period from
the ex-rights or ex-dividends trading day to the ex-rights or ex-dividends record
date, as the case may be, shall be adjusted to the price taking into account of impact
of the ex-rights or ex-dividends) of the Issuer’s common shares on the TSE is at
least 130% of the amount, which is the price of Early Redemption Price multiplied
by the then Conversion Price divided by the principal amount of the Bonds;
B.
The Issuer may redeem all of the Bonds at the Early Redemption Price in the event
that at least 90% of the Bonds have been previously redeemed, repurchased and
cancelled or converted.
C.
The Issuer may redeem all of the Bonds at the Early Redemption Price in the event
of changes in ROC taxation resulting in increase of tax obligation or the necessity
to pay additional interest expense or increase of additional costs to the Issuer.
Restrictive Covenants None
Credit Rating Agency/Date/Rating None
Convertible Amount
Converted
None
Issue/
Conversion
Rules
Except for closed periods as prescribed by ROC laws and regulations or otherwise
described in the Indenture, the bondholders shall have the right to require the Issuer to
convert the bonds into the converted securities at any time during the period from the
next day immediately after the end of a three-month period following the Issue Date to
30th day prior to the Maturity Date. The aforementioned closed periods shall mean:
A. The period during which under the laws of the ROC the Issuer has to close its
shareholders' register,whichperiod currentlyincludes 60 daysprior to the date of

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  • the annual general shareholders' meeting, 30 days prior to a special shareholders' meeting, or any other period prescribed by law.

  • B. In the event of free distribution of shares, distribution of cash divided or rights issues, the period from the fifteen trading days prior to the commencement day of the closed period with respect to the record date for determination of shareholders entitled to receive dividends, subscription of new shares or other benefits to the record date for the distribution or allocation of the relevant dividends, rights and benefits.

  • C. In the event of capital reduction, the period from the record date for determination of the shareholders participating in such capital reduction to the first trading day immediately prior to the date on which the Common Shares resume trading after such capital reduction.

  • D. Other closed period as required by ROC laws and regulations or by the TSE. E. Where any ROC laws and regulations governing closed period as above-mentioned has been changed or amended, the closed period shall be amended to comply with the prevailing laws and regulations.

  • Terms to issuance, conversion, The 3[rd] overseas unsecured convertible bonds with a zero coupon rate, the bonds

  • exchange and subscription. The provide a low-cost source of long-term funds and reduce the interest expenses, and

  • impacts to current shareholder equity therefore have a positive boost on the Issuer's profitability.

  • and potential dilutions. Custodian None

4.2.2 Issued Exchangeable Bonds and Convertible Bonds

Type of Bonds Issued Type of Bonds Issued 3rdOverseas Unsecured Convertible Bonds 3rdOverseas Unsecured Convertible Bonds 3rdOverseas Unsecured Convertible Bonds 3rdOverseas Unsecured Convertible Bonds 3rdOverseas Unsecured Convertible Bonds
Item Year
Launch
Date
2018 2019 2020 From the
current year to
March. 31,2021
Market Price of
Convertible
Bonds(US$)
Highest 100 107.07 126.37 130.98 140.19
Lowest 100 99.23 101.38 104.49 122.04
Average 100 102.37 111.90 120.16 127.78
Conversion Price/Share 42.24 42.24 39.7 37.11Note1 37.11
Issuing (handling) date and
conversionprice in issuing
Issued on September. 21, 2018
NT$42.24/share
Method of performing
conversion obligations
Issuance of new shares

Note1: Pursuant to the Indenture, the conversion price of the bonds had been adjusted to NT$37.11/Share since July 30, 2020 as ACC distributed cash dividends and stock dividends.

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4.3 Summary of Issued GDR

5. Issue Date 5. Issue Date 5. Issue Date Jun. 23,1992 Sep. 13,1996 Jan. 23,2007 Mar. 25,2008
Issuance & Listing London Stock Exchange
Total Amount(US$) 66,002,750 60,000,010.77 83,209,951.46 61,355,000
IssuingPriceper GDR(US$) 27.50 19.67 9.905946602 17.53
Number of GDR Issued 2,400,100 3,050,331 8,400,000 3,500,000
Underlying Securities ACC Common
Shares held by
Far Eastern
New Century
Corporation
ACC Common
Shares held by
Far Eastern
New Century
Corporation
ACC Common
Shares held by
Yuang Ding
Investment
Corporation
ACC Common
Shares held by
Far Eastern
General
Contractor Co.,
Ltd. and Far
Eastern
Construction
Co., Ltd.
Common Shares Represented
(shares)
24,001,000 30,503,310 84,000,000 35,000,000
Right & Obligation of GDR
Holders
Same as Common Shareholders
Trustee Not Applicable
DepositaryBank BNY Mellon
Custodian Far Eastern International Bank
Outstanding 27,237(As of March 31,2021)
Apportionment of Expenses for
Issuance & Maintenance
All expenses related to issuance and maintenance is undertaken by
FENC and ACC respectively.
Major Commitment of Depositary
Agreement & CustodyAgreement
GDR holders are allowed to vote on a given agenda only when
over 51% of them reach consensus.
Closing
Price
Per
GDR
(US$)
2020 Highest 11.9
Lowest 11.9
Average 11.9
As of
March
31,2021
Highest 11.9
Lowest 11.9
Average 11.9

*Each GDR represented 10 Common Shares.

4.4 Status on Execution of Capital Utilization Plans

Funds utilization plans have not been completed or have been completed in past 3 years but their benefits have not been appeared: none.

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V Overview of Business Operation

5.1 Business Introduction

5.1.1 Business Scope

  1. Scope of Business: Please refer to Section 2.1: “Scope of Business.”

  2. Main Business and Percentage:

  3. A. Production and sales of Cement and clinker: 91%.

  4. B. Granulated blast-furnace slag: 9%.

  5. New Product Research & Development: None.

5.1.2 Industry Overview

  1. Market situation and future outlook

  2. A. The 2020 total cement production volume in Taiwan was 11,862,124 MT, increased 4.28% compared to 2019. Among them, the domestic cement sales was 9,595,630 MT, and exported cement was 2,266,494 MT. Compared with those in 2019, domestic sales increased by 5.97%, exports decreased by 2.35%. In 2020, compared with the traditional industries affected by the epidemic, the cement industry, driven by the joint demand of the government and the private sector, rise against the trend. The cement consumption increased to 12,105,825 MT, increased by 6.38%. The 2020 per capita average cement consumption is about 514 kg, increased 6.64% from 482 kg in 2019. As a result, the cement market in Taiwan showed a stable growth trend.

  3. B. For the year 2021:

    • (1) Outlook of the domestic market:

In 2020, due to the proper control of the Covid19 epidemic, Taiwan’s economic growth rate is 3.11%. According to the estimate issued by the Chinese Academy of Economics in April 2021, it will continue to rise again in 2021, with an annual growth rate of approximately 4.80%, compared with 2020. An increase of 1.69%.

In Taiwan, in order to revitalize the domestic market, the government will accelerate the implementation of various public construction to expand domestic demand. The total budget for 2021 is NT$ 132.4 billion for public construction and design, plus a special budget for forward-looking infrastructure NT$ 104.1 billion, and operating and nonoperating special funds for TW$ 297.5 billion, totaling TW$ 534 billion, increased NT$ 96.2 billion or 22% compared with 2020.

In terms of real estate, the number of houses transaction in the housing market in 2020 was 326 thousand, an increase of 8.6% compared to those in 2019. This is the highest record in recent 7 years with four years growth since 2017. In 2021, the fundamentals of the housing market have maintained a stable because of housing need. However, the recent government's credit control and real estate tax system to curb short-term speculation will cause variables on the growth of the housing market.

In 2021, under the government's regulation of the housing market, severe shortages

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of construction workers, and the continued impact of the Covid19 epidemic, the economy is full of uncertainties. However, driven by the government to accelerate the implementation of public works, The total demand for cement in Taiwan is still expected to grow compared to last year.

(2) Outlook of the global markets:

For the outlook of 2021, the global market saw a shrinkage due to the COVID-19 pandemic as many countries implemented the lockdown policy, which affected the international cement prices. Fortunately, the Chinese market picked up slowly from April with a bullish demand for the second half of the year. This will trigger the rise of cement clinker prices. In the international market, exports from Eastern Asian and Southeastern Asian countries was affected as they stopped operation of the kilns and reduced production as they were hit hard by the Covid19 pandemic. The export in Japan is expected to increase as the Olympic Games are postponed. The rebound of the U.S. and European markets will be dependent on the control of the pandemic. The western U.S. and Hawaiian markets to which Asia Cement supplies have been impacted only temporarily thanks to the economic policies maintained by the local governments. Asia Cement will shift part of its export from the declined Southeastern Asian market to western U.S. to maintain its export contribution. In addition, Asia Cement will continue to cooperate with the government’s export policy for the cement industry by keeping the export volume under the upper limit prescribed by the policy and supplying to few long-term markets. To maintain its business profits, Asia Cement will actively purchase cement, clinker, plaster and silicon sands from other countries and supply them to the Southeastern Asian market. For the year 2021, Asia Cement will continue with its export strategy to maintain the export volume from Taiwan and expand the raw material business.

Overall, the cement market in Taiwan showed a stable growth trend., while Foreign markets need to be cautious and wait and see.

  • C. In addition to root in Taiwan for on-going cement business operation, the Company will keep enhancing its competitiveness by largely expansion in China both in production and sales.

  • The relationships among the value chain of cement industry

The upstream, midstream and downstream sectors of cement industry, namely ready-mixed concrete, precast, and construction industry, are co-existed and blooming together. Nowadays, vertical integration is the trend in cement industry. As a result, the Company’s operation strategy - is to establish the downstream subsidiaries Ya Tung Ready-mixed Concrete Corp. and Yali Precast & Prestressed Concrete Industries Corp., and to invest Far Eastern Construction Company and Far Eastern General Contractor Company to grasp the business opportunities.

  1. Product development and company competitiveness Although the cement products include Portland Cement Type I, Type II, and Special Cement, the major market demand is Portland Cement Type I. However, the overseas market has stronger demand for Special Cement in recent years. The ability to produce quality products and the shipping & loading efficiency has become the key competitive factors.

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5.1.3 Technology and Research Development

Technology and Research Development Technology and Research Development
As of April 30, 2021
Unit: NT$1,000
Item Amount
Reduce the value of the mine blasting vibration 2,850
Industrial 4.0 Project Phase 2:
- Cloud War Room
- Product Line Machine Predictive Maintenance
- Intelligent Mining
4,000
Big Data Analysis - Predictive Analysis Project 1,000
Development of whole plant weighing system 800
Production of Wet-mix Mortar 500
Total 8,650

5.1.4 Short-term Business Plan

  • To strengthen the existing domestic and international channels of cement sales.

  • To reduce costs and to maintain fully sell out the estimated production volume and sound profitability.

  • To fulfill the vertical integration policy and to expand into downstream market channels.

  • To keep good relationship with customers and foresee market trend.

5.1.5 Long-term Business Plan

  • Maintain solid position in Taiwan - improve producing efficiency.

  • Increase the investment in China (Please refer to the “I Report to Shareholders” at page 1 and the “8.2 Basic Information of Affiliates” at section 8.2 of this annual report.

  • Extend the global market - Find new markets, new opportunities to expand overseas operations.

5.2 General Information of Market & Production

5.2.1. Markets Analysis

  1. Major Sale Markets

  2. A. Cement and Clinker:

“Skyscraper” is the Company’s brand-name for marketing all kinds of our products. Our domestic market includes Taiwan, Penghu, Kinmen and Matsu, and our overseas market includes United States, Philippine, Malaysia, Hawaii, Guam, Singapore, etc.

  • B. Ready-Mixed Concrete:

To provide better customer service, our subsidiary, Ya Tung Ready-Mixed Concrete Corp., has set up many plants around Taiwan, and furthermore established strategic alliance with local firms.

  1. Market Share

In 2020, the Company domestic sales was 2,745,789 MT, i.e. 28.61% of the sales amount of all

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domestic cement producers, which was equal to 22.73% of total cement consumption in Taiwan.

  1. Market supply forecast, growth opportunity, and business competitiveness:

  2. A. Due to the proper control of the Covid19 epidemic in Taiwan, the market is booming in 2021. According to the Chinese Academy of Economics' forecast in April 2021, the GDP growth rate will reach 4.8%, which will increase by 1.69% from 2020. However, the Taiwanese Academy of Economics survey shows that the government is trying to curb housing market speculation. Credit control has been carried out and the new version of the real estate tax system has been passed. In addition, there is a serious shortage of construction labor, so some real estate owners have a conservative view of the future economy. Fortunately, in order to expand domestic demand, the government will accelerate the promotion and implementation of various public construction plans. Therefore, domestic demand for the whole year of 2021 is expected to grow steadily. In addition, energy, raw materials, labor costs, ocean freight prices and the amount of imported cement are other important factors affecting sales.

  3. B. For the export sales, the Company is expected to export 1.1~1.1 million MT of cement and clinker in 2021, which is equivalent to 2020. The Company has long term major customers in Philippine, Malaysia, Hawaii, etc. and shall continue to maintain an excellent business relationship with them in the years to come. The Company has also expanded its trading business for cement.

  4. C. In the view of the vast and steady growth market in China, the production, storage, and transportation facilities of the Company constitute an effective competitive niche and profitability for the Company.

  5. Positive factors for the industry development

    • A. In 2021, the government will continue to strengthen domestic demand and promote investment in public construction, and actively promote industrial innovation and forward-looking infrastructure to revitalize the domestic market. The total budget of the central government for 2021 is 132.4 billion, plus 104.1 billion for the third phase of the forward-looking infrastructure special budget and 297.5 billion for business and non-business special funds. The total budget is 534 billion. This is an increase of 96.2 billion from the same basis in 2020, an increase of about 22%.

    • B. In 2020, the floor area of the building license application increased by 12% compared with 2019. In 2020, the number of houses transaction was 326,000, an increase of 8% per year. This shows that private investment continues to increase. Meanwhile, Taiwanese businessmen returning to Taiwan to invest, government accelerating public construction, reconstruction, urban renewal will help increase domestic construction investment. However, with the impant of the government regulating housing market and the lack of construction labor, these uncertainties in the future are still high, and we still need to continue to observe the follow-up.

    • C. The Ministry of Finance announced in February 2017 to continue to levy cement and clinker from China at the original approved tax rate of 91.58% anti-dumping duties for five years. This will help stability of the domestic industry.

  6. Negative factors and the solutions

  7. A. Industry relocation, environmental awareness, and emission limits of carbon dioxide will increase the difficulties in both public constructions and private housing sectors, and cause

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the construction industry more conservative. This will constrain the growth of cement demand.

  • B. The Ministry of Economic Affairs has set limitations on trade volume of domestic cement industry according the Foreign Trade Law. The limitations will gradually lower the exportproduction ratio from 50% in 2011 to 24% in 2021. The over-supply condition will be worse.

  • C. Mining Industry Law is currently in the occasion of amending, the industry will face more stringent operating requirements and limitations.

  • D. Limestone tax is raised from NT$ 10 to NT$ 70 per metric ton. As well as the recent rise in coal prices will bring to the cement industry to more difficult condition.

  • E. Solutions:

  • Improve the efficiency of current production, transportation and marketing activities and strengthen the downstream distribution channels in both domestic and overseas market. Continue selecting good target markets, establish production and distribution channels, expand customers in emerging countries, and realize reasonable profitability.

5.2.2 Application of Major Cement Products

  1. Portland Cement Type I:

It is known as ordinary cement, used for all structural projects which are not particularly exposed

to sulphuric acid or underground water. Most of the current market supply is in this category.

  1. Portland Cement Type II:

  2. With lower hydration heat than Portland Cement Type I as well as low alkalis and moderate resistance to sulfate, Portland Cement Type II is for large-scale structures. It is resistant against cracking and erosion by sea water, salt, and alkali. The general purposes are as follows:

  3. A. Underground foundation engineering: Tower Building Basement, underpass, sewers, tunnels and massive underground rapid transit systems.

  4. B. Large-scale concrete works: Bridges, dams, water retention facilities, valve based structure.

  5. C. Construction subject to erosion by sea water and sea wind: dock, breakwaters, caisson, breeding plants, harbors, and others.

  6. D. Project that requires resistance to sulfate: Sewage treatment plants and chemical engineering.

  7. Special Purpose Cement: Produced to meet customers’ special needs.

  8. Production process:

All types of cement are produced in accordance to a fixed proportion of mixtures, in the following steps:

  • A. Limestone and clay are mixed and ground into raw meal.

  • B. Raw meal is poured into the rotary kiln and burned in high temperature to produce clinker.

  • C. Clinker is mixed with gypsum and ground into cement.

  • D. Cement is sold in bulk or packages.

5.2.3 Supply Condition of Main Raw Materials

The major raw materials used by the Company consist of limestone, clay, gypsum, pyrite, iron slag, and raw coal for fuel. Except a little limestone, most limestone is produced and used by the Company. Clay is purchased from domestic suppliers through long-term contracts. Gypsum and pyrite are supplied by qualified domestic and foreign firms. Fuel coal is supplied by Australian providers via long or short term contracts.

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5.2.4 Major Suppliers Information for the Last Two Years

5.2.4 Major Suppliers Information for the Last Two Years 5.2.4 Major Suppliers Information for the Last Two Years 5.2.4 Major Suppliers Information for the Last Two Years 5.2.4 Major Suppliers Information for the Last Two Years 5.2.4 Major Suppliers Information for the Last Two Years 5.2.4 Major Suppliers Information for the Last Two Years 5.2.4 Major Suppliers Information for the Last Two Years 5.2.4 Major Suppliers Information for the Last Two Years 5.2.4 Major Suppliers Information for the Last Two Years
Unit: NT$1,000
2019
2020
Item Company Name
Amount
%
Relation with Issuer
Company Name
Amount
%
Relation with Issuer
1
BB Co.,Australia
853,694
32.23 Raw material supplier BB Co.,Australia
819,137
29.16 Raw material supplier
2
ChungLingCo.
498,363
18.82 Raw material supplier ChungLingCo.
342,005
12.17 Raw material supplier
3
Young Year
(Gypsum)
77,521
2.93 Raw material supplierFULL MAX
(Gypsum)
47,514
1.69 Raw material supplier
4
Anhe Engineering
76,337
2.88 Equipment supplier
Anhe Engineering
163,896
5.83 Equipment supplier
Others
1,142,578
43.14
Others
1,436,747
51.15
Net Total Supplies
2,648,493 100.00
Net Total Supplies
2,809,299
100.00
2019 2020
Item Company Name Amount % Relation with Issuer Company Name Amount % Relation with Issuer
1 BB Co.,Australia 853,694 32.23 Raw material supplier BB Co.,Australia 819,137 29.16 Raw material supplier
2 ChungLingCo. 498,363 18.82 Raw material supplier ChungLingCo. 342,005 12.17 Raw material supplier
3 Young Year
(Gypsum)
77,521 2.93 Raw material supplier FULL MAX
(Gypsum)
47,514 1.69 Raw material supplier
4 Anhe Engineering 76,337 2.88 Equipment supplier Anhe Engineering 163,896 5.83 Equipment supplier
Others 1,142,578 43.14 Others 1,436,747 51.15
Net Total Supplies 2,648,493 100.00 Net Total Supplies 2,809,299 100.00

Note: Variations are because of market mechanisms.

5.2.5 Major Clients Information for the Last Two Years

5.2.5 Major Clients Information for the Last Two Years 5.2.5 Major Clients Information for the Last Two Years 5.2.5 Major Clients Information for the Last Two Years 5.2.5 Major Clients Information for the Last Two Years 5.2.5 Major Clients Information for the Last Two Years 5.2.5 Major Clients Information for the Last Two Years 5.2.5 Major Clients Information for the Last Two Years 5.2.5 Major Clients Information for the Last Two Years 5.2.5 Major Clients Information for the Last Two Years
Unit: NT$1,000
2019 2020
Item
Company Name
Amount % Relation with Issuer Company Name Amount % Relation with Issuer
1 Ya Tung Ready-
Mixed Concrete Co.
1,805,262
20.99

Subsidiary
Ya Tung Ready-Mixed
Concrete Co.
1,866,025 21.89 Subsidiary
Others 6,794,161
79.01
Others 6,659,058 78.11
Net Sales 8,599,423 100.00 Net Sales 8,525,083 100.00

Note: Variations are because of market mechanisms.

5.2.6 Output of Main Products

1. ACC (Taiwan)

Unit: NT $1,000, Cement and Clinker 1,000 MT

Year
Output
Product
2019 2019 2019 2020 2020 2020
Capacity Production
Volume
Production
Value
Capacity Production
Volume
Production
Value
Cement & Clinker 5,597 3,630 7,348,535 5,597 3,725 6,896,893

2. ACC (China)

Unit: NT $1,000, Cement and Clinker 1,000 MT

Year
Output
Product
2019 2019 2019 2020 2020 2020
Capacity Production
Volume
Production
Value
Capacity Production
Volume
Production
Value
Cement & Clinker 35,500 30,501 27,536,086 36,600 29,119 24,804,828

5.2.7 Sales of Main Products

1. ACC (Taiwan)

Unit: NT $1,000, Cement and Clinker 1,000 MT

Year
Sales
**Product **
2019 2019 2019 2019 2020 2020 2020 2020
Domestic Sales Export Sales Domestic Sales Export Sales
Volume Value Volume Value Volume Value Volume Value
Cement & Clinker* 2,608 5,792,210 1,039 1,835,779 2,762 6,142,157 997 1,588,607
  • Cement & Clinker produced by the Company.

2. ACC (China)

Unit: NT $1,000, Cement and Clinker 1,000 MT

Year
Sales
Product

2019
Domestic Sales
Export Sales
Volume
Value
Volume
Value

2019
Domestic Sales
Export Sales
Volume
Value
Volume
Value

2019
Domestic Sales
Export Sales
Volume
Value
Volume
Value

2019
Domestic Sales
Export Sales
Volume
Value
Volume
Value
2020 2020 2020 2020
Export Sales Domestic Sales Export Sales

Value
Volume Value Volume Value Volume Value
Cement &
Clinker*
30,781 49,729,598 57 64,312 29,110 43,279,889 - -
  • Cement & Clinker produced by the Company.

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5.3Human Resources

Year 2019 2020 As of Mar. 31, 2021
Number of
Employees
Headquarter 152
151

150
Hsinchu Plant 29
29

29
Hualien Plant 306
301

298
Total 487
481

477
Average Age 47.92
46.37

45.95
Average Years of Service 21.48
18.06

16.95
Education Ph.D. 0
0

0.21%
Masters 16.43% 17.67%
17.40%
Bachelor’s Degree 47.64% 47.19%
47.17%
Senior High School 31.62% 31.81%
31.66%
Below Senior High School 4.31% 3.33%
3.56%

5.4 Expenditures on Environmental Protection

Unit: NT$ 1,000

Unit: NT$ 1,000
Items Amount
1 Green vegetation and maintenance for quarry 8,592
2 Other (Dust collector, dust collection bag inspection and
chimney inspection, Environmental protection fixed assets
Plant vegetation and maintenance costs,Trainingcost etc.)
53,567
Total 62,352

According to government regulations, the Company set up the continuous emission monitoring system to monitor pollutant opacity of nitrogen oxides, sulfur oxides, and other pollutants.

  • During the most recent fiscal year and the current fiscal year up to the printing date of the annual report, the loss (including compensation) and penalty resulted from environmental pollution: (1) Fine: NT$ 52,500.

  • (2) Reasons:

In October 2020, the wasted oil pipe of the Hsinchu plant leaked oil and contaminated the soil.

(3) Countermeasures:

The cost of oil pollution removal, soil transportation, and recovery works is about NT$2.14 million.

  • The restriction of RoHS (to restrict the use of hazardous chemicals) is not applicable to the Company.

5.4.1 ISO-14001 Environmental Management Systems (EMS)

1. ISO-14001 EMS has become the trend in many advanced countries.

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  1. In August 1996, the Hualien plant of the Company passed certification by the Bureau of Commodity Inspection and Quarantine of the Ministry of Economic Affairs (MOEA), and in November of the same year, Hualien plant became one of the first organizations in Taiwan to receive ISO-14001 certification. In July 2000, Taiwan’s first Environmental Report was completed by Hualien plant according to Sustainability Reporting Guidelines of Global Reporting Initiative (GRI).

  2. The affiliated Jiangxi Yadong Cement Co., Sichuan Yadong Cement Co., Hubei Yadong Cement Co., Huanggang Yadong Cement Co., and Wuhan Yaxin Cement Co., have awarded ISO-14001 certification.

5.4.2 Air Pollution Prevention

  1. One of the main environmental concerns relating to cement production is air pollution caused by the dust generated from production processes. Therefore, the work of dust disposal is an important duty, not only to prevent air pollution, but also to reduce the loss of raw materials and finished products. Consequently, ACC has always emphasized on the efficiency of dust collection equipment.

  2. For increasing dust preventive facilities, Hsinchenshan Mine of the Hualien plant had built 440meters-long fully-closed belt conveyor in 2015, which could completely prevent dust shed or spread, moreover, the Hualien plant has set up dustproof net outside of the belt conveyor and continued to build 180-meters-long fully-closed belt conveyor in 2016.

  3. At present, ACC's Hualian plant has 9 electrostatic precipitators and 80 bag filters, with a total investment cost of NT $950 million.

  4. The good maintenance of above equipment ensures dust collection efficiency which is within the legal limit. Consequently, the quality of air around the plants is higher than national standard. As a result, the Environmental Protection Administration (EPA) especially recognized the two plants as environmental protection demonstration plants.

  5. In particular, the amount of dust including chimney emissions measured by environmental protection agencies at the Hualien plant was less than 25 milligrams/m[3] , which was far better than national standard. The plant was awarded by the Chinese National Federation of Industries for its excellent performance of preventing industrial pollution. In addition, the Hualien plant was listed by the EPA as one of the top 10 factories in pollution prevention and has received the Enterprise Environmental Protection Award for three years in a row.

5.4.3 Greening and Beautification for Quarry Restoration

  1. Both Hsinchu and Hualien plants have implemented measures for soil conservation and taken actions to green the environment by planting trees and other vegetation. For many years, the Hualien plant promotes the cultivation of the native species of trees for greening the quarry and the plant.

  2. As of 2020, the green restoring area is 66.8 acres which is 76.96% of the quarry, while exploiting operation area is 20.0 acres. Recently, the quarry of the Hualien plant is visible from nearby high way and railroad. In order to integrate the quarry into the surrounding environment, the Hualien Plant introduced a new forestation method for quarry restoration. Within merely two year, trees

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could grow up to 4 meters high.

  1. Due to Hualien Plant’s dedication of environmental protection and engaging in community activities, the Taroko National Park cooperates with the Company to preserve native species of trees for greening and beatification of the National Park and environment guidance.

  2. In 2007, the Hualien Plant was awarded for the excellent performance in the project of “promoting green communities” by the Environmental Protection Administration. The Hualian plant was awarded the “Asia Responsible Enterprise Awards” by the Enterprise Asia for three years form 2017~2019.

5.4.4 Major Environmental Protection Work in the Future

  1. Reinforcing and ensuring the normal operation of environmental facilities.

  2. Practicing in industry waste reduction; avoiding pollution.

  3. Improving the greening rate in factory and quarry areas.

  4. Utilizing wastes as resources to take social responsibilities.

  5. Endlessly enhancing the environmental measures and techniques; expecting to reach the goal of “zero pollution”.

5.4.5 Fulfill Social Responsibilities

  1. The Company volunteered to take care of greenbelts and pavements alone the Dun-Hua South Road and An-He Road over a long period of time to fulfill its social responsibilities and strengthen relations with neighborhood.

  2. Since 2001 on, Hualien plant has annually participated in local festivals such as lily blossom in Buluowan held by the Taroko National Park and donated potted flowers and plants for all visitors.

  3. For our neighbors’ traffic safety, the Hualien plant has regularly sponsored Xincheng Branch of the Hualien County Police Office to renew police stands and street lamps.

  4. The Company will also sponsor local activities and facilities of the villages and towns nearby the Hsinchu and Hualien plant.

  5. Employees are encouraged to serve as hospital volunteers.

  6. Based on ACC corporate philosophy of “feeding back to society whatever takes from society,” the Company sponsors Far Eastern Medical Foundation, Far Eastern Y.Z. Hsu Science and Technology Memorial Foundation, and Far Eastern Memory Foundation and participates in all kinds of public service activities.

5.5 Labor Relations

The Company complies with every regulation of labor relationship. Due to the excellent labor relations, there were no damages or penalties causing from labor disputes.

  1. According to law, The Company has Industrial Welfare Committee to allot welfare fund for staffs and conduct many welfare-related activities. In factory, we have basketball courts, tennis courts, badminton courts, table tennis courts, and swimming pools, etc., as staff's recreational facilities. Health examination, group insurance, subsidies for employee’s education, trips, and clubs are

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also included in welfare plans.

2. Employee Relations

The Company provides Employee Assistance Program (EAP) service from Hsinchu Lifeline Association, EAP Center, which offers professional counsel to all issues employees may meet, such as career development, family issues, and interpersonal relationship. We will also conduct a new personnel care questionnaire to understand the workplace adaptability of new employees and provide necessary assistance based on their feedback. In addition, various types of psychological education and care and propaganda will be posted on the company's electronic bulletin board to promote employees' mental health knowledge.

  1. Each year, the Human Resources Department conducts curriculums based on the functional needs of different departments and levels, combines the company's development strategies, and provides opportunities for supervisors and employees to fully study and train. It not only achieves the goal of training, but also links with the development of employees' careers. The training courses include new personnel training, core competency training, professional/functional training, leadership training, digital transformation, and sustainable development etc. In 2020, we will implement a series of training to accelerate the cultivation of new talents, as well as internal lecturer training, so that the company’s inheritance will be more institutionalized, and the new talents can quickly integrate with the Company’s development. At the same time, the various departments of the company can also recommend their colleagues to participate in vocational training courses introduced by related companies, government agencies and social organizations, to improve their professional functions, and to link with social pulsations.

In 2020, the high-potential leadership training program was continuously implemented, covering all middle and high-level supervisors of all subsidiaries of the Asia Cement, with a total of 12 hours of training courses. Since 2014, after intensive 225-hour course training, 30 high-level conference internships, and 30 seminars, more than half of the training talents have been promoted. The program also has a training mechanism to enable these potential successors to continue learning to make sure under the increasingly severe environmental challenges of the company, more backbone talents can lead the organization to continue to develop.

Furthermore, Human Resource Department holds reading club, inviting a professional lecturer monthly to guide reading and facilitate discussion, encouraging employees to absorb new concepts and sharing knowledge.

In 2020, totally 757 training courses were held for ACC employees, roughly 13,527 participants; the relevant expenditures amounted to NT$ 2.37 million.

  1. The “Employment Rules of Asia Cement Corporation” articulates regulations in connection with appointment, service, assessment, and rewards as well as punishments, promotion, retirement, and compensation, etc. In order to guarantee the rights relating to retirement and compensation,

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in accordance with the law the Company sets up Supervisory Committee of the Labor Retirement Fund, allocates work’s retirement reserve fund into the special account managed by assigned institutions, regularly convenes the supervisory committee, and audits the allocation and practice of work’s retirement reserve fund. In addition, in compliance with Labor Pension Act, the Company monthly set aside pension fund for the employees who choose to be subject to the pension mechanism.

  1. The Company’s management philosophy “Sincerity, Diligence, Thrift, Prudence and innovation” has been firmly in every employee’s heart. “Sincerity” implies honest and enthusiasm. “Diligence” indicates dedication. “Thrift” signifies frugality and modesty. “Prudence” represents deliberation and accuracy. In short, one important corporate culture of ACC is that every job should be done thoroughly, precisely, and perfectly.

In “Employment Rules of Asia Cement Corporation” mentioned above, the chapter 4 ‘Service’, and chapter 7 ‘Assessment, Reward, Punishment, and Promotion’ clearly illustrate the principles of conduct. In terms of management, besides emphasizing staff self-discipline, the Company also asks every department managers to take responsibilities of educating, advising, and leading their subordinates, which enables employees to fully understand the behavior and ethics criteria. For better compliance with corporation governance, the Company has also enacted “Codes of Ethical Conduct” and “Principles for Ethical Management”.

  1. Policies of labor safety and health

  2. A. Management in Labor Safety and Health

The Company’s policy of labor safety and health is based on the following vision-“protecting labor safety, improving occupational environment, and building up friendly workplace.” Also, we comply with Labor Safety and Health Act, carry out systematical management in occupational health and safety, and implement identification of the hazardous factors, risk evaluation and control in workplace. Besides setting up safety standards and developing safety management system, the safety-related training courses, such as prevention of hidden dangers, emergency response planning, and safety self-management are regularly and irregularly held, to ensure that all employees can obey safety related rules and operate safety equipment and protective outfits well.

In February 2009, the Hualien plant has passed TOSHMS (Taiwan Occupational Safety and Health Management System). The "CNS15506: 2011 Taiwan Occupational Safety and Health Management System" and "OHSAS18001: 2007 Occupational Safety and Health Management System" currently implemented by Hualien Plant were evaluated and approved by the Foundation for Research and Development of Metal Industry Research and Development Center on June 28, 2016. Its effective period is to June 27, 2019. It passed certification on June 28, 2019 and changed to "ISO45001:2018" and "CNS15506:2011". It is expected to be changed to "CNS45001:2018 Z2158" again in June 2020. The Headquarters and Hsinchu Plant also follows the model of Hualien plant for establishing a faultless occupational safety and health management System.

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A major occupational disaster occurred in the Company's Hualien Manufacturing Plant in 2017. It was caused by the failure of laborers to comply with SOP operations and noncompliance with hazard warnings. Under conditions without approval and without protective gear, the laborers rushed into the material cabinet and suffocated and died as buried in fallen gypsum material. The Company held a review meeting on July 19, 2017 for effectively improving the management of occupational safety and health, and proposed a strategy for improving the related management and safety to effectively reduce the agglomeration of materials and the frequency of clearing operations. Also, the risk assessment will be readopted. The Company will amend the SOP, implement training, and introduce new types of equipment to increase the labor safety.

Since March 2018, the Company has implemented the "Intensive Occupational Safety and Health Management Improvement Plan". As of March 2021, there have been no major occupational accidents in the three-year period, but there are still 2 general occupational accidents between February and March 2020. After investigation and analysis, most of them were from unsafe behaviors of workers. In addition to improving the safety of machinery and equipment, the Company also implement education, training, and safety observation to enhance workers’ safety awareness. The company is continuing to implement improvement plans , such as joining Safety Partner Program of Taiwan Cement Manufacturer’s Association and the Occupational Safety and Health Department. The Company will continue to improve with the goal of zero disasters, hoping to build a corporate safety culture.

  • B. Workplace environment and labor safety protection

To assure employee safety and health, protect the assets of the Company, and make comfortable and safe workplace, based on safety-related rules, we have the following active measures:

a. Following procurement to assure the intrinsic safety of raw materials and equipment:

Conforming to the safety and health standard is the essential consideration of purchasing raw materials and equipment to assure the intrinsic safety of manufacture procedure, products, and equipment.

  • b. General safety management, training courses, and related auditing:

We monthly hold safety and health committee and safety-related courses for employees and contractors to make sure that everyone working with ACC fully understands the possible hazardous factors and prevention measures in workplace, and obeys safety-related standards to preclude the occurrence of any disaster. Also, by means of “the walking around management” and frequently patrols, we investigate flaws and also improve them to assure the effective operation in safety management.

c. Workplace environmental monitoring system and usage of protective outfits:

All plants regularly monitor noise, high temperature, and radiation around workplace, so the unusual condition can be immediately detected and eliminated. Also, all employees can be protected from possible dangers by protective outfits designed for different hidden

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hazardous factors in workplace.

  • d. Health Care Management for Employees:

All plants set up medical offices with nursing staff and contracted doctors, and prepare emergency medicine, equipment, and supplies. According to related rules, all employees regularly accept health assessment and carry out health care management.

  • e. Emergency Drills and Exercises

All plants shall regularly exercise emergency response drills by following their emergency response plan. All employees shall be familiar with relevant details, which ensures the losses could be minimized in case of emergency.

  1. ACC has enjoyed harmonious relations between management and employees for years. Employees devoted their time and hard work to the Company. In recent years, the Company's continuous excellent performance of sales and production is a proof of employees' effort. The Company's work and employment regulations are based on the Labor Law and in some cases even exceed the minimum requirements of the law. Besides reasonable payment, ACC gives seasonal bonuses to encourage clinker production, attendance award, and cost and resourcesaving measures, as well as year-end bonuses based on the Company's annual performance. The Company was awarded “2013 Excellence Recognition for its collective agreement with employees” by the Ministry of Labor.

  2. In the most recent year and up to the date of publication of the annual report, losses suffered due to labor disputes: none.

5.6 Major Contracts

Type of Contract Contracting Party Contract
Duration
Primary Contents Restrictive
Clauses
Bank long-term
loan/guarantee
Mizuho Corporate Bank,
Taipei Branch
2021/03~2023/03 Interest paid monthly, principal
repaid at maturity
None
Bank long-term
unsecured loan
BNP PARIBAS Taipei
Branch
2021/03~2023/03 Interest paid monthly, principal
repaid at maturity
None
Bank long-term
unsecured loan
SMBC Bank Taipei Branch 2021/03~2023/03 Interest paid monthly, principal
repaid at maturity
None
Bank long-term
unsecured loan
First Commercial Bank.
Tung-Hwa Branch
2021/01~2023/01 Interest paid monthly, principal
repaid at maturity
None
Bank long-term
unsecured loan
Hwa Nan Commercial Bank.
Tung-Hwa Branch
2021/01~2023/01 Interest paid monthly, principal
repaid at maturity
None
Bank long-term
secured loan
Far Eastern International
Bank Business Dept.
2020/12~2023/12 Interest paid monthly, principal
repaid at maturity
None
Bank long-term
unsecured loan
Yuanta Commercial Bank 2020/12~2022/12 Interest paid monthly, principal
repaid at maturity
None
Bank long-term
unsecured loan
Bank of Taiwan Wu-Chang
Branch
2020/11~2022/11 Interest paid monthly, principal
repaid at maturity
None
Bank long-term
unsecured loan
DBS Bank (Taiwan) Ltd 2020/10~2022/10 Interest paid monthly, principal
repaid at maturity
None
Bank long-term
unsecured loan
Land Bank of Taiwan Co.,
Ltd. Tung-Hwa Branch
2020/09~2022/09 Interest paid monthly, principal
repaid at maturity
None

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Type of Contract Contracting Party Contract
Duration
Primary Contents Restrictive
Clauses
Bank long-term
unsecured loan
KGI Bank 2020/09~2022/09 Interest paid monthly, principal
repaid at maturity
None
Bank long-term
unsecured loan
Chang Hwa Bank
Tung-Hwa Branch
2020/08~2022/08 Interest paid monthly, principal
repaid at maturity
None
Bank long-term
unsecured loan
E.Sun Commercial Bank 2020/07~2022/07 Interest paid monthly, principal
repaid at maturity
None
Bank long-term
unsecured loan
Bank of China Taipei Branch 2020/07~2022/07 Interest paid monthly, principal
repaid at maturity
None
Bank long-term
unsecured loan
Mega International
Commercial Bank Foreign
Dept.
2020/06~2022/06 Interest paid monthly, principal
repaid at maturity
None
Bank long-term
secured loan
Mega International
Commercial Bank Foreign
Dept.
2020/06~2022/06 Interest paid monthly, principal
repaid at maturity
None
Bank long-term
unsecured loan
Taiwan Cooperative Bank
Ta-An Branch
2020/03~2022/03 Interest paid monthly, principal
repaid at maturity
None
Long term raw
materialsupply
BB Co., 2020/01~2020/12 Contract of Coal Purchase None
Long term raw
materialsupply
Chung Ling Co. 2020/07~2021/03 Contract of Clay Purchase None
Long term raw
materialsupply
FULL MAX (Gypsum) 2020/01~2020/12 Contract of Gypsum Purchase None
Long term service
provider
Anhe Enterprise 2020/01~2020/12 Contract of service None
Long term
construction
serviceprovider
Yuantai Corp. 2020/01~2021/06 Contract of construction service None

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VI Financial Information

6.1Financial Reports & Audit Results in Recent five Years

6.1.1 Consolidated Balance Sheets

UNIT: NT$1,000

UNIT: NT$1,000 UNIT: NT$1,000 UNIT: NT$1,000 UNIT: NT$1,000 UNIT: NT$1,000
Year
Item
Five-Year Financial Summary
2016 2017 2018 2019 2020
Current Assets 42,148,568 50,262,702 80,358,506 89,242,066 87,023,947
Property, Plant and Equipment 58,832,486 53,738,838 52,549,341 50,681,281 52,820,212
Intangible Assets 4,866,642 4,552,561 3,694,783 7,000,317 7,254,262
Other Assets 132,623,089 138,510,247 142,585,368 150,354,848 149,988,434
Total Assets 238,470,785 247,064,348 279,187,998 297,278,512 297,086,855
Current
Liabilities
Before Apportioned 40,857,530 53,948,167 62,804,294 74,335,619 64,027,610
After Apportioned 43,882,832 57,981,903 72,216,346 84,419,961 -
Non-current Liabilities 56,950,034 47,319,817 57,335,358 53,493,855 63,172,293
Total
Liabilities
Before Apportioned 97,807,564 101,267,984 120,139,652 127,829,474 127,199,903
After Apportioned 100,832,866 105,301,720 129,551,704 137,913,816 -
Equity Attributable To Owners
Of The Corporation
122,663,077 127,435,565 137,892,226 146,067,358 147,768,559
Share Capital 33,614,472 33,614,472 33,614,472 33,614,472 33,614,472
Capital Surplus 1,167,881 1,168,692 1,362,554 1,456,054 1,492,584
Retained
Earnings
Before Apportioned 91,599,413 94,196,274 99,918,986 108,564,355 111,583,496
After Apportioned 88,574,111 90,162,538 90,506,934 98,480,013 -
Other Equity (3,718,689) (1,543,873) 2,996,214 2,432,477 1,078,007
Non-Controlling Interests 18,000,144 18,360,799 21,156,120 23,381,680 22,118,393
Total
Equity
Before Apportioned 140,663,221 145,796,364 159,048,346 169,449,038 169,886,952
After Apportioned 137,637,919 141,762,628 149,636,294 159,364,696 -

115

6.1.2 Consolidated Statements Of Comprehensive Income

UNIT: NT$1,000

UNIT: NT$1,000 UNIT: NT$1,000 UNIT: NT$1,000 UNIT: NT$1,000 UNIT: NT$1,000
Year

**Item **
Five-Year Financial Summary
2016 2017 2018 2019 2020
Operating Revenue 60,946,190 64,899,248 82,741,004 89,347,637 78,240,880
Realized Gross Profit 8,588,274 10,170,478 21,171,461 25,586,317 23,329,476
Profit From Operations 6,233,048 7,436,716 18,153,110 22,063,176 19,670,138
Non-operating Income And
Expenses
243,541 1,062,443 2,217,008 6,330,006 4,473,745
Income Before Income Tax 6,476,589 8,499,159 20,370,118 28,393,182 24,143,883
Net Profit For The Period 4,683,297 6,665,541 14,889,197 22,243,953 18,773,807
Other Comprehensive
Income,Net
(14,688,396) 2,119,539 1,436,173 (617,304) (1,189,331)
Total Comprehensive
Income For The Period
(10,005,099) 8,785,080 16,325,370 21,626,649 17,584,476
Net Profit Attributable To
Owner Of The Company
3,945,769 5,469,007 11,117,094 17,459,673 14,710,486
Net Profit Attributable To
Non-ControllingInterests
737,528 1,196,534 3,772,103 4,784,280 4,063,321
Total Comprehensive
Income Attributable To
Owner Of The Company
(9,550,011) 7,895,746 12,811,353 17,652,536 13,255,580
Total Comprehensive
Income Attributable To
Non-ControllingInterests
(455,088) 889,334 3,514,017 3,974,113 4,328,896
Earnings Per Share 1.26 1.74 3.54 5.56 4.70

116

6.1.3 Separate Balance Sheets

UNIT: NT$1,000

UNIT: NT$1,000 UNIT: NT$1,000 UNIT: NT$1,000 UNIT: NT$1,000 UNIT: NT$1,000
Year
Item
Five-Year Financial Summary
2016 2017 2018 2019 2020
Current Assets 8,560,664 8,969,876 10,164,679 10,880,961 11,779,434
Property, Plant and Equipment 5,142,099 4,665,393 4,374,050 4,234,288 4,137,094
Intangible Assets 10,287 8,948 8,344 4,957 3,171
Other Assets 157,629,856 166,201,481 178,284,025 188,820,293 199,978,546
Total Assets 171,342,906 179,845,698 192,831,098 203,940,499 215,898,245
Current
Liabilitie
s
Before Apportioned 8,016,448 15,051,567 17,648,284 16,273,235 14,682,102
After Apportioned 11,041,750 19,085,303 27,060,336 26,357,577 -
Non-current Liabilities 40,663,381 37,358,566 37,290,588 41,599,906 53,447,584
Total
Liabilitie
s
Before Apportioned 48,679,829 52,410,133 54,938,872 57,873,141 68,129,686
After Apportioned 51,705,131 56,443,869 64,350,924 67,957,483 -
Share Capital 33,614,472 33,614,472 33,614,472 33,614,472 33,614,472
Capital Surplus 1,167,881 1,168,692 1,362,554 1,456,054 1,492,584
Retained
Earnings
Before Apportioned 91,599,413 94,196,274 99,918,986 108,564,355 111,583,496
After Apportioned 88,574,111 90,162,538 90,506,934 98,480,013 -
Other Equity (3,718,689) (1,543,873) 2,996,214 2,432,477 1,078,007
Total
Equity
Before Apportioned 122,663,077 127,435,565 137,892,226 146,067,358 147,768,559
After Apportioned 119,637,775 123,401,829 128,480,174 135,983,016 -

117

UNIT: NT$1,000

6.1.4 Separate Statements Of Comprehensive Income

Year
Item
Five-Year Financial Summary Five-Year Financial Summary Five-Year Financial Summary Five-Year Financial Summary Five-Year Financial Summary
2016 2017 2018 2019 2020
Operating Revenue 9,917,334 8,186,867 8,732,236 8,985,917 8,991,169
Realized Gross Profit 1,288,995 670,927 256,534 469,483 1,061,298
Profit From Operations 758,915 148,282 (393,973) (212,675) 510,628
Non-operating Income And
Expenses
3,792,066 5,253,097 12,588,705 18,368,775 14,952,902
Income Before Income Tax 4,550,981 5,401,379 12,194,732 18,156,100 15,463,530
Net Profit For The Year 3,945,769 5,469,007 11,117,094 17,459,673 14,710,486
Other Comprehensive Income ,
Net
(13,495,780) 2,426,739 1,694,259 192,863 (1,454,906)
Total Comprehensive Income
For The Year
(9,550,011) 7,895,746 12,811,353 17,652,536 13,255,580
Earnings Per Share 1.26 1.74 3.54 5.56 4.70

6.1.5 Auditors’ Opinions from 2016 to 2020

Year CPA's Name Audit Opinion
2016 Li Wen KuoYou Wei Fan Unqualified Opinion
2017 Li Wen KuoYou Wei Fan Unqualified Opinion
2018 Li Wen KuoYou Wei Fan Unqualified Opinion
with Emphasis of Matter Paragraphs and Other
Matter Paragraphs
2019 Shin Wei DaiYou Wei Fan Unqualified Opinion
with Other Matter Paragraphs
2020 Shin Wei DaiYou Wei Fan Unqualified Opinion
with Other Matter Paragraphs

118

6.2 Financial Analysis

6.2.1 Consolidated Financial Statements

Item Year Financial Analysis (2016~2020) Financial Analysis (2016~2020) Financial Analysis (2016~2020) Financial Analysis (2016~2020) Financial Analysis (2016~2020)
2016 2017 2018 2019 2020
Capital
Structure
Analysis
Debts Ratio (%) 41.01 40.99 43.03 43.00 42.82
Long-term Fund to Property, Plant and
Equipment (%)
335.89 359.36 411.77 439.89 441.23
Liquidity
Analysis
Current Ratio (%) 103.16 93.17 127.95 120.05 135.92
Quick Ratio (%) 86.22 80.98 112.34 109.57 125.61
Times Interest Earned (Times) 4.95 5.80 13.17 16.60 21.75
Operating
Performance
Analysis
Average Collection Turnover (Times) 3.85 3.96 3.99 3.95 4.05
Days Sales Outstanding 95 92 91 92 90
Average Inventory Turnover (Times) 7.35 8.11 7.52 7.25 7.63
Average Payment Turnover (Times) 6.64 7.30 7.73 5.85 4.76
Average Inventory Turnover Days 50 45 49 50 48
Property, Plant and Equipment
Turnover (Times)
0.97 1.15 1.56 1.73 1.51

Total Assets Turnover (Times)
0.24 0.27 0.31 0.31 0.26
Profitability
Analysis
Return on Total Assets (%) 2.38 3.35 6.17 8.22 6.63
Return on Shareholders’ Equity (%) 3.17 4.65 9.77 13.54 11.07
Pre-tax Income to Paid-in Capital
Ratio (%)
19.27 25.28 60.60 84.47 71.83

Net Margin (%)
7.68 10.27 17.99 24.90 23.99
Basic Earnings Per Share (NT$) 1.26 1.74 3.54 5.56 4.70
Cash Flow Cash Flow Ratio (%) 31.37 15.09 14.75 50.14 30.64
Cash Flow Adequacy Ratio (%) 126.91 133.25 127.58 180.16 172.32
Cash Reinvestment Ratio (%) 4.43 2.49 2.24 11.73 3.79
Leverage Operating Leverage 1.87 1.70 1.27 1.28 1.25
Financial Leverage 1.36 1.31 1.10 1.09 1.06
Analysis of deviation of 2020 vs. 2019 over 20%:
The increase in Times Interest Earned was mainly due to the decrease of interest expense in 2020.
The decrease in Cash Flow Ratio and Cash Reinvestment Ratio were mainly due to the decrease in cash provided by
operatingactivities in 2020.

119

6.2.2 Separate Financial Statements

Item Year Financial Analysis (2016~2020) Financial Analysis (2016~2020) Financial Analysis (2016~2020) Financial Analysis (2016~2020) Financial Analysis (2016~2020)
2016 2017 2018 2019 2020
Capital
Structure
Analysis
Debts Ratio (%) 28.41 29.14 28.49 28.38 31.56
Long-term Fund to Property, Plant
and Equipment (%)
3,176.26 3,532.27 4,005.05 4,432.09 4,863.71
Liquidity
Analysis
Current Ratio (%) 106.79 59.59 57.60 66.86 80.23
Quick Ratio (%) 90.84 50.93 48.17 57.37 70.79
Times Interest Earned (Times) 13.34 17.29 37.73 50.16 43.36
Operating
Performance
Analysis
Average Collection Turnover (Times) 11.10 9.37 8.92 8.43 8.64
Days Sales Outstanding 33 39 41 43 42
Average Inventory Turnover (Times) 6.07 5.83 5.72 5.30 5.41

Average Payment Turnover (Times)
5.30 4.92 5.44 5.18 4.45
Average Inventory Turnover Days 60 63 64 69 67
Property, Plant and Equipment
Turnover (Times)
1.91 1.67 1.93 2.09 2.15

Total Assets Turnover (Times)
0.05 0.05 0.05 0.05 0.04
Profitability
Analysis
Return on Total Assets (%) 2.36 3.27 6.11 8.95 7.15
Return on Shareholders’ Equity (%) 3.05 4.37 8.38 12.30 10.01
Pre-tax Income to Paid-in Capital
Ratio (%)
13.54 16.07 36.28 54.01 46.00

Net Margin (%)
39.79 66.8 127.31 194.30 163.61
Basic Earnings Per Share (NT$) 1.26 1.74 3.54 5.56 4.70
Cash Flow Cash Flow Ratio (%) 54.45 21.99 18.45 47.97 47.31
Cash Flow Adequacy Ratio (%) 87.14 92.22 88.37 83.03 80.17
Cash Reinvestment Ratio (%) 0.46 0.19 (0.49) (0.94) (1.71)
Leverage Operating Leverage 1.85 5.29 Note1 Note1 1.94
Financial Leverage 1.95 (0.81) Note2 Note2 3.51
Analysis of deviation of 2020 vs. 2019 over 20%:
The increase in Current Ratio and Quick Ratio were mainly due to the decrease of current liabilities and the increase of
current assets.
The decrease in Return on Total Assets was mainly due to the decrease of net income in 2020.
The decrease in Cash Reinvestment Ratio was mainly due to the decrease of cash provided by operating activities and the
increase of cash dividends paid in 2020.
The increase in Operating Leverage and Financial Leverage were mainly due to the increase of income from operations in
2020.

Note1 The ratio was equal or less than zero. Note2 The ratio was not calculated due to operating loss.

120

*Glossary

1. Capital Structure Analysis

  • (1) Debt Ratio = Total Liabilities / Total Assets

  • (2) Long-term Fund to Property, Plant and Equipment Ratio = (Shareholders’ Equity + Noncurrent Liabilities) / Net Property, Plant and Equipment

  • Liquidity Analysis

  • (1) Current Ratio = Current Assets / Current Liabilities

  • (2) Quick Ratio = (Current Assets - Inventories - Prepaid Expenses) / Current Liabilities

  • (3) Times Interest Earned = Earnings before Interest and Taxes / Interest Expenses

  • Operating Performance Analysis

  • (1) Average Collection Turnover = Net Sales / Average Trade Receivables

  • (2) Days Sales Outstanding = 365 / Average Collection Turnover

  • (3) Average Inventory Turnover = Cost of Sales / Average Inventory

  • (4) Average Payment Turnover = Cost of Sales / Average Trade Payables

  • (5) Average Inventory Turnover Days = 365 / Average Inventory Turnover

  • (6) Property, Plant and Equipment Turnover = Net Sales / Average Net Property, Plant and Equipment

  • (7) Total Assets Turnover = Net Sales / Average Total Assets

4. Profitability Analysis

  • (1) Return on Total Assets = (Net Income + Interest Expenses * (1 - Effective Tax Rate)) / Average Total Assets

  • (2) Return on Shareholders’ Equity = Net Income / Average Total Equity

  • (3) Pre-tax Income to Paid-in Capital Ratio = Income before Tax / Paid-in Capital

  • (4) Net Margin = Net Income / Net Sales

  • (5) Basic Earnings Per Share = (Net income attributable to Shareholders of the Parent - Preferred Stock Dividend) / Weighted Average Number of Shares Outstanding

5. Cash Flow

  • (1) Cash Flow Ratio = Net Cash Provided by Operating Activities / Current Liabilities

  • (2) Cash Flow Adequacy Ratio = Five-year Sum of Cash from Operations / Five-year Sum of Capital Expenditures, Inventory Additions, and Cash Dividend

  • (3) Cash Reinvestment Ratio = (Cash Provided by Operating Activities - Cash Dividends) / (Gross Property, Plant and Equipment + Long-term Investments + Other Noncurrent Assets + Working Capital)

6. Leverage

  • (1) Operating Leverage = (Net Sales - Variable Cost) / Income from Operations

  • (2) Financial Leverage = Income from Operations / (Income from Operations - Interest Expenses)

121

6.3 Audit Committee’s Review Report on the 2020 Financial Statements

To: The 2021 Regular Shareholders’ Meeting

The Board of Directors has prepared the Company’s 2020 Business Report, the Proposal for Profit Distribution, and the Financial Statements certified by CPA Mr. Xin Wei Tai and Mr. Yu Wei Fan of the Deloitte & Touche. The Business Report, Financial Statements, and the Proposal for Profit Distribution have been reviewed and determined to be correct and accurate by the Audit Committee members of Asia Cement Corporation. According to Article 14-4 of the Securities and Exchange Act and Article 219 of the Company Act, we hereby submit this report.

Chairman of the Audit Committee: Yun-Pen Chu

May 13, 2021

122

6.4 Financial Statements and Independent Auditors’ Report

Please refer to Attachment for the Notes to Financial Statements.

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders Asia Cement Corporation

Opinion

We have audited the accompanying consolidated financial statements of Asia Cement Corporation and its subsidiaries (collectively referred to as the “Group”), which comprise the consolidated balance sheets as of December 31, 2020 and 2019, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies (collectively referred to as the “consolidated financial statements”).

In our opinion, based on our audits and the reports of other auditors (refer to Other Matter section), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

123

The key audit matters identified in the Group’s consolidated financial statements for the year ended December 31, 2020 are stated as follows:

Estimated Impairment of Trade Receivables

The estimated provision for impairment of trade receivables is based on the assumptions of defaults and expected loss rates. The assumptions and selection of inputs for impairment calculation are based on the Group’s historical experience, existing market conditions as well as forward looking estimates. When the actual future cash flows are less than expected, a material impairment loss may arise, refer to Notes 5 and 10 to the consolidated financial statements. Because key assumptions and inputs used for measuring expected credit losses on trade receivables involve significant judgments and uncertainties, we considered the estimated impairment of trade receivables as one of the key audit matters.

The corresponding audit procedures that we performed for the estimated impairment of trade receivables are as follows:

  1. We obtained an understanding of the internal control procedures with respect to management’s allowance for impairment loss of trade receivables.

  2. We evaluated the reasonableness of allowance for impairment loss by testing the aging of trade receivables and by quantifying the potential risk of trade receivables that were overdue at the balance sheet date.

  3. We tested the recoverability of the trade receivables by vouching cash receipts after the balance sheet date.

  4. For the estimated impairment of accounts receivable, we evaluated the adequacy of management’s provision for impairment based on customers’ past default experience, current financial position, any collateral pledged, existing market conditions as well as forward looking estimates.

Fair Value Measurement of Investment Properties

The Group’s investment properties are subsequently measured using the fair value model and valued by an independent qualified professional appraiser, a member of the ROC certified real estate appraisers, refer to Notes 5 and 17 to the consolidated financial statements. Because the valuation of investment properties involves significant judgments and uncertainties, we considered the fair value measurement of investment properties as one of the key audit matters.

The corresponding audit procedures that we performed for the fair value measurement of investment properties are as follows:

  1. We assessed the professional competence and independence of the appraiser engaged by management and we obtained an understanding of the appraiser’s scope of work and process of engagement to confirm that no circumstances affect the appraiser’s independence and limit the scope of his work.

  2. We obtained an understanding of and assessed the reasonableness of management’s assumptions and methods used in the valuation.

  3. 124 -

  4. We sample-tested items from management’s supporting documents, which include the effective gross income, expenses, and property rights of land and buildings to verify the valuation process used by management and recalculated the fair value of investment properties to assess the reasonableness of management’s calculation.

Other Matter

The financial statements of China Shanshui Cement Group Limited (CSCGL), an associate accounted for using equity method, were audited by other auditors as of December 31, 2020 and 2019. Our opinion, insofar as it relates to the amounts included in the accompanying financial statements for CSCGL, is based solely on the reports of other auditors. As of December 31, 2020 and 2019, the aggregate carrying value of the equity-method investments in CSCGL was NT$14,380,609 thousand and NT$12,024,837 thousand, respectively, representing 5% and 4% of the consolidated total assets. For the years ended December 31, 2020 and 2019, the share of profit or loss of CSCGL was NT$2,146,467 thousand and NT$2,211,559 thousand, respectively, representing 9% and 8%, respectively, of the consolidated profit before income tax.

We have also audited the parent company only financial statements of Asia Cement Corporation as of and for the years ended December 31, 2020 and 2019 on which we have issued an unmodified opinion with other matter paragraph.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

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

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

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

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

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

  • 125 -

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

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

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

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

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

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

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

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2020 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

  • 126 -

The engagement partners on the audit resulting in this independent auditors’ report are Tai, Xin Wei and Fan, Yu Wei.

Deloitte & Touche Taipei, Taiwan Republic of China March 31, 2021

Notice to Readers

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

For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chineselanguage independent auditors’ report and consolidated financial statements shall prevail.

  • 127 -

ASIA CEMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Notes 6 and 35)
Financial assets at fair value through profit or loss - current (Note 7)
Financial assets at fair value through other comprehensive income - current (Notes 8 and 36)
Financial assets at amortized cost - current (Notes 6, 9, 35 and 36)
Contract assets - current (Notes 28 and 35)
Notes receivable
Third parties
Trade receivables
Third parties (Notes 10 and 11)
Related parties (Notes 10 and 35)
Other receivables (Notes 35)
Current tax assets (Note 30)
Inventories (Note 12)
Prepayments (Notes 35)
Other current assets (Note 20)
Total current assets
NON-CURRENT ASSETS
Investments accounted for using equity method (Notes 14, 35 and 36)
Financial assets at fair value through other comprehensive income - non-current (Notes 8 and 36)
Financial assets at amortized cost - non-current (Notes 6, 9, 35 and 36)
Property, plant and equipment (Notes 15 and 36)
Right-of-use assets (Notes 16 and 35)
Investment properties (Notes 17 and 36)
Intangible assets (Notes 18 and 19)
Deferred tax assets (Note 30)
Finance lease receivables - non-current (Note 11)
Other non-current assets (Notes 20 ,26 and 35)
Total non-current assets
TOTAL
LIABILITIES AND EQUITY

CURRENT LIABILITIES
Short-term borrowings (Notes 21 and 35)
Short-term bills payable (Note 22)
Financial liabilities at fair value through profit or loss - current (Notes 7 and 35)
Contract liabilities - current (Notes 28)
Accounts payable and accrued expenses
Third parties (Note 19)
Related parties (Note 35)
Dividends and bonuses payable
Other payables - others
Current tax liabilities (Note 30)
Provisions - current (Note 25)
Lease liabilities - current (Notes 16 and 35)
Deferred revenue - current (Note 24)
Current portion of long-term liabilities (Notes 23 and 35)
Total current liabilities
NON-CURRENT LIABILITIES
Bonds payable (Note 23)
Long-term borrowings (Notes 23 and 35)
Provisions - non-current (Notes 20, 25 and 37)
Deferred tax liabilities (Note 30)
Lease liabilities - non-current (Note 16 and 35)
Deferred revenue - non-current (Note 24)
Net defined benefit liabilities - non-current (Note 26)
Other non-current liabilities
Total non-current liabilities
Total liabilities
EQUITY ATTRIBUTABLE TO OWNERS OF THE CORPORATION (Note 27)
Share capital
Capital surplus
Retained earnings
Legal reserve
Special reserve
Unappropriated earnings
Total retained earnings
Other equity
Total equity attributable to owners of the Corporation
NON-CONTROLLING INTERESTS (Notes 27 and 32)
Total equity
TOTAL
2020
Amount
%
$ 25,911,732
9
14,864,809
5
4,252,727
2
16,575,640
6
98,607
-
7,046,851
2
8,850,968
3
650,797
-
580,809
-
9,434
-
6,596,268
2
1,050,301
-

535,004

-

87,023,947

29
84,873,235
29
11,127,995
4
52,778
-
52,820,212
18
4,938,963
2
36,589,248
12
7,254,262
2
690,705
-
7,392,214
3

4,323,296

1
210,062,908

71
$ 297,086,855
100
$ 19,214,889
7
13,881,948
5
425,693
-
1,117,842
-
9,316,509
3
247,171
-
238,361
-
139,378
-
2,954,930
1
52,000
-
222,101
-
75,912
-

16,140,876

6

64,027,610

22
38,800,000
13
10,944,833
4
749,480
-
10,115,317
4
1,158,824
-
771,981
-
173,189
-

458,669

-

63,172,293

21
127,199,903

43

33,614,472

11

1,492,584

1
18,473,057
6
65,267,773
22

27,842,666

10

111,583,496

38

1,078,007

-
147,768,559
50

22,118,393

7
169,886,952

57
$ 297,086,855
100
2019



















































































Amount
%
$ 24,735,495
8
4,728,223
2
3,978,366
1
23,016,985
8
68,412
-
11,159,687
4
10,159,263
3
803,340
-
481,800
-
6,785
-
7,789,794
3
1,812,789
1

501,127

-

89,242,066

30
84,412,240
28
11,692,138
4
36,064
-
50,681,281
17
5,080,287
2
36,176,439
12
7,000,317
2
474,929
-
8,170,867
3

4,311,884

2
208,036,446

70
$ 297,278,512
100
$ 23,811,603
8
18,932,294
6
112,070
-
987,496
-
13,266,966
5
256,803
-
230,151
-
312,069
-
2,957,672
1
50,661
-
190,607
-
75,912
-

13,151,315

5

74,335,619

25
19,280,807
7
20,820,990
7
715,432
-
9,991,422
3
1,264,765
1
847,893
-
164,208
-

408,338

-

53,493,855

18
127,829,474

43

33,614,472

11

1,456,054

-
16,727,089
6
64,463,426
22

27,373,840

9
108,564,355

37

2,432,477

1
146,067,358
49

23,381,680

8
169,449,038

57
$ 297,278,512
100

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

(With Deloitte & Touche auditors’ report dated March 31, 2021)

  • 128 -

ASIA CEMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE (Notes 28 and 35)

OPERATING COSTS (Notes 12, 29 and 35)

GROSS PROFIT
UNREALIZED GAIN ON TRANSACTIONS WITH
ASSOCIATES

REALIZED GROSS PROFIT

OPERATING EXPENSES
Administrative expenses (Notes 29 and 35)
Expected credit loss (Note 10)

Total operating expenses

OPERATING INCOME

NON-OPERATING INCOME AND EXPENSES
Interest income
Other income (Note 29)
Other gains and losses (Note 29)
Finance costs (Note 29)
Share of profit of associates and joint ventures

Total non-operating income and expenses

PROFIT BEFORE INCOME TAX
INCOME TAX EXPENSE (Note 30)

NET INCOME FOR THE YEAR

OTHER COMPREHENSIVE LOSS, NET
Items that will not be reclassified subsequently to
profit or loss:
Unrealized (loss) gain on investments in equity
instruments at fair value through other
comprehensive income
Remeasurement of defined benefit plans
2020
Amount
%
$ 78,240,880 100

54,911,404
70

23,329,476 30

-

-


23,329,476
30

3,115,420
4

543,918

1


3,659,338

5


19,670,138
25

1,085,263
1
999,556
1
(1,086,933) (1)
(1,163,645) (1)

4,639,504

6


4,473,745

6

24,143,883 31

5,370,076

7


18,773,807
24

(978,258) (1)
(64,126)
-
2019





























Amount
%
$ 89,347,637 100

63,746,928
71

25,600,709 29

14,392

-

25,586,317
29

3,332,110
4

191,031

-

3,523,141

4

22,063,176
25

1,126,001
1

872,599
1

661,654
1

(1,820,623) (2)

5,490,375

6

6,330,006

7

28,393,182 32

6,149,229

7

22,243,953
25

1,193,292
1

486,711
1
(Continued)
  • 129 -

ASIA CEMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

Share of other comprehensive (loss) income of
associates and joint ventures


Items that may be reclassified subsequently to profit
or loss:
Exchange differences on translating the financial
statements of foreign operations
Share of other comprehensive loss of associates
and joint ventures


Other comprehensive loss for the year, net of
income tax

TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

NET PROFIT ATTRIBUTABLE TO:
Owners of the Corporation

Non-controlling interests


TOTAL COMPREHENSIVE INCOME
ATTRIBUTABLE TO:
Owners of the Corporation

Non-controlling interests


EARNINGS PER SHARE (Note 31)
Basic
Diluted
2020
Amount
%
$ (254,143)
(1)


(1,296,527)
(2)

885,825
1

(778,629)
(1)


107,196

-


(1,189,331)
(2)

$ 17,584,476
22

$ 14,710,486 19

4,063,321

5

$ 18,773,807
24

$ 13,255,580 17

4,328,896

5

$ 17,584,476
22

$ 4.70
$ 4.41
2019























Amount
%
$ 1,778,252

2

3,458,255

4

(2,635,629) (3)

(1,439,930)
(2)

(4,075,559)
(5)

(617,304)
(1)
$ 21,626,649
24
$ 17,459,673 20

4,784,280

5
$ 22,243,953
25
$ 17,652,536 20

3,974,113

4
$ 21,626,649
24
$ 5.56
$ 5.25




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

(With Deloitte & Touche auditors’ report dated March 31, 2021)

(Concluded)

  • 130 -

ASIA CEMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

BALANCE AT JANUARY 1, 2019
Appropriation of 2018 earnings
Legal reserve
Special reserve
Cash dividends - $2.8 per share
Changes in capital surplus from investments in
associates accounted for using equity method
Net profit for the year ended December 31, 2019
Other comprehensive income (loss) for the year
ended December 31, 2019, net of income tax
Cash dividends distributed by subsidiaries
Disposal of investments in equity instruments
designated as at fair value through other
comprehensive income by associates
Other changes in equity from investments in
associates accounted for using equity method

BALANCE AT DECEMBER 31, 2019
Appropriation of 2019 earnings
Legal reserve
Special reserve
Cash dividends - $3 per share
Equity component of convertible bonds issued by
the Corporation
Changes in capital surplus from investments in
associates accounted for using equity method
Net profit for the year ended December 31, 2020
Other comprehensive income (loss) for the year
ended December 31, 2020, net of income tax
Actual acquisition of interests in subsidiaries
Changes in percentage of ownership interests in
subsidiaries
Cash dividends distributed by subsidiaries
Disposal of investments in equity instruments
designated as at fair value through other
comprehensive income by associates
Other changes in equity from investments in
associates accounted for using equity method

BALANCE AT DECEMBER 31, 2020
Equity Attributable to O wne **rs of the Corporation ** Non-controlling
Total
Interests
$ 137,749,126
$ 21,156,116

-
-
-
-
(9,412,052 )
-
93,500
-
17,459,673
4,784,280
192,863
(810,167 )
-
(1,748,520 )
-
-

(15,752)

(29)

146,067,358
23,381,680
-
-
-
-
(10,084,341 )
-
-
-
36,112
-
14,710,486
4,063,321
(1,454,906 )
265,575
(1,424,502 )
(3,966,552 )
(20,704 )
20,704
-
(1,646,335 )
-
-

(60,944)

-

$ 147,768,559
$ 22,118,393
Total Equity
$ 158,905,242
-
-
(9,412,052 )
93,500
22,243,953
(617,304 )
(1,748,520 )
-

(15,781)
169,449,038
-
-
(10,084,341 )
-
36,112
18,773,807
(1,189,331 )
(5,391,054 )
-
(1,646,335 )
-

(60,944)
$ 169,886,952
Share Capital Issued
Amount
Capital Surplus
$ 33,614,472
$ 1,362,554

-
-
-
-
-
-
-
93,500
-
-
-
-
-
-
-
-

-

-

33,614,472
1,456,054
-
-
-
-
-
-
-
-
-
36,112
-
-
-
-
-
418
-
-
-
-
-
-

-

-

$ 33,614,472
$ 1,492,584
Retained Earnings
Unappropriated
Legal Reserve
Special Reserve
Earnings
$ 15,615,380
$ 63,945,145
$ 20,215,361

1,111,709
-
(1,111,709 )
-
518,281
(518,281 )
-
-
(9,412,052 )
-
-
-
-
-
17,459,673
-
-
676,889
-
-
-
-
-
79,711

-

-

(15,752)

16,727,089
64,463,426
27,373,840
1,745,968
-
(1,745,968 )
-
804,347
(804,347 )
-
-
(10,084,341 )
-
-
-
-
-
-
-
-
14,710,486
-
-
(103,026 )
-
-
(1,424,920 )
-
-
(20,704 )
-
-
-
-
-
2,590

-

-

(60,944 )

$ 18,473,057
$ 65,267,773
$ 27,842,666
Other Equity Total Other
Equity
$ 2,996,214

-
-
-
-
-
(484,026 )
-
(79,711 )

-

2,432,477
-
-
-
-
-
-
(1,351,880 )
-
-
-
(2,590 )

-

$ 1,078,007



Exchange
Differences on
Unrealized Gain
(Loss) on
Translating the
Financial
Financial Assets at
Fair Value
Statements of
Through Other
Foreign
Comprehensive
Operations
Income
$ (2,641,364 )
$ 5,268,916

-
-
-
-
-
-
-
-
-
-
(3,271,837 )
2,719,118
-
-
-
(79,711 )

-

-

(5,913,201 )
7,908,323
-
-
-
-
-
-
-
-
-
-
-
-
(195,754 )
(1,491,574 )
-
-
-
-
-
-
-
(2,590 )

-

-

$ (6,108,955)
$ 6,414,159
Gains on
Property
Revaluation
$ 307,728

-
-
-
-
-
77,486
-
-

-

385,214
-
-
-
-
-
-
331,756
-
-
-
-

-

$ 716,970
Cash Flow
Hedges
$ 60,934

-
-
-
-
-
(8,793 )
-
-

-

52,141
-
-
-
-
-
-
3,692
-
-
-
-

-

$ 55,833







Shares
3,361,447

-
-
-
-

-
-
-
-

-

3,361,447
-
-
-
-
-

-
-
-
-
-
-

-


3,361,447

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

(With Deloitte & Touche auditors’ report dated March 31, 2021)

  • 131 -

ASIA CEMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

2020 2019
CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax $ 24,143,883 $ 28,393,182
Adjustments for:
Depreciation expenses 4,628,688
4,827,418
Amortization expenses 318,863
1,292,725
Expected credit loss recognized on trade receivables 543,918
191,031
Net loss (gain) on fair value changes of financial assets and
liabilities designated as at fair value through profit or loss 240,993
(1,129,040)
Finance costs 1,163,645
1,820,623
Interest income (1,085,263)
(1,126,001)
Dividend income (786,481)
(761,309)
Share of loss of associates and joint ventures (4,639,504)
(5,490,375)
Loss on disposal of property, plant and equipment 72,151
44,225
Loss on disposal of intangible assets 1,886
-
Gain on disposal of financial assets (306,543)
(365,192)
(Gain) Loss on disposal of investments accounted for using equity
method (2,774)
5,761
Impairment loss recognized on property, plant and equipment 13,212
-
Write-downs (reversal) of inventories 8,690
(18,619)
Realized gain on transactions with associates (3,997)
-
Unrealized gain on foreign exchange (121,120)
(295,492)
Gain on changes in fair value of investment properties (237,856)
(197,647)
Loss on disposal of subsidiaries 58,871
-
Gains on modification of lease (8,743)
-
Changes in operating assets and liabilities
Financial assets mandatorily classified as at fair value through
profit or loss (9,769,641)
5,660,259
Contract assets (30,195)
79,116
Notes receivable 4,193,907
1,351,524
  • 132 -
Trade receivables
Other receivables
Inventories
Prepayments
Other current assets
Contract liabilities
Accounts payable and accrued expenses
Provisions
Net defined benefit liabilities
Deferred revenue

Cash generated from operations
Interests received
Dividends received
Interests paid
Income tax paid
1,548,211
(69,801)
1,221,677
730,120
(44,399)
130,407
(614,462)
33,048
(11,295)

(75,912)

21,244,184
1,021,397
3,938,949
(1,106,774)

(5,482,574)

273,510

1,769,088

1,857,463

(408,758)

(34,246)

256,481

697,124

35,916

(5,682)

(75,912)

38,647,173

1,161,528

4,062,869

(1,803,500)

(4,796,169)

(Continued)

  • 133 -

ASIA CEMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

Net cash generated from operating activities

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of financial assets at fair value through other comprehensive
income
Proceeds from sale of financial assets at fair value through other
comprehensive income
Proceeds from (Purchase of) financial assets at amortized cost
Acquisition of associates
Net cash inflow on disposal of associates
Increase in long-term prepayments for investment
Net cash inflow on disposal of subsidiaries
Proceeds from capital reduction of investments accounted for using
equity method
Payments for property, plant and equipment
Proceeds from disposal of property, plant and equipment
Increase in advance receipt for investment
Decrease in refundable deposits
Payments for intangible assets
Payments for right-of-use assets
Payments for investment properties
(Increase) Decrease in other non-current assets
Proceeds from disposal of right-of-use assets

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in short-term borrowings
(Decrease) Increase in short-term bills payable
2020
$ 19,615,182

(1,597,817)
909,341
5,931,149
(6)
2,774
(67,474)
(2,857)
16,467
(6,293,577)
189,913
150,000
69,924
(3,779,208)
(66,453)
(2,343)
(37)

34,143


(4,506,061)

(4,390,372)
(5,050,100)
2019
$ 37,271,901

(275,281)

-

(8,715,533)

(3,326,114)

63,008

(11,224)

-

-

(3,754,851)

37,708

-

596,780

(58,941)

-

(27,224)

5,300

-
(15,466,372)

(704,248)

369,075
  • 134 -
Proceeds from issuance of bonds
Repayments of bonds
Proceeds from long-term borrowings
Repayments of long-term borrowings

Decrease in guarantee deposits received
Repayment of the principal portion of lease liabilities
Increase in other non-current liabilities
Dividends paid

Acquisition of additional interests in subsidiaries
Dividends paid to non-controlling interests

Net cash used in financing activities

EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF
CASH AND CASH EQUIVALENTS HELD IN FOREIGN
CURRENCIES
28,800,000
10,000,000
(3,000,000)
(4,000,000)
64,307,163
86,653,202
(77,052,903) (92,064,122)
(281,771)
(10,073)
(236,111)
(267,792)
15,717
21,680
(10,084,585)
(9,412,164)
(5,391,054)
-

(1,646,335)

(1,748,520)
(14,010,351)
(11,162,962)

77,467

(836,483)
(Continued)
  • 135 -

ASIA CEMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019

(In Thousands of New Taiwan Dollars)

2020 2019
NET INCREASE IN CASH AND CASH EQUIVALENTS $ 1,176,237 $ 9,806,084
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
YEAR 24,735,495
14,929,411
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR $ 25,911,732
$ 24,735,495
The accompanying notes are an integral part of the consolidated financial statements.
(With Deloitte & Touche auditors’ report dated March 31, 2021) (Concluded)
  • 136 -

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders Asia Cement Corporation

Opinion

We have audited the accompanying financial statements of Asia Cement Corporation (the “Corporation”), which comprise the balance sheets as of December 31, 2020 and 2019, and the statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the financial statements, including a summary of significant accounting policies (collectively referred to as the “financial statements”).

In our opinion, based on our audits and the reports of other auditors (refer to Other Matter section), the accompanying financial statements present fairly, in all material respects, the financial position of the Corporation as of December 31, 2020 and 2019, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Corporation in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The key audit matters identified in the Corporation’s financial statements for the year ended December 31, 2020 are stated as follows:

Estimated Impairment of Trade Receivables of Subsidiaries

The estimated provision for impairment of trade receivables is based on the assumptions of defaults and expected loss rates. The assumptions and selection of inputs for impairment calculation are based on the historical experience, existing market conditions as well as forward looking estimates of the Corporation’s subsidiaries. When the actual future cash flows are less than expected, a material impairment loss may arise. Because key assumptions and inputs used for measuring expected credit losses on trade receivables involve significant judgments and uncertainties, we considered the estimated impairment of trade receivables as one of the key audit matters.

The corresponding audit procedures that we performed for the estimated impairment of trade receivables of the

  • 137 -

subsidiaries are as follows:

  1. We obtained an understanding of the internal control procedures with respect to management’s allowance for impairment loss of trade receivables.

  2. We evaluated the reasonableness of allowance for impairment loss by testing the aging of trade receivables and by quantifying the potential risk of trade receivables that were overdue at the balance sheet date.

  3. We tested the recoverability of the trade receivables by vouching cash receipts after the balance sheet date.

  4. For the estimated impairment of accounts receivable, we evaluated the adequacy of management’s provision for impairment based on customers’ past default experience, current financial position, any collateral pledged, existing market conditions as well as forward looking estimates.

Fair Value Measurement of Investment Properties

The Corporation’s and its subsidiaries’ investment properties are subsequently measured using the fair value model and valued by an independent qualified professional appraiser, a member of the ROC certified real estate appraisers, refer to Notes 5 and 15 to the financial statements. Because the valuation of investment properties involves significant judgments and uncertainties, we considered the fair value measurement of investment properties as one of the key audit matters.

The corresponding audit procedures that we performed for the fair value measurement of investment properties are as follows:

  1. We assessed the professional competence and independence of the appraiser engaged by management and we obtained an understanding of the appraiser’s scope of work and process of engagement to confirm that no circumstances affect the appraiser’s independence and limit the scope of his work.

  2. We obtained an understanding of and assessed the reasonableness of management’s assumptions and methods used in the valuation.

  3. We sample-tested items from management’s supporting documents, which include the effective gross income, expenses, and property rights of land and buildings to verify the valuation process used by management and recalculated the fair value of investment properties to assess the reasonableness of management’s calculation.

Other Matter

The financial statements of China Shanshui Cement Group Limited (CSCGL), an associate accounted for using equity method, were audited by other auditors as of December 31, 2020 and 2019. Our opinion, insofar as it relates to the amounts included in the accompanying financial statements for CSCGL, is based solely on the reports of other auditors. As of December 31, 2020 and 2019, the aggregate carrying value of the equity-method investments in CSCGL was NT$ 14,380,091 thousand and NT$12,022,105 thousand, respectively, representing 7% and 6%, respectively, of the total assets. For the years ended December 31, 2020 and 2019, the share of profit or loss of CSCGL was NT$ 2,146,187 thousand and NT$2,211,060 thousand, respectively, representing 14% and 12%, respectively, of the profit before income tax

Responsibilities of Management and Those Charged with Governance for the Financial Statements

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

In preparing the financial statements, management is responsible for assessing the Corporation’s ability to

  • 138 -

continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Corporation or to cease operations, or has no realistic alternative but to do so.

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

Auditors’ Responsibilities for the Audit of the Financial Statements

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

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

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

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

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

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

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

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

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

We also provide those charged with governance with a statement that we have complied with relevant ethical

  • 139 -

requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements for the year ended December 31, 2020 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audit resulting in this independent auditors’ report are Tai, Xin Wei and Fan, Yu Wei.

Deloitte & Touche Taipei, Taiwan Republic of China

March 31, 2021

Notice to Readers

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

For the convenience of readers, the independent auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and financial statements shall prevail.

  • 140 -

ASIA CEMENT CORPORATION

BALANCE SHEETS DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Notes 6 and 30)

Financial assets at fair value through profit or loss - current (Note 7)
Financial assets at fair value through other comprehensive income - current (Notes 8 and 31)
Financial assets at amortized cost (Notes 6, 9 and 30)
Notes receivable
Third parties
Trade receivables
Third parties (Note 10)
Related parties (Notes 10 and 30)
Other receivables (Note 30)
Inventories (Note 11)
Prepayments (Note 17)
Other current assets

Total current assets

NON-CURRENT ASSETS
Investments accounted for using equity method (Notes 12 , 30 and 31)

Financial assets at fair value through other comprehensive income - non-current (Note 8)
Property, plant and equipment (Notes 13, 30 and 31)
Right-of-use assets (Note 14)
Investment properties (Notes 15, 30 and 31)
Intangible assets (Note 16)
Deferred tax assets (Note 25)
Other non-current assets (Notes 17, 21 and 30)

Total non-current assets

TOTAL

LIABILITIES AND EQUITY

CURRENT LIABILITIES
Short-term bills payable (Note 18)

Financial liabilities at fair value through profit or loss - current (Notes 7 and 30)
Contract liabilities - current (Note 23)
Accounts payable and accrued expenses
Third parties
Related parties (Note 30)
Dividends and bonuses payable
Current tax liabilities (Note 25)
Lease liabilities - current (Note 14)
Deferred revenue - current (Note 20)
Current portion of long-term liabilities (Note 19)

Total current liabilities

NON-CURRENT LIABILITIES
Bonds payable (Note 19)
Long-term borrowings (Note 19)
Provisions - non-current
Deferred tax liabilities (Note 25)
Lease liabilities - non-current (Note 14)
Deferred revenue - non-current (Note 20)
Other non-current liabilities

Total non-current liabilities

Total liabilities

EQUITY (Notes 22)
Ordinary shares

Capital surplus

Retained earnings
Legal reserve
Special reserve
Unappropriated earnings

Total retained earnings

Other equity

Total equity

TOTAL
2020
Amount
%
$ 4,228,490
2
1,939,437
1
1,899,303
1
1,038,147
-
90,204
-
432,838
-
517,239
-
96,468
-
1,385,906
1
144,765
-

6,637

-


11,779,434

5

146,952,667
68
6,051,238
3
4,137,094
2
477,318
-
42,479,693
20
3,171
-
94,337
-

3,923,293

2

204,118,811
95

$ 215,898,245
100

$ 2,199,722
1
425,693
-
89,566
-
1,717,146
1
165,403
-
235,301
-
326,235
-
76,819
-
75,912
-

9,370,305

5


14,682,102

7

38,800,000
18
3,950,000
2
98,000
-
9,733,184
5
64,629
-
771,981
-

29,790

-


53,447,584
25


68,129,686
32


33,614,472
15


1,492,584

1

18,473,057
9
65,267,773
30

27,842,666
13

111,583,496
52


1,078,007

-

147,768,559
68

$ 215,898,245
100
2019






































































Amount
%
$ 2,475,739
1

1,690,528
1

2,237,578
1

1,763,189
1

80,634
-

513,070
-

447,234
-

75,865
-

1,545,309
1

45,581
-

6,234

-

10,880,961

5
135,143,849
67

6,588,692
3

4,234,288
2

441,661
-

42,114,210
21

4,957
-

16,463
-

4,515,418

2
193,059,538
95
$ 203,940,499
100
$ 10,757,906
5

112,070
-

83,726
-

1,478,744
1

201,804
-

224,335
-

298,368
-

40,370
-

75,912
-

3,000,000

2

16,273,235

8

19,280,807
9

11,795,000
6

98,000
-

9,503,629
5

44,787
-

847,893
-

29,790

-

41,599,906
20

57,873,141
28

33,614,472
17

1,456,054

1

16,727,089
8

64,463,426
32

27,373,840
13
108,564,355
53

2,432,477

1
146,067,358
72
$ 203,940,499
100

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

(With Deloitte & Touche auditors’ report dated March 31, 2021)

  • 141 -

ASIA CEMENT CORPORATION

STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE (Notes 23 and 30)

OPERATING COSTS (Notes 11, 24 and 30)

GROSS PROFIT
UNREALIZED GAIN ON TRANSACTIONS WITH
SUBSIDIARIES AND ASSOCIATES

REALIZED GROSS PROFIT

OPERATING EXPENSES
Administrative expenses (Notes 24 and 30)
Expected credit (gain) loss (Note 10)

Total operating expenses

OPERATING INCOME (LOSS)

NON-OPERATING INCOME AND EXPENSES
Interest income
Other income (Note 24)
Other gains and losses (Note 24)
Finance costs (Note 24)
Share of profit of subsidiaries and associates

Total non-operating income and expenses

PROFIT BEFORE INCOME TAX
INCOME TAX EXPENSE (Note 25)

NET INCOME FOR THE YEAR

OTHER COMPREHENSIVE INCOME, NET
Items that will not be reclassified subsequently to
profit or loss:
Unrealized (loss) gain on investments in equity
instruments at fair value through other
comprehensive income
Remeasurement of defined benefit plans
2020
Amount
%
$ 8,991,169 100

7,927,392
88

1,063,777 12

(2,479)

-


1,061,298
12

554,056
6

(3,386)

-


550,670

6


510,628

6

241,043
3
484,912
5
(299,831) (3)
(365,013) (4)

14,891,791
165


14,952,902
166

15,463,530 172

753,044

9


14,710,486
163

(875,729) (10)
(42,895)
-
2019





























Amount
%
$ 8,985,917 100

8,507,992
95

477,925
5

(8,442)

-

469,483

5

678,405
7

3,753

-

682,158

7

(212,675)
(2)

299,327
3

513,468
6

814,110
9

(369,349) (4)

17,111,219
190

18,368,775
204

18,156,100 202

696,427

8

17,459,673
194

329,435
4

467,246
5
(Continued)
  • 142 -

ASIA CEMENT CORPORATION

STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

Share of other comprehensive (loss) income of
subsidiaries and associates


Items that may be reclassified subsequently to profit
or loss:
Share of other comprehensive loss of subsidiaries
and associates


Other comprehensive (loss) income for the year,
net of income tax

TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

EARNINGS PER SHARE (Note 26)
Basic
Diluted
2020
Amount
%
$ (372,105)
(4)


(1,290,729)
(14)


(164,177)
(2)


(164,177)
(2)


(1,454,906)
(16)


13,255,580
147

$ 4.70
$ 4.41
2019










Amount
%
$ 2,650,225
29

3,446,906
38

(3,254,043)
(36)

(3,254,043)
(36)

192,863

2

17,652,536
196
$ 5.56
$ 5.25



The accompanying notes are an integral part of the financial statements. (With Deloitte & Touche auditors’ report dated March 31, 2021)

(Concluded)

  • 143 -

ASIA CEMENT CORPORATION

STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

BALANCE AT JANUARY 1, 2019
Appropriation of 2018 earnings
Legal reserve
Special reserve
Cash dividends - $2.8 per share
Changes in capital surplus from investments in subsidiaries and
associates accounted for using equity method
Net profit for the year ended December 31, 2019
Other comprehensive income (loss) for the year ended December
31, 2019, net of income tax
Disposal of investments in equity instruments designated as at fair
value through other comprehensive income by associates
Other changes in equity from investments in subsidiaries and
associates accounted for using equity method

BALANCE AT DECEMBER 31, 2019
Appropriation of 2019 earnings
Legal reserve
Special reserve
Cash dividends - $3 per share
Changes in capital surplus from investments in subsidiaries and
associates accounted for using equity method
Net profit for the year ended December 31, 2020
Other comprehensive income (loss) for the year ended December
31, 2020, net of income tax
Actual acquisition of interests in subsidiaries
Changes in percentage of ownership interests in subsidiaries
Disposal of investments in equity instruments designated as at fair
value through other comprehensive income by associates
Other changes in equity from investments in subsidiaries and
associates accounted for using equity method

BALANCE AT DECEMBER 31, 2020
Share Capital Issued
Shares
Amount
Capital Surplus
3,361,447 $ 33,614,472 $ 1,362,554
-
-
-
-
-
-
-
-
-
-
-
93,500
-
-
-
-
-
-
-
-
-

-

-

-

3,361,447
33,614,472
1,456,054
-
-
-
-
-
-
-
-
-
-
-
36,112
-
-
-
-
-
-
-
-
418
-
-
-
-
-
-

-

-

-


3,361,447
$ 33,614,472
$ 1,492,584
Retained Earnings

Unappropriated
Legal Reserve Special Reserve
Earnings
$ 15,615,380 $ 63,945,145 $ 20,215,361

1,111,709
-
(1,111,709)

-
518,281
(518,281)

-
-
(9,412,052)

-
-
-

-
-
17,459,673

-
-
676,889

-
-
79,711

-

-

(15,752)


16,727,089
64,463,426
27,373,840

1,745,968
-
(1,745,968)

-
804,347
(804,347)

-
-
(10,084,341)

-
-
-

-
-
14,710,486

-
-
(103,026)

-
-
(1,424,920)

-
-
(20,704)

-
-
2,590

-

-

(60,944)

$ 18,473,057
$ 65,267,773
$ 27,842,666
Other Equity Total
$ 2,996,214

-

-

-

-

-

(484,026)

(79,711)

-


2,432,477

-

-

-

-

-

(1,351,880)

-

-

(2,590)

-

$ 1,078,007
Total Equity
$ 137,749,126

-

-

(9,412,052)

93,500

17,459,673

192,863

-

(15,752)
146,067,358

-

-

(10,084,341)

36,112

14,710,486

(1,454,906)

(1,424,502)

(20,704)

-

(60,944)
$ 147,768,559
Exchange
Differences on
Translating the
Unrealized
Gain (Loss) on
Financial Assets
Financial
at Fair Value
Statements of
Through Other

Foreign
Comprehensive
Operations
Income
$ (2,641,364) $ 5,268,916

-
-

-
-

-
-

-
-

-
-

(3,271,837)
2,719,118

-
(79,711)

-

-


(5,913,201)
7,908,323

-
-

-
-

-
-

-
-

-
-

(195,754)
(1,491,574)

-
-

-
-

-
(2,590)

-

-

$ (6,108,955)
$ 6,414,159
Gains on
Property
Revaluation
$ 307,728

-

-

-

-

-

77,486

-

-


385,214

-

-

-

-

-

331,756

-

-

-

-

$ 716,970
Cash Flow
Hedge
$ 60,934

-

-

-

-

-

(8,793)

-

-


52,141

-

-

-

-

-

3,692

-

-

-

-

$ 55,833























Shares
3,361,447
-
-
-
-
-
-
-

-

3,361,447
-
-
-
-
-
-
-
-
-

-


3,361,447

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

(With Deloitte & Touche auditors’ report dated March 31, 2021)

  • 144 -

ASIA CEMENT CORPORATION

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax

Adjustments for:
Depreciation expenses
Amortization expenses
Expected credit loss (reversed) recognized on trade receivables
Net loss (gain) on fair value changes of financial assets and
liabilities designated as at fair value through profit or loss
Finance costs
Interest income
Dividend income
Share of profit of subsidiaries and associates

Gain on disposal of property, plant and equipment
Unrealized gain on transactions with subsidiaries and associates
Unrealized loss on foreign exchange
Gain on changes in fair value of investment properties
Changes in operating assets and liabilities:
Notes receivable
Trade receivables
Other receivables
Inventories
Prepayments
Other current assets
Net defined benefit assets
Contract liabilities
Accounts payable and accrued expenses
Deferred revenue

Cash generated from operations
Interest received
Dividend received
Interest paid
Income tax paid

Net cash generated from operating activities

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of financial assets at fair value through other comprehensive
income
Purchase of financial assets at amortized cost
Proceeds from sale of financial assets at amortized cost
Payments for property, plant and equipment
Proceeds from disposal of property, plant and equipment
Decrease in refundable deposits
Payments for intangible assets
Payments for investment properties
2020
2019
$ 15,463,530 $ 18,156,100
476,738
523,626
2,155
3,589
(3,386)
3,753
64,714
(673,850)
365,013
369,349
(241,043)
(299,327)
(316,139)
(422,860)
(14,891,791) (17,111,219)
(509)
(40)
2,479
8,442
89,606
143,442
(363,140)
(399,682)
(9,570)
14,578
(1,550)
27,930
(25,096)
(35,221)
156,566
67,546
(99,184)
107,544
(403)
5,891
(37,541)
(48,810)
5,840
43,065
129,525
57,642

(75,912)

(75,912)
690,902
465,576
245,536
288,178
6,780,804
7,345,508
(208,551)
(257,528)

(562,772)

(35,186)

6,945,919

7,806,548
-
(123,395)
-
(1,365,160)
695,706
-
(253,796)
(183,122)
525
46
567,920
679,526
(369)
(202)

(2,343)

(24,834)
(Continued)
  • 145 -

ASIA CEMENT CORPORATION

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

Net cash generated from (used in) investing activities

CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in short-term bills payable
Proceeds from issuance of bonds
Repayments of bonds
Proceeds from long-term borrowings
Repayments of long-term borrowings

Decrease in guarantee deposits received
Repayment of the principal portion of lease liabilities
Dividends paid

Acquisition of additional interests in subsidiaries

Net cash used in financing activities

EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF
CASH AND CASH EQUIVALENTS HELD IN FOREIGN
CURRENCIES

NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
YEAR

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR

The accompanying notes are an integral part of the financial statements.
(With Deloitte & Touche auditors’ report dated March 31, 2021)
2020
2019
$ 1,007,643
$ (1,017,141)
(8,560,000)
(680,000)
28,800,000
10,000,000
(3,000,000)
(4,000,000)
4,643,000
58,508,000
(12,488,000) (61,746,000)
-
(785)
(83,756)
(86,929)
(10,084,585)
(9,412,164)

(5,390,490)

-

(6,163,831)

(7,417,878)

(36,980)

(61,585)
1,752,751
(690,056)

2,475,739

3,165,795
$ 4,228,490
$ 2,475,739
(Concluded)
  • ※The Company and its affiliates have not experienced financial difficulties in the most recent fiscal year or during the current fiscal year up to the printing date of the annual report.

  • 146 -

VII Analysis of Financial Status, Operating Result, and Risk Management

7.1 Analysis of Financial Status

UNIT: NT$1,000

UNIT: NT$1,000 UNIT: NT$1,000
Year
Item
2019 2020 Variance
Amount %
Current Assets 89,242,066 87,023,947 (2,218,119) (2)
Property, Plant and
Equipment
50,681,281 52,820,212 2,138,931 4
Intangible Assets 7,000,317 7,254,262 253,945 4
Other Assets 150,354,848 149,988,434 (366,414) -
Total Assets 297,278,512 297,086,855 (191,657) -
Current Liabilities 74,335,619 64,027,610 (10,308,009) (14)
Non-Current Liabilities 53,493,855 63,172,293 9,678,438 18
Total Liabilities 127,829,474 127,199,903 (629,571) -
Equity Attributable To
OwnersOf TheCorporation
146,067,358 147,768,559 1,701,201 1
Share Capital 33,614,472 33,614,472 - -
Capital Surplus 1,456,054 1,492,584 36,530 3
Retained Earnings 108,564,355 111,583,496 3,019,141 3
Other Equity 2,432,477 1,078,007 (1,354,470) (56)
Non-Controlling Interests 23,381,680 22,118,393 (1,263,287) (5)
Total Equity 169,449,038 169,886,952 437,914 -
Analysis of deviation over 20%:
The decrease of other equity was mainly due to the decrease of unrealized gains from
financial assets at fair value through other comprehensive income.
  • 147 -

7.2 Analysis of Financial Performance

UNIT: NT$1,000

UNIT: NT$1,000 UNIT: NT$1,000
Year
Item
2019 2020 Variance
Amount %
Operating Revenue 89,347,637 78,240,880 (11,106,757) (12)
Operating Costs 63,746,928 54,911,404 (8,835,524) (14)
Gross Profit 25,600,709 23,329,476 (2,271,233) (9)
Realized (Unrealized) Gross Profit (14,392) - (14,392) (100)
Realized Gross Profit 25,586,317 23,329,476 (2,256,841) (9)
Operating Expenses 3,523,141 3,659,338 136,197 4
Profit From Operations 22,063,176 19,670,138 (2,393,038) (11)
Non-operating Income And Expenses 6,330,006 4,473,745 (1,856,261) (29)
Income Before Income Tax 28,393,182 24,143,883 (4,249,299) (15)
Income Tax Expense 6,149,229 5,370,076 (779,153) (13)
Net Profit For The Year 22,243,953 18,773,807 (3,470,146) (16)
Other Comprehensive Income , Net (617,304) (1,189,331) (572,027) 93
Total Comprehensive Income For The
Year
21,626,649 17,584,476 (4,042,173) (19)
Net Profit Attributable To
OwnerOf TheCompany
17,459,673 14,710,486 (2,749,187) (16)
Net Profit Attributable To Non-
ControllingInterests
4,784,280 4,063,321 (720,959) (15)
Total Comprehensive Income
Attributable ToOwnerOf TheCompany
17,652,536 13,255,580 (4,396,956) (25)
Total Comprehensive Income
Attributable To Non-Controlling
Interests
3,974,113 4,328,896 354,783 9
1. Analysis of deviation over 20%:
(1).The decrease of non-operating net income were mainly due to the increase of losses on
financial assets at fair value through profit or loss and the decrease of investment income
recognized under equity method in 2020.
(2).The decrease of net other comprehensive income were mainly due to the increase of losses
on financial assets at fair value through other comprehensive income and the decrease of
exchange losseson translating the financial statements of foreign operationsin 2020.
(3).The decrease of total comprehensive income attributable to owners of the company were
mainly due to the profit decrease of business in mainland China, the increase of losses on
financial assets at fair value through profit or loss and the decrease of investment income
recognized under equity method in 2020.
2. Expected sales volume in next one year and the reason for such expectation. The impact of such
expectation on the Company’s financial situation and operational performances, and the
Company’splan: Please refer to the “Letter to Shareholders”.
  • 148 -

7.3 Analysis of Cash Flow

(1) The Analysis for Changing of Cash Flow for 2020

Unit: NT$1,000 Unit: NT$1,000
Cash Balance in
the Beginning
Net Cash Inflows
from Operating
Activities
Total Cash
Outflows
The Cash
Surplus
Source of Funding for
Negative Cash Balance
Investing
Plans
Financing
Plans
24,735,495 19,615,182 18,438,945 25,911,732 - -
  1. Operating Activities: Mainly generated from operations NT$21,244,184 thousand, dividends received NT$3,938,949 thousand and income taxes paid NT$5,482,574 thousand.

  2. Investing Activities: Mostly for net increase in property, plant and equipment NT$6,103,664 thousand, purchased intangible assets NT$3,779,208 thousand and net decrease in financial assets NT$5,242,673 thousand.

  3. Financing activities: Mostly for cash dividends paid NT$10,084,585 thousand and acquisition of ordinary shares of subsidiary NT$5,391,054 thousand.

(2)Remedy plans for insufficient liquidity for 2020 Not Applicable.

  • (3)Liquidity Analysis for the Coming Year

Unit: NT$1,000

Unit: NT$1,000 Unit: NT$1,000
Cash Balance in
the Beginning
Expected Net Cash
Inflows from
Operating Activities
Expected Total
Cash Outflows

Expected
Cash
Surplus
Expected Source of Funding
for Negative Cash Balance
Investing
Plans
Financing
Plans
25,911,732 21,702,739 11,788,275 35,826,196 - -
  1. Operating Activities Mainly from operating income and cash dividends received.

  2. Investing Activities Primarily for investment in capital expenditures.

  3. Financing activities: Mostly for net increase in short-term and long-term loans and payout of cash dividends.

7.4 Impacts of Major Capital Expenditures on Finance and Operation

7.4.1 Major Capital Expenditures and Funding Sources

UNIT: NT$1,000

UNIT: UNIT: UNIT: NT$1,000
Projects Actual or
Expected
Source of
Capital
Actual or
Expected
Date of
Completion

Total Capital
Capital Expenditures

Actual
Expected
2012~2019 2020 2021 2022 2023 2024
Installation constructions
of new indoor coal
bunker, stacker reclaimer
and material conveyor
system in Hualienplant
Self-owned
capital
Dec. 2024 556,160 9,239 66 11,500 140,000 100,000 295,355
CHIAHUI POWER
natural gas fueled
combined cycle power
plant (Phase II
Expansion)
Syndicated loan Jun. 2021 10,527,736 5,170,088 3,659,690 1,697,958 - - -
  • 149 -
YA TUNG READY-
MIXED purchased Ready
Mix Plant in Tainan City
Syndicated loan Nov. 2020 549,550 - 549,550 - - - -
SICHUAN LANFENG
long conveyor belt
mechanical construction
for limestone delivery

Self-owned
capital and
Syndicated loan
Dec. 2023 2,307,111 - 253 742,894 779,930 784,034 -

7.4.2 Expected Benefit to Finance and Operation from the Major Capital Expenditure

  1. Installation constructions of new indoor coal bunker, stacker reclaimer and material conveyor system in Hualien plant

  2. (1) To prevent coal heaps from collapsing due to heavy rain, and the corresponding cost from the damage to the machine and from rebuilding the coal heaps, and to ensure the water discharge during the period is in compliance with the environmental regulations.

  3. (2) To prevent coal from absorbing excessive water during the heavy rain, which could cause some loss due to the reduction or interruption of clinker production.

  4. After the completion of the natural gas fueled combined cycle power plant (Phase II Expansion) of CHIAHUI POWER, it will increase the stable profit every year.

  5. After the Tainan plant is purchased, it will help YA TUNG READY-MIXED to stabilize the supply and increase profitability.

  6. The benefit of building the limestone long conveyor belt construction of SICHUAN LANFENG will make the materials freight cost down.

7.5 Investment Strategies in the Most Recent Year, the Major Reasons for its

Gain or Loss and Improvement Plan and Investment Plans for Next Year

Most of the Company’s investments were for long-term strategic purposes. In 2020, the total gain through equity method by the company was NT$ 4,639,504 (on consolidated basis). In the future, the company will continue to focus on strategic purposes through prudent assessment.

7.6 Analysis and Evaluation of Risk Management

7.6.1 The Impact of Fluctuation of Foreign Exchange, Interest Rates, and Inflation on the Company’s Profit and Loss and Its Countermeasures

Foreign exchange impact:

The percentage of foreign exchange gains/losses over operating revenue and operating income in 2020 are as follows:

  • 150 -

Unit NT$1,000

UnitNT$1,000
Item\Year 2020
Foreign Exchange Gains (Losses)
(A)
(162,371)

OperatingRevenue(B)
78,240,880
% of Operating Revenue
(A)/(B)
(0.2%)
OperatingIncome(C) 19,670,138
% of OperatingIncome(A)/(C) (0.8%)

Foreign exchange rate fluctuates constantly because of the variation in market demand and supply. Thus, the risk of foreign exchange may occur to the Company by means of various trading. For the Company, most of the procurements of raw materials were disbursed in USD; foreign sales were collected in USD. Currently, the revenue mostly equals to the disbursement, which led to the effect of natural hedge, minimizing the impact of fluctuation of foreign exchange on the Company’s profit and loss.

(Besides natural hedge, in order to minimize the risk of foreign exchange, the Company and subsidiaries had adopted such risk management policies against the uncertainty)

  1. Monitoring the impact to foreign exchange rate from global macro-economic change and building up a necessary hedge mechanism.

  2. Planning future’s demand for currencies and establishing the foreign currency position from relatively lower level to reduce overall cost. Convert weak currencies to strong currencies.

Interest rate impact:

The percentage of interest revenue/losses over operating revenue and operating income in 2020 are as follows:

Unit NT$1,000

UnitNT$1,000
Item\Year 2020
Interest Revenue(Losses) (A) (78,382)
OperatingRevenue(B) 78,240,880
% of Operating Revenue
(A)/(B)
(0.1%)

OperatingIncome(C)
19,670,138
% of OperatingIncome(A)/(C) (0.4%)

If market interest rates had been 0.01% higher/lower, the group’s pretax profit for the year ended December 31, 2020 would have decreased/increased by NT$247 thousand, mainly due to the Group’s exposure to interest rates on its floating-rate bank borrowings and bank deposits’ interest revenue and expenses.

The Company primarily utilizes short-term bank loans and issues long-term debt instruments to finance its short, mid, and long term funding demands.

According to the terms and conditions of agreements entered with banks, short-term bank loan, subject to floating interest rate basis, can be utilized in revolving method within the duration of the agreements. Since the Company has been maintaining stable status operationally and financially, it

  • 151 -

is capable of obtaining relatively lower interest rate with aggressive negotiations with banks. Besides, the duration of utilizing short-term loan is less than one year. In a whole, the impact of the fluctuation of interest rates on the Company’s short-term loans is limited. In order to minimize the risk of interest rate, the Company and subsidiaries had adopted such risk management policies against the uncertainty:

The Company mainly issues long-term and fixed interest rate debt instruments to lock relatively lower funding cost, which can reduce interest expense and impact of interest fluctuation, spare banks’ credit lines for temporary funding demand, replenish working capital, and improve financial structure to comply with the principle for long-term sustainable operation.

Inflation rate impact:

Taiwan inflation rate was about -0.23% in 2020. This inflation rate did not have substantial effect on the Company’s operation and profit. In order to minimize the risk of inflation rate, the Company and subsidiaries maintained stable and long-term cooperative relationships with our major suppliers.

7.6.2 The Impact of Highly Risky Investments, Highly Leveraged Transaction, Loaning to Others, Endorsement and Guarantee for Others, and Derivatives

The Company has no highly risky and highly leveraged investments or loaning to others.

The Company provided endorsement and guarantee for its subsidiaries according to “Procedures for Endorsement and Guarantee”. Its balance was NT$28,868,491,857 and NT$ 31,273,716,857 by the end of 2020 and the end of March 2021 respectively. Based on conservative operating policy, the operations of its subsidiaries bring considerable income to the Company. Besides that, the Company supervises its subsidiaries regularly and controls related risks.

The financial transactions with “derivative” nature which the Company entered into were strictly for hedging purposes and not for any trading or speculative purposes. To control various types of financial trading risks, the Company has established internal policies and procedures based on sound financial and business practices, and in compliance with the relevant rules and regulations issued by the Taiwan Securities and Futures Bureau. The Company entered into USD/TWD CCS transactions and its balance was NT$6,634,450,000 (fair value was NT$6,208,757,288) by the end of 2020, and NT$ 6,634,450,000 (fair value was NT$6,205,614,112) by the end of March 2021.

7.6.3 The Prevention of Legal Risks

In view of current company’s operations, in addition to compliance with laws and regulations, there are many different areas involved in the legal norms, such as dealing with other companies, government agency, stakeholders, employees, and other foreign-related cases. Preventing legal risks shall be the first priority in today’s business operators

In response to this situation, the Company asks those who majored in law to be in charge of

  • 152 -

the Secretarial Department. Besides, the Company teaches and requires every employee to comply with every regulation in daily operations. The Company also cooperates with the Group’s legal department to handle labor, general affairs, sales, factory management, taxation and other issues. Lawyers and accountants would be consulted if necessary. These could ensure legal risks reduced to maintain the Company's interests.

  • ◎R&D project and estimated expenditures in the future:
&D project and estimated expenditures in the future: &D project and estimated expenditures in the future:
Unit: NT$1,000
Item Amount
Industry 4.0 Phase 3 Project: Smart Occupational Safety, Data Analysis Applied
to Production, Quality Control, and Segment Cost Analysis
9,000
Continuous Emission Monitoring Systems Development 800
Portland Limestone Cement Development 1,500
Establish A Systematic Observation and Analysis Method Of Cement and Clinker
to Introduce Routine Control
1,500
Continuous Automatic Monitoring Equipment for No. 1 and No. 2 Coal Mills 9,900
Total 22,700
  • ◎Effect on the Company’s finance and operation from any changes in major policies and laws at home and abroad in the most recent fiscal year: None.

  • ◎Effect on the Company's finance and operation due to the technological improvement and the change of industrial environment in the most recent fiscal year: None.

  • ◎Events influencing the Company's corporate image in the most recent fiscal year: None.

  • ◎Merger or acquisition plan in the most recent fiscal year: None.

  • ◎Plan of expanding capacity in the most recent fiscal year: None.

  • ◎Supply and sale of the Company in the most recent fiscal year: Normal and steady.

  • ◎Large volume shares transferred or changed by directors, supervisors, or shareholders with more than 10% shareholdings in the most recent fiscal year: None.

  • ◎Change of the Company’s management in the most recent fiscal year: None.

  • ◎Litigation, non-litigation incidents or administrative disputes of directors, supervisors, president, shareholders with more than 10% shareholdings, or subsidiaries which could materially affect shareholders' equity or the prices of the Company's securities: None.

  • ◎Other major risks: None.

7.7 Other Mentionable Issues : None.

  • 153 -

VIII Special Disclosure

8.1 Organizational Chart of Affiliated Companies

==> picture [546 x 559] intentionally omitted <==

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

0.03%
0.02%
FU MING TRANSPORTATION CO., 99.94%
99.95% LTD. FU DA TRANSPORTATION CO., LTD. 100.00% RUICHANG YADONG NEW
MATERIAL CO, LTD.
100.00%
YUAN LONG STAINLESS STEEL
CORP. 100.00% NANCHANG YALI CONCRETE
PRODUCE LTD.
100.00% SUNRISE INDUSTRIAL HOLDINGS LTD. 100.00% ASIA CONTINENT INVESTMENT HOLDINGS PTE. LTD. 85.00% JIANGXI YADONG CEMENT CO.,LTD. 52.00% JIANGXI YALI TRANSPORT CO.,
LTD.
10.00%
99.98% 50.00%
NAN HWA CEMENT CORP . NANCHANG YADONG CEMENT
0.02% CO., LTD.
25.00%
99.74% ASIA ENGINEERING 90.00% HUANGGANG YADONG CEMENT
0.07% ENTERPRIS E CORP. CO., LTD. 10.00%
0.20% 90.00% WUHAN YADONG CEMENT CO., 100.00% WUHAN YALI CEMENT
LTD. PRODUCTS CO., LTD.
67.73% ASIA CEMENT (CHINA) HOLDINGS CO. 100.00% PERFECT INDUSTRIAL HOLDINGS PTE. LTD. 10.00% 48.00%
ASIA 100.00%
CEMENT ORIENTAL HOLDINGS CO., LTD.
CORP. 4.07% 100.00%
TAIZHOU YADONG BUILDING
99.96% 100.00% 51.22% CHENGDU YALI CEMENT MATERIAL CO., LTD.
ASIA CEMENT(SINGAPORE)PTE. LTD. ORIENTAL CONCRETE PTE.LTD. PRODUCTS CO.,LTD. 48.78%
ORIENTAL INDUSTRIAL
HOLDINGS PTE. LTD.
0.38% 99.56% FU SHAN MINERAL STONE CO.,LTD. 99.99% 90.00% SHANGHAI YALI CEMENT 10.00%
PRODUCTS CO., LTD.
49.00% KOWLOON CEMENT CORP. LTD. 100.00% KOWLOON CONCRETE CORP.
LTD.
99.99% 100.00%
0.001% DER CHING INVESTMENT CORP. AC MEGA INVESTMENT LTD. 90.00% SICHUAN YALI CONCRETE PRODUCE CO., LTD. 10.00%
100.00% AC LEAP INVESTMENT LTD. 100.00% JOIN FORTUNE TRADING LTD.
100.00%
51.61% YA LI TRANSPORTATION CORP. AC MEGA II INVESTMENT LTD. 90.00% SICHUAN YALI TRANSPORT CO., 10.00%
100.00% LTD.
AC MEGA III INVESTMENT LTD.
100.00% AC MEGA IV INVESTMENT LTD. 90.00% YANGZHOU YADONG CEMENT CO., LTD. 10.00% SICHUAN LANFENG BUILDING MATERIALS CO., LTD.
99.99% 100.00%
83.92% YA LI PRECAST ANDPRESTRESSED CONCRETE INDUSTRIES CORP. YA LI PRECAST PVT. LTD. CONCRETE INDIA 90.00% SICHUAN YADONG CEMENT CO., LTD. 10.00% SICHUAN LANFENG CEMENT CO.,LTD.
100.00%
95.04% 4.96% ASIA ORIENTAL (GUAM) L.L.C. 71.68% ASIA ORIENTAL CONCRETE, LLC 90.00% HUBEI YADONG CEMENT 10.00%
CO.,LTD. 100.00%
HUBEI YALI TRANSPORT CO.,
LTD.
99.99% YA TUNG READY-MIXED 100.00% YATUNG VIETNAM CO., LTD. 90.00%
CONCRETE CORP. WUHAN YAXIN CEMENT CORP.
LTD.
69.95% YA SING READY-MIXED
0.05% CONCRETE CORP.
0.004%
100.00% ASIA CEMENT EXPLORER
INVESTMENT LTD.
100.00%
ASIA INVESTMENT CORP.
100.00% ASIA CEMENT PIONEER
INVESTMENT LTD.
0.01% 100.00%
ASIA CEMENT PIONEER II
99.69% INVESTMENT LTD.
CHIAHUI POWER CORP.
100.00% ASIA CEMENT PIONEER III
INVESTMENT LTD.
100.00% ASIA CEMENT PIONEER IV
INVESTMENT LTD.
----- End of picture text -----

-154-

8.2 Basic Information of Affiliated Companies

Currency: NT$ (except otherwise specified)
Unit: $1,000
As of December 31,2020
Company Name Establishing Paid-in Main business or
Date **Capital ** **Production Item **
FU MING TRANSPORTATION CO., LTD. Feb. 1980 295,695
Transportation
Address: 23F., No.16-1, Xinzhan Rd., Banqiao Dist.,
NewTaipeiCity
YUAN LONG STAINLESS STEEL CORP. Dec. 2005 2,000,000 Stainless steel
Address: No.28, Daye S. Rd., Xiaogang Dist.,
Kaohsiung City
SUNRISE INDUSTRIAL HOLDINGS LTD. Apr. 1996 USD Investment
Address: Portcullis Chambers, 4th Floor, Ellen 90
Skelton Building, 3076 Sir Francis Drake
Highway, Road Town, Tortola, VG1110,
BritishVirgin Islands
NAN HWA CEMENT CORP. Nov. 1969 261,440 Cement, Blast-
Address: No.90, Sec. 2, Linkong. Rd., Longchin Furnace Slag,
Dist., Taichung City Limestone Slag
ASIA ENGINEERING ENTERPRISE CORP. Nov. 1982 81,144 Engineering
Address: No.125, Xinxing Rd., Xincheng Township,
HualienCounty
ASIA CEMENT (CHINA) HOLDINGS CO. Apr. 2004 HKD
Investment
Address: Century Yard, Cricket Square, Hutchins 156,685
Drive, P.O. Box 2681GT, George Town,
Grand Cayman,BritishWestIndies
ASIA CEMENT (SINGAPORE) PTE. LTD. Apr. 1964 SGD
Cement
Address: 5 Little Road #09-01 Cemtex Industrial 10,500
Building Singapore 536983
DER CHING INVESTMENT CORP. Dec. 1988 6,492,278
Investment
Address: 31F., No.207, Sec. 2, Dunhua S. Rd., Da’an
Dist.,TaipeiCity
YA LI TRANSPORTATION CORP. Oct. 1980 100,000 Transportation
Address: No.125, Xinxing Rd., Xincheng Township,
HualienCounty
YA LI PRECAST AND PRESTRESSED Nov. 1990 193,776
Cement products
CONCRETE INDUSTRIES CORP.
Address: No.3, Sec. 2, Jiayuan Rd., Shulin Dist.,
NewTaipeiCity
YA TUNG READY-MIXED CONCRETE CORP. Jan. 1999 1,702,103 Ready-mixed
Address: No.139, Sec. 1, Datong Rd., Xizhi Dist., concrete, Cement
New Taipei City products
ASIA INVESTMENT CORP. Oct. 1998 2,608,965
Investment
Address: 31F., No.207, Sec. 2, Dunhua S. Rd., Da’an
Dist.,TaipeiCity
CHIAHUI POWER CORP. Apr. 1996 5,700,000
Power plant
Address: No.688, Songzijiao, Minxiong Township,
ChiayiCounty
FU DA TRANSPORTATION CO., LTD. Feb. 1989 379,819
Transportation
Address: 23F., No.16-1, Xinzhan Rd., Banqiao Dist.,
NewTaipeiCity
PERFECT INDUSTRIAL HOLDINGS PTE. LTD. May. 1997 USD Investment
Address: Portcullis Chambers, 4th Floor, Ellen 9,720
Skelton Building, 3076 Sir Francis Drake
Highway, Road Town, Tortola, VG1110,
BritishVirgin Islands
ORIENTAL CONCRETE PTE. LTD. Oct. 1980 SGD Ready-mixed
Address: 5 Little Road #09-01 Cemtex Industrial 17,000 concrete, Leasing
BuildingSingapore 536983

-155-

Company Name Establishing Paid-in Main business or
Date **Capital ** **Production Item **
FU SHAN MINERAL STONE CO., LTD. Dec. 1970 13,000 Mining excavation,
Address: No.125, Xinxing Rd., Xincheng Township, mineral processing
HualienCounty and sales
KOWLOON CEMENT CORP. LTD. Sep. 1986 HKD Cement
Address: 11/F Lippo Leighton Tower, 103 Leighton 23,000
Road, CausewayBay,HongKong
AC MEGA INVESTMENT. LTD. Nov. 2010 USD Investment
Address: Portcullis Chambers, 4th Floor, Ellen 17,800
Skelton Building, 3076 Sir Francis Drake
Highway, Road Town, Tortola, VG1110,
BritishVirgin Islands
AC LEAP INVESTMENT. LTD. Nov. 2010 USD Investment
Address: Portcullis Chambers, 4th Floor, Ellen 18,500
Skelton Building, 3076 Sir Francis Drake
Highway, Road Town, Tortola, VG1110,
BritishVirgin Islands
AC MEGA II INVESTMENT. LTD. Jun. 2011 USD Investment
Address: Portcullis Chambers, 4th Floor, Ellen 9,300
Skelton Building, 3076 Sir Francis Drake
Highway, Road Town, Tortola, VG1110,
BritishVirgin Islands
AC MEGA III INVESTMENT. LTD. Jun. 2011 USD Investment
Address: Portcullis Chambers, 4th Floor, Ellen 9,300
Skelton Building, 3076 Sir Francis Drake
Highway, Road Town, Tortola, VG1110,
BritishVirgin Islands
AC MEGA IV INVESTMENT. LTD. Jun. 2011 USD Investment
Address: Portcullis Chambers, 4th Floor, Ellen 16,200
Skelton Building, 3076 Sir Francis Drake
Highway, Road Town, Tortola, VG1110,
BritishVirgin Islands
YA LI PRECAST CONCRETE INDIA PVT. LTD. Jun. 2007 INR
Cement products
Address: 7/241,2nd Floor, Sunder Vihar, Paschim 16,000
Vihar, NewDelhi-110087
ASIA ORIENTAL (GUAM) L.L.C Aug. 2010 USD Investment
Address: 136 Adrian Sanchez Street Tamuning, GU 10,000
96913
YATUNG VIETNAM CO. LTD. Feb. 2010 VND Ready-mixed
Address: Supporting Industrial Zone, Vung Ang 141,348,502 concrete
Economic Zone, Ky Phuong Ward, Ky Anh
town,HaTinh Province, Viet Nam
YA SING READY-MIXED CONCRETE CORP. Apr. 2000 100,000 Ready-mixed
Address: 1F,No.274, Sec. 3, Dongda Rd., Hsinchu concrete
City
ASIA CEMENT EXPLORER INVESTMENT. LTD. Aug. 2008 USD Investment
Address: Portcullis Chambers, 4th Floor, Ellen 10,215
Skelton Building, 3076 Sir Francis Drake
Highway, Road Town, Tortola, VG1110,
BritishVirgin Islands
ASIA CEMENT PIONEER INVESTMENT. LTD. Aug. 2008 USD Investment
Address: Portcullis Chambers, 4th Floor, Ellen 58,550
Skelton Building, 3076 Sir Francis Drake
Highway, Road Town, Tortola, VG1110,
BritishVirgin Islands
ASIA CEMENT PIONEER II INVESTMENT. LTD. Jun. 2011 USD Investment
Address: Portcullis Chambers, 4th Floor, Ellen 17,800
Skelton Building, 3076 Sir Francis Drake
Highway, Road Town, Tortola, VG1110,
British Virgin Islands

-156-

Company Name Establishing Paid-in Main business or
Date **Capital ** **Production Item **
ASIA CEMENT PIONEER III INVESTMENT. LTD. Jun. 2011 USD Investment
Address: Portcullis Chambers, 4th Floor, Ellen 9,300
Skelton Building, 3076 Sir Francis Drake
Highway, Road Town, Tortola, VG1110,
BritishVirgin Islands
ASIA CEMENT PIONEER IV INVESTMENT. LTD. Jun. 2011 USD Investment
Address: Portcullis Chambers, 4th Floor, Ellen 9,110
Skelton Building, 3076 Sir Francis Drake
Highway, Road Town, Tortola, VG1110,
BritishVirgin Islands
ASIA CONTINENT INVESTMENT HOLDINGS Apr. 1995 USD Investment
PTE. LTD. 288,847
Address: 5 Little Road #09-01 Cemtex Industrial
Building Singapore 536983
ORIENTAL INDUSTRIAL HOLDINGS PTE. LTD May. 1994 USD Investment
Address: 5 Little Road #09-01 Cemtex Industrial 837,744
Building Singapore 536983
KOWLOON CONCRETE CORP. LTD. Mar. 1992 HKD Ready-mixed
Address: 11/F Lippo Leighton Tower, 103 Leighton 10 concrete, Barges
Road, CausewayBay,HongKong
JOIN FORTUNE TRADING LTD Jul. 2012 USD Investment
Address: 263 MAIN STREET, ROAD TOWN, 2,427
TORTOLA,BRITISHVIRGINISLANDS
ASIA ORIENTAL CONCRETE,LLC Mar. 2011 USD Ready-mixed
Address: 136 Adrian Sanchez Street Tamuning, 11,600 concrete, Cement
GU 96913 products
JIANGXI YADONG CEMENT CO., LTD. Oct. 1997 USD Cement, Clinker,
Address: No.6, Yadong Road, Ma-Tou Town, Rui 356,104 Blast-Furnace Slag,
Chang City, Jiangxi Province, China Cement products
HUANGGANG YADONG CEMENT CO., LTD. Aug. 2006 USD Cement, Clinker,
Address: 5 Tiyu Avenue,Huangzhou Zone, 86,170 Blast-Furnace Slag,
Huanggang City,Hubei Province, China Cement products
WUHAN YADONG CEMENT CO., LTD. Nov. 1999 USD Cement Grinding,
Address: Cihui Avenue, Wujiashan Taiwan Business 36,140 Blast-Furnace Slag
InvestmentZone,Dongxihu, Wuhan, China
ORIENTAL HOLDINGS CO., LTD. Jul. 2003 USD Investment
Address: Room 305A,No 2875,South Yanggao Rd, 204,191
Pudong NewArea, Shanghai
CHENGDU YALI CEMENT PRODUCTS CO., Dec. 2004 USD Ready-mixed
LTD. 4,100 concrete,
Address: No.68 AnPeng Road, Tianpeng Town, Cement products
Pengzhou, Chengdu City, Sichuan, China
SHANGHAI YALI CEMENT PRODUCTS CO., Nov. 1995 USD Ready-mixed
LTD. 15,000 concrete,
Address: No.3000 Longwu Road Minhang Cement products
ShanghaiChina
SICHUAN YALI CONCRETE PRODUCE CO., Nov. 2005 USD Ready-mixed
LTD. 3,300 concrete,
Address: No.268,Three Passage,Wenquan Road Cement products
Wenjiang District,Chendu
City,Sichuan,China
SICHUAN YALI TRANSPORT CO., LTD. May. 2006 USD Transportation
Address: No.68 AnPeng Road, Tianpeng Town, 3,500
Pengzhou, Chengdu City, Sichuan, China
YANGZHOU YADONG CEMENT CO., LTD. Jul. 2006 USD Cement Grinding,
Address: No.7 Gudu Road BaliTown, Yangzhou 35,530 Blast-Furnace Slag,
Economic Development Zone Yangzhou Ready-mixed
City Jiangsu Province China concrete, Cement
products

-157-

Company Name Establishing Paid-in Main business or
Date **Capital ** **Production Item **
SICHUAN YADONG CEMENT CO., LTD. Nov. 2004 USD Cement, Clinker,
Address: No.66 AnPeng Road, Tianpeng Town, 368,340 Blast-Furnace Slag,
Pengzhou, Chengdu City, Sichuan, China Cement products
HUBEI YADONG CEMENT CO., LTD. Jun. 2005 USD Cement, Clinker,
Address: No.66 Ya Dong Avenue, Pingjiang West 154,800 Blast-Furnace Slag,
Road, Yangluo Economic Development Cement products
Zone, WuhanCity,Hubei Province, China
RUICHANG YADONG NEW MATERIAL CO., Jan. 2019 RMB construction
LTD. 2,000 material and product
Address: No.6, Yadong Road, Ma-Tou Town, Rui
Chang City, Jiangxi Province, China
NANCHANG YALI CONCRETE PRODUCE LTD. Dec. 2003 RMB Ready-mixed
Address: Melin AVE Bashuihu Industries Zone 60,000 concrete,
NanchangETDZJiangxi Province Cement products
JIANGXI YALI TRANSPORT CO., LTD. Apr. 2005 RMB Transportation
Address: No.8, Yadong Road, Ma-Tou Town, Rui 12,500
Chang City, Jiangxi Province, China
NANCHANG YADONG CEMENT CO., LTD. Jan. 2004 RMB Cement Grinding,
Address: Industrial 2nd Rd, Changdong Industrial 90,000 Blast-Furnace Slag
Park, Nanchang Jiangxi, China
WUHAN YALI CEMENT PRODUCTS CO., LTD. Dec. 2007 RMB Ready-mixed
Address: No.66 Ya Dong Avenue, Pingjiang Went 60,000 concrete,
Road, Yangluo Economic Development Cement products
Zone, WuhanCity,Hubei Province, China
TAIZHOU YADONG BUILDING MATERIAL CO., Sep. 2013 USD Cement
LTD. 16,000 warehousing and
Address: Central Village of Yong anzhou Town, wholesale
Gaogang District, Thaizhou, Jiangsu
Province, China
SICHUAN LANFENG BUILDING MATERIALS Nov. 2010 RMB Cement products,
CO., LTD. 20,000 Construction
Address: Middle, Qinggui Road, Guihua Town,
Pengzhou, Chengdu City, Sichuan, China
SICHUAN LANFENG CEMENT CO., LTD. Sep. 2008 RMB Cement, Clinker,
Address: Middle, Qinggui Road, Guihua Town, 600,000 Blast-Furnace Slag,
Pengzhou, Chengdu City, Sichuan, China Cement products
HUBEI YALI TRANSPORT CO., LTD. Oct. 2006 RMB Transportation
Address: Cihui Avenue, Wujiashan Taiwan Business 13,000
Investment Zone, Dongxihu, Wuhan, Hubei
Province, China
WUHAN YAXIN CEMENT CO., LTD. Aug. 2003 RMB Cement, Clinker,
Address: Jiangjun mountain, Jiangxia District, 90,000 Blast-Furnace Slag,
Wuhan,Hubei Province,China Cementproducts

8.3 Main Business of Affiliated Companies

Please Refer to Above List.

-158-

8.4 Information of the Directors, Supervisors, and Presidents of Affiliated Companies

Companies
As of December 31,2020
Company Name Title Name or Representative Shareholding

Shares

%
FU MING TRANSPOR-
TATION CO., LTD.
Chairman Johnny Shih (ACC
Representative)
29,553,869 99.95
Director / President
W.T. Hsu(ACCRepresentative)
29,553,869 99.95
Director K.Y. Lee(ACC Representative) 29,553,869 99.95
Director Y.F. Chang (ACC
Representative)
29,553,869 99.95
Director
C.M. Chen (ACC
Representative)
29,553,869 99.95
Director
C.H. Chung (ACC
Representative)
29,553,869 99.95
Director
R.K. Tsai(ACCRepresentative)
29,553,869 99.95
Supervisor T.L. Yu (Asia Investment Corp.
Representative)
5,000 0.02
Supervisor
Humphrey Cheng (Asia
Investment Corp.
Representative)
5,000 0.02
YUAN LONG
STAINLESS STEEL
CORP.
Chairman
K.Y. Lee(ACC Representative)
200,000,000 100.00
Director / President B.R. Cheng (ACC
Representative)
200,000,000 100.00
Director
Peter Hsu(ACC Representative)
200,000,000 100.00
Director C.F. Cheng (ACC
Representative)
200,000,000 100.00
Director
C.M. Chen (ACC
Representative)
200,000,000 100.00
Supervisor
Doris Wu(ACC Representative)
200,000,000 100.00
Supervisor T.M. Chen (ACC
Representative)
200,000,000 100.00
SUNRISE INDUSTRIAL
HOLDINGS LTD.
Director
Douglas Tong Hsu
(ACC Representative)
90,000 100.00
Director
Peter Hsu(ACCRepresentative)
90,000 100.00
Director K.Y. Lee(ACCRepresentative) 90,000 100.00
Director R.H. Shao (ACC
Representative)
90,000 100.00
Director
Doris Wu(ACC Representative)
90,000 100.00
NAN HWA CEMENT
CORP.
Chairman Z.P. Chang (ACC
Representative)
26,138,828 99.98
President
C.H.Chung
Director Peter Hsu(ACC Representative) 26,138,828 99.98
Director Doris Wu(ACC Representative) 26,138,828 99.98
Director T.M. Chen (ACC
Representative)
26,138,828 99.98
Director
C.H. Chen (ACC
Representative)
26,138,828 99.98
Supervisor
W.H. Yeh (Asia Investment
Corp. Representative)
5,000 0.02
ASIA ENGINEERING
ENTERPRISE CORP.
Chairman
Doris Wu(ACC Representative)
8,093,220 99.74
Director / President Z.P. Chang (ACC
Representative)
8,093,220 99.74
Director
Peter Hsu
1,000 0.01
Director M.C.Yang (ACC
Representative)
8,093,220 99.74
Director
C.H. Chen (ACC
Representative)
8,093,220 99.74
Supervisor
H.Y. Kao (Asia Investment
Corp. Representative)
6,000 0.07
ASIA CEMENT
(CHINA) HOLDINGS
CO.
Chairman /
Non-Executive
Director

Douglas Tong Hsu
3,000,000 0.19
Vice Chairman /
Executive Director
Peter Hsu 200,000 0.01

-159-

Executive Director T.H. Chang 319,500 0.02
Executive Director
Doris Wu
20,000 0.00
Executive Director Z.L. Wu 245,000 0.02
Executive Director C.K. Chang 713,000 0.04
Executive Director
S.J. Lin
290,000 0.02
Independent Non -
Executive Director
D.L. Zhan 0 0.00
Independent Non -
Executive Director
K.C. Lee 0 0.00
Independent Non -
Executive Director
K.M. Wang 0 0.00
Independent Non -
Executive Director
Wei Wang 0 0.00
ASIA CEMENT
(SINGAPORE) PTE.
LTD.
Chairman /
Managing Director
Douglas Tong Hsu 2 0.00

Vice Managing
Director
J.H. Lin (ACC Representative) 10,495,495 99.96
Director Peter Hsu (ACC Representative) 10,495,495 99.96
Director
K.Y. Lee (ACC Representative)
10,495,495 99.96
Director
Y.F. Chang (ACC
Representative)
10,495,495 99.96
Director
R.H. Shao (ACC
Representative)
10,495,495 99.96
Director
Doris Wu (ACC Representative)
10,495,495 99.96
Director
Gary Lee (ACC Representative)
10,495,495 99.96
DER CHING
INVESTMENT CORP.
Chairman
Peter Hsu (ACC Representative)
649,214,680 99.99
Director
Doris Wu (ACC Representative)
649,214,680 99.99
Director
T.M. Chen (ACC
Representative)
649,214,680 99.99
Director
H.Y. Kao (ACC Representative)
649,214,680 99.99
Director
H.T. Peng (ACC Representative)
649,214,680 99.99
Supervisor
Karen Yang (Asia Investment
Corp. Representative)
5,887 0.00
YA LI
TRANSPORTATION
CORP.
Chairman
Z.P. Chang (Yu Yuan Investment
Corp. Representative)
4,839,183 48.39
Director / President
K.M. Fu (Yu Yuan Investment
Corp. Representative)
4,839,183 48.39
Director
C.H. Chung (Yu Yuan
Investment Corp.
Representative)
4,839,183 48.39
Director
C.H. Chen (Yu Yuan Investment
Corp. Representative)
4,839,183 48.39
Director
W.T. Hsu (Yu Yuan Investment
Corp. Representative)
4,839,183 48.39
Supervisor
Dana Lee (ACC Representative)
5,160,754 51.61
YA LI PRECAST AND
PRESTRESSED
CONCRETE
INDUSTRIES CORP.
Chairman C.F. Cheng (ACC
Representative)
16,261,760 83.92
Director
Peter Hsu(ACC Representative)
16,261,760 83.92
Director Lin Kuo(ACC Representative) 16,261,760 83.92
Director T.L. Yu(ACC Representative) 16,261,760 83.92
Director C.H. Chen (ACC
Representative)
16,261,760 83.92
Supervisor
Dana Lee (FEGC
Representative)
3,105,647 16.03
YA TUNG READY-
MIXED
CONCRETE CORP.
Chairman
K.Y. Lee(ACC Representative)
170,203,184 99.99
President C.P. Chen 0 0.00
Director Peter Hsu(ACC Representative) 170,203,184 99.99
Director Y.F. Chang (ACC
Representative)
170,203,184 99.99
Director
W.K. Chou (ACC
Representative)
170,203,184 99.99
Director
C.M. Chen (ACC
Representative)
170,203,184 99.99
Supervisor
Doris Wu (Asia Investment
Corp. Representative)
6,186 0.00
Supervisor
H.Y. Kao(Asia Investment
6,186 0.00

-160-

Corp. Representative)
ASIA INVESTMENT
CORP.
Chairman Peter Hsu(ACC Representative) 260,896,525 100.00
Director Doris Wu(ACC Representative) 260,896,525 100.00
Director H.T. Peng (ACC Representative) 260,896,525 100.00
Director H.Y. Kao(ACC Representative) 260,896,525 100.00
Director T.M. Chen (ACC
Representative)
260,896,525 100.00
Supervisor
Karen Yang (ACC
Representative)
260,896,525 100.00
CHIAHUI POWER
CORP.
Chairman
Douglas Tong Hsu
(ACC Representative)
568,261,136 99.69
President
G.T. Chen
0 0.00
Director Peter Hsu (ACC Representative) 568,261,136 99.69
Director K.Y. Lee (ACC Representative) 568,261,136 99.69
Independent
Director
S.Y. Su 0 0.00
Independent
Director
M.Z. Jiang 0 0.00
Supervisor Doris Wu (Asia Investment
Corp. Representative)
45,568 0.01
Supervisor
W.H. Yeh (Asia Investment
Corp. Representative)
45,568 0.01
FU DA
TRANSPORTATION
CO., LTD.
Chairman
Johnny Shih
(Fu Ming Transportation Co.,
Ltd. Representative)
37,959,570 99.94
Director / President
W.T. Hsu
(Fu Ming Transportation Co.,
Ltd. Representative)
37,959,570 99.94
Director
K.Y. Lee
(Fu Ming Transportation Co.,
Ltd. Representative)
37,959,570 99.94
Director
Y.F. Chang
(Fu Ming Transportation Co.,
Ltd. Representative)
37,959,570 99.94
Director
Y.S. Yu
(Fu Ming Transportation Co.,
Ltd. Representative)
37,959,570 99.94
Director
Humphrey Cheng
(Fu Ming Transportation Co.,
Ltd. Representative)
37,959,570 99.94
Supervisor
R.K. Tsai (Asia Investment
Corp. Representative)
9,717 0.03
Supervisor
C.M. Shi (Asia Investment Corp.
Representative)
9,717 0.03
PERFECT
INDUSTRIAL
HOLDINGS PTE. LTD.
Director
Douglas Tong Hsu
0 0.00
Director Doris Wu 0 0.00
ORIENTAL CONCRETE
PTE. LTD.
Chairman Douglas Tong Hsu
(Asia Cement (Singapore) Pte.
Ltd. Representative)
17,000,000 100.00
Director /
Managing Director

J.H. Lin
(Asia Cement (Singapore) Pte.
Ltd. Representative)
17,000,000 100.00
Director
Peter Hsu
(Asia Cement (Singapore) Pte.
Ltd. Representative)
17,000,000 100.00
Director
K.Y. Lee
(Asia Cement (Singapore) Pte.
Ltd. Representative)
17,000,000 100.00
Director
Gary Lee
(Asia Cement (Singapore) Pte.
Ltd. Representative)
17,000,000 100.00
FU SHAN MINERAL
STONE CO., LTD.
Chairman
Doris Wu (Der Ching
Investment Corp.
Representative)
1,294,270 99.56

-161-

Director / President Z.P. Chang (Der Ching
Investment Corp.
Representative)
1,294,270 99.56
Director
Peter Hsu (Der Ching
Investment Corp.
Representative)
1,294,270 99.56
Director
C.M. Chen (Der Ching
Investment Corp.
Representative)
1,294,270 99.56
Director
Manfred Wang (Der Ching
Investment Corp.
Representative)
1,294,270 99.56
Supervisor
W.H. Yeh (Asia Investment
Corp. Representative)
5,000 0.38
KOWLOON CEMENT
CORP. LTD.
Chairman
Douglas Tong Hsu
0 0.00
Director Johnny Shih 0 0.00
Director K.Y. Lee 0 0.00
Director Y.F. Chang 0 0.00
Director R.H. Shao 0 0.00
Director Gary Lee 0 0.00
AC MEGA
INVESTMENT LTD.
Director C.M. Chen (Der Ching
Investment Corp.
Representative)
17,800,000 100.00
Director
Doris Wu (Der Ching
Investment Corp.
Representative)
17,800,000 100.00
Director
H.Y. Kao (Der Ching Investment
Corp. Representative)
17,800,000 100.00
AC LEAP
INVESTMENT LTD.
Director
C.M. Chen (Der Ching
Investment Corp.
Representative)
18,500,000 100.00
Director
Doris Wu (Der Ching
Investment Corp.
Representative)
18,500,000 100.00
Director
H.Y. Kao (Der Ching Investment
Corp. Representative)
18,500,000 100.00
AC MEGA II
INVESTMENT LTD.
Director
C.M. Chen (Der Ching
Investment Corp.
Representative)
9,300,000 100.00
Director
Doris Wu (Der Ching
Investment Corp.
Representative)
9,300,000 100.00
Director
H.Y. Kao Doris Wu (Der Ching
Investment Corp.
Representative)
9,300,000 100.00
AC MEGA III
INVESTMENT LTD.
Director
C.M. Chen (Der Ching
Investment Corp.
Representative)
9,300,000 100.00
Director
Doris Wu (Der Ching
Investment Corp.
Representative)
9,300,000 100.00
Director
H.Y. Kao Doris Wu (Der Ching
Investment Corp.
Representative)
9,300,000 100.00
AC MEGA IV
INVESTMENT LTD.
Director
C.M. Chen (Der Ching
Investment Corp.
Representative)
16,200,000 100.00
Director
Doris Wu (Der Ching
Investment Corp.
Representative)
16,200,000 100.00
Director
H.Y. Kao (Der Ching Investment
Corp. Representative)
16,200,000 100.00
YA LI PRECAST
CONCRETE INDIA
Chairman
X.M. He
(Ya Li Precast And Prestressed
*INR
1,599,990
99.99

-162-

PVT. LTD. Concrete Industries Corp.
Representative)
Director
W.H. Yeh
(Ya Li Precast And Prestressed
Concrete Industries Corp.
Representative)
*INR
1,599,990
99.99
Director
H.Y. Kao
(Ya Li Precast And Prestressed
Concrete Industries Corp.
Representative)
*INR
1,599,990
99.99
Director
Gary Lee
(Ya Li Precast And Prestressed
Concrete Industries Corp.
Representative)
*INR
1,599,990
99.99
Director
H.C. Lee
(Ya Li Precast And Prestressed
Concrete Industries Corp.
Representative)
*INR
1,599,990
99.99
ASIA ORIENTAL
(GUAM) L.L.C
Manager
C.P. Chen
0 0.00

YATUNG VIETNAM
CO. LTD.
Manager C.P. Chen 0 0.00
YA SING READY-
MIXED CONCRETE
CORP.
Chairman C.P. Chen
(Ya Tung Ready-Mixed
Concrete Corp. Representative)
6,995,000 69.95
Director / President
Z.G. He
(Ya Tung Ready-Mixed
Concrete Corp. Representative)
6,995,000 69.95
Director
C.H. Chung
(Ya Tung Ready-Mixed
Concrete Corp. Representative)
6,995,000 69.95
Director
P.R. Chen
(Ya Tung Ready-Mixed
Concrete Corp. Representative)
6,995,000 69.95
Director
W.B. Lin
(Ya Tung Ready-Mixed
Concrete Corp. Representative)
6,995,000 69.95
Director
W.S. Tsai
(Ya Tung Ready-Mixed
Concrete Corp. Representative)
6,995,000 69.95
Director
J.F. Tsai
(Nan Kung Enterprise Corp.Ltd.
Representative)
1,000,000 10.00
Director
J.B. Zhuo
(Lien Fang Enterprise Corp.Ltd.
Representative)
500,000 5.00
Director
T.Y. Huang
(Chu Chiang Enterprise
Corp.Ltd. Representative)
1,000,000 10.00
Supervisor
F.C. Wu
(Ho Hwei Enterprise Corp.Ltd.
Representative)
500,000 5.00
Supervisor
W.K. Chou
(Asia Investment Corp.
Representative)
5,000 0.05
Supervisor
H.Y. Kao
(Asia Investment Corp.
Representative)
5,000 0.05
ASIA CEMENT
EXPLORER
INVESTMENT LTD.
Director
C.M. Chen
(Asia Investment Corp.
Representative)
10,215,000 100.00
Director
Doris Wu
(Asia Investment Corp.
Representative)
10,215,000 100.00
Director
H.Y. Kao
(Asia Investment Corp.
Representative)
10,215,000 100.00
ASIA CEMENT
PIONEER
Director
C.M. Chen
(Asia Investment Corp.
58,550,000 100.00

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INVESTMENT LTD. Representative)
Director
Doris Wu
(Asia Investment Corp.
Representative)
58,550,000 100.00
Director
H.Y. Kao
(Asia Investment Corp.
Representative)
58,550,000 100.00
ASIA CEMENT
PIONEER II
INVESTMENT LTD.
Director
C.M. Chen
(Asia Investment Corp.
Representative)
17,800,000 100.00
Director
Doris Wu
(Asia Investment Corp.
Representative)
17,800,000 100.00
Director
H.Y. Kao
(Asia Investment Corp.
Representative)
17,800,000 100.00
ASIA CEMENT
PIONEER III
INVESTMENT LTD.
Director
C.M. Chen
(Asia Investment Corp.
Representative)
9,300,000 100.00
Director
Doris Wu
(Asia Investment Corp.
Representative)
9,300,000 100.00
Director
H.Y. Kao
(Asia Investment Corp.
Representative)
9,300,000 100.00
ASIA CEMENT
PIONEER IV
INVESTMENT LTD.
Director
C.M. Chen
(Asia Investment Corp.
Representative)
9,110,000 100.00
Director
Doris Wu
(Asia Investment Corp.
Representative)
9,110,000 100.00
Director
H.Y. Kao
(Asia Investment Corp.
Representative)
9,110,000 100.00
ASIA CONTINENT
INVESTMENT
HOLDINGS PTE. LTD.
Chairman
Douglas Tong Hsu
0 0.00
Director
Peter Hsu
0 0.00
Director K.Y. Lee 0 0.00
Director Doris Wu 0 0.00
Director Soon Heng Leong 0 0.00
ORIENTAL
INDUSTRIAL
HOLDINGS PTE. LTD.
Chairman
Douglas Tong Hsu
4,000 0.00
Director
Peter Hsu
0 0.00
Director R.H. Shao 1,000 0.00
Director Doris Wu 0 0.00
Director Soon Heng Leong 0 0.00
KOWLOON
CONCRETE CORP.
LTD.
Chairman
Douglas Tong Hsu
0 0.00
Director
K.Y. Lee
0 0.00
Director L.H. Fang 0 0.00
Director
Doris Wu
0 0.00
Director Gary Lee 0 0.00
JOIN FORTUNE
TRADINGLTD
Manager
Gary Lee
0 0.00
ASIA ORIENTAL
CONCRETE,LLC
Manager C.P. Chen 0 0.00
JIANGXI YADONG
CEMENT CO., LTD.
Chairman Z.L. Wu
(Asia Continent Investment
Holdings Pte. Ltd.
Representative)
*USD
302,689
85.00
President
J.B. Yu
*USD
0
0.00
Director H. He
(Oriental Holdings Co., Ltd.
Representative)
*USD
35,610
10.00
Director
Ping Shen
(Jiangxi Provincial Investment
Group Corp. Representative)
*USD
17,805
5.00
Supervisor
C.H. He
(Asia Continent Investment
*USD
302,689
85.00

-164-

Holdings Pte. Ltd.
Representative)
HUANGGANG
YADONG
CEMENT CO., LTD.
Chairman
L. Tian
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
77,553
90.00
President
H. He
*USD
0
0.00
Director L.M. Ou Yang
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
77,553
90.00
Director
S.S. Wu
(Oriental Holdings Co., Ltd.
Representative)
*USD
8,617
10.00
Supervisor
Michael Ting
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
77,553
90.00
WUHAN YADONG
CEMENT CO., LTD.
Chairman
J.B. Yu
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
32,526
90.00
President
J.F. Jiang
*USD
0
0.00
Director H.Q. Zhang
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
32,526
90.00
Director
G Chen
(Oriental Holdings Co., Ltd.
Representative)
*USD
3,614
10.00
Supervisor
W.Y. Liu
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
32,526
90.00
ORIENTAL HOLDINGS
CO., LTD.
Chairman /
President

Doris Wu
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
204,191
100.00
Director
Dana Lee
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
204,191
100.00
Director
Karen Yang
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
204,191
100.00
Supervisor
J.H. Wu
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
204,191
100.00
CHENGDU YALI
CEMENT PRODUCTS
CO., LTD.
Chairman
W.F. Hsu
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
2,100
51.22
President
Y.M. Zhang
*USD
0
0.00
Director G.W. Ciou
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
2,100
51.22
Director
L.J. Zeng
(Oriental Holdings Co., Ltd.
Representative)
*USD
2,000
48.78
Supervisor Y. Chen
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
2,100
51.22
SHANGHAI YALI
CEMENT PRODUCTS
CO., LTD.
Chairman L. Tian
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
13,500
90.00
President B.H. Lu *USD
0
0.00
Director Y.G. Zhang
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
13,500
90.00
Director X.W. Xiao
(Oriental Holdings Co., Ltd.
Representative)
*USD
1,500
10.00

-165-

Supervisor R.F. Huang
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
13,500
90.00
SICHUAN YALI
CONCRETE PRODUCE
CO., LTD.
Chairman W.F. Hsu
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
2,970
90.00
President Y.M. Zhang *USD
0
0.00
Director Y.H. Lu
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
2,970
90.00
Director X.T. Kao
(Oriental Holdings Co., Ltd.
Representative)
*USD
330
10.00
Supervisor Q.P. Zhou
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
2,970
90.00
SICHUAN YALI
TRANSPORT CO., LTD.
Chairman W.F. Hsu
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
3,150
90.00
President Y.H. Lu *USD
0
0.00
Director G.C. Wang
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
3,150
90.00
Director C.H. Xiang
(Oriental Holdings Co., Ltd.
Representative)
*USD
350
10.00
Supervisor H.B. Feng
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
3,150
90.00
YANGZHOU YADONG
CEMENT CO., LTD.
Chairman L. Tian
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
31,977
90.00
President B.H..Lu *USD
0
0.00
Director Y.T. Li
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
31,977
90.00
Director T.M. Jiang
(Oriental Holdings Co., Ltd.
Representative)
*USD
3,553
10.00
Supervisor J. Chen
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
31,977
90.00
SICHUAN YADONG
CEMENT CO., LTD.
Chairman W.F. Hsu
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
331,506
90.00
President L. Tian *USD
0
0.00
Director C.L Lu
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
331,506
90.00
Director H.C Wang
(Oriental Holdings Co., Ltd.
Representative)
*USD
36,834
10.00
Supervisor N.B. GAN
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
331,506
90.00
HUBEI YADONG
CEMENT CO., LTD.
Chairman J.B. Yu
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
139,320
90.00

-166-

President W.F. Hsu *USD
0
0.00
Director L.C Guo
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
139,320
90.00
Director Z.Y Jing
(Oriental Holdings Co., Ltd.
Representative)
*USD
15,480
10.00
Supervisor W.B. Du
(Oriental Industrial Holdings
Pte. Ltd. Representative)
*USD
139,320
90.00
Ruichang Yadong New
Material Co., Ltd.
Chairman L. Tian
(Jiangxi Yadong Cement Co.,
Ltd. Representative)
*RMB
2,000
100.00
President J.B. Yu *RMB
0
0
Director W.T. Chang
(Jiangxi Yadong Cement Co.,
Ltd. Representative)
*RMB
2,000
100
Director W.Y. Wang
(Jiangxi Yadong Cement Co.,
Ltd. Representative)
*RMB
2,000
100
Supervisor B. Dai
(Jiangxi Yadong Cement Co.,
Ltd. Representative)
*RMB
2,000
100
NANCHANG YALI
CONCRETE PRODUCE
LTD.
Chairman L. Tian
(Jiangxi Yadong Cement Co.,
Ltd. Representative)
*RMB
60,000
100.00
NANCHANG YALI
CONCRETE PRODUCE
LTD.
President Y.J. Lin *RMB
0
0.00
Director Y.M. Dai
(Jiangxi Yadong Cement Co.,
Ltd. Representative)
*RMB
60,000
100.00
Director J.X. Li
(Jiangxi Yadong Cement Co.,
Ltd. Representative)
*RMB
60,000
100.00
Supervisor S.P. Hu
(Jiangxi Yadong Cement Co.,
Ltd. Representative)
*RMB
60,000
100.00
JIANGXI YALI
TRANSPORT CO., LTD.
Chairman L. Tian
(Jiangxi Yadong Cement Co.,
Ltd. Representative)
*RMB
6,499
51.99
President X.W. Xiao *RMB
0
0.00
Director S.H Wang
(Oriental Holdings Co., Ltd.
Representative)
*RMB
6,000
48.00
Director D.L. Hsu
(A.K. Fu Representative)
*RMB
1
0.01
Supervisor
K.X. Li
(Jiangxi Yadong Cement Co.,
Ltd. Representative)
*RMB
6,499
51.99
NANCHANG YADONG
CEMENT CO., LTD.
Chairman L. Tian
(Jiangxi Yadong Cement Co.,
Ltd. Representative)
*RMB
45,000
50.00
President W.T. Zhang *RMB
0
0.00
Director Y.G. Yao
(Oriental Holdings Co., Ltd.
Representative)
*RMB
22,500
25.00
Director Y.S. Yao
(Fangda Special Steel
Technology Co., Ltd.
*RMB
22,500
25.00

-167-

Representative)
Supervisor
D.B. Wang
(Jiangxi Yadong Cement Co.,
Ltd. Representative)
*RMB
45,000
50.00
WUHAN YALI
CEMENT PRODUCTS
CO., LTD.
Chairman J.B. Yu
(Wuhan Yadong Cement Co.,
Ltd. Representative)
*RMB
60,000
100.00
President X.L. Yu *RMB
0
0.00
Director A.C. Hsu
(Wuhan Yadong Cement Co.,
Ltd. Representative)
*RMB
60,000
100.00
Director L.P. Jhu
(Wuhan Yadong Cement Co.,
Ltd. Representative)
*RMB
60,000
100.00
Supervisor J.F. Jiang
(Wuhan Yadong Cement Co.,
Ltd. Representative)
*RMB
60,000
100.00
TAIZHOU YADONG
BUILDING MATERIAL
CO., LTD.
Chairman L. Tian
(Oriental Holdings Co., Ltd.
Representative)
*USD
16,000
100.00
President B.H.Lu *USD
0
0.00
Director G.J. Shen
(Oriental Holdings Co., Ltd.
Representative)
*USD
16,000
100.00
Director D.M. Yi
(Oriental Holdings Co., Ltd.
Representative)
*USD
16,000
100.00
Supervisor M. Zhang
(Oriental Holdings Co., Ltd.
Representative)
*USD
16,000
100.00
SICHUAN LANFENG
BUILDING
MATERIALS CO., LTD.
Chairman W.F. Hsu
(Sichuan Lanfeng Cement Co.,
Ltd. Representative)
*RMB
20,000
100.00
President Y.M. Zhang *RMB
0
0.00
Director J.S. Lee
(Sichuan Lanfeng Cement Co.,
Ltd. Representative)
*RMB
20,000
100.00
Director C. Liu
(Sichuan Lanfeng Cement Co.,
Ltd. Representative)
*RMB
20,000
100.00
Supervisor Y.P. Xie
(Sichuan Lanfeng Cement Co.,
Ltd. Representative)
*RMB
20,000
100.00
SICHUAN LANFENG
CEMENT CO., LTD.
Chairman W.F. Hsu
(Sichuan Yadong Cement Co.,
Ltd. Representative)
*RMB
600,000
100.00
President Y.M. Zhang *RMB
0
0.00
Director J.S. Lee
(Sichuan Yadong Cement Co.,
Ltd. Representative)
*RMB
600,000
100.00
Director C. Liu
(Sichuan Yadong Cement Co.,
Ltd. Representative)
*RMB
600,000
100.00
Supervisor Y.P. Xie
(Sichuan Yadong Cement Co.,
Ltd. Representative)
*RMB
600,000
100.00
HUBEI YALI
TRANSPORT CO., LTD.
Chairman J.B. Yu
(Hubei Yadong Cement Co., Ltd.
*RMB
13,000
100.00

-168-

Representative)
President
H.Q. Zhang
*RMB
0
0.00
Director Z.H. Ye
(Hubei Yadong Cement Co., Ltd.
Representative)
*RMB
13,000
100.00
Director
B.Y. Zhao
(Hubei Yadong Cement Co., Ltd.
Representative)
*RMB
13,000
100.00
Supervisor
S.Y. Cheng
(Hubei Yadong Cement Co., Ltd.
Representative)
*RMB
13,000
100.00
WUHAN YAXIN
CEMENT CO., LTD.
Chairman
J.B. Yu
(Hubei Yadong Cement Co., Ltd.
Representative)
*RMB
81,000
90.00
President
C.H. He
*RMB
0
0.00
Director X.L. Yu
(Hubei Yadong Cement Co., Ltd.
Representative)
*RMB
81,000
90.00
Director
C.C. Cheng
*RMB
9,000
10.00
Supervisor J.S. Shen
(Hubei Yadong Cement Co., Ltd.
Representative)
*RMB
81,000
90.00

The above companies marked with the “” sign are not incorporated companies. Therefore the shareholding are shown in capital (Unit: INR, USD, VND and RMB $1,000) instead of shown in numbers of shares.

-169-

8.5 Operating Condition of Affiliated Companies

Unit: NT$1,000
Book closure date: 31 December 2020
Unit: NT$1,000
Book closure date: 31 December 2020
Unit: NT$1,000
Book closure date: 31 December 2020
Unit: NT$1,000
Book closure date: 31 December 2020
Unit: NT$1,000
Book closure date: 31 December 2020
Unit: NT$1,000
Book closure date: 31 December 2020
Unit: NT$1,000
Book closure date: 31 December 2020
Unit: NT$1,000
Book closure date: 31 December 2020
No. Company Name Capital Total Assets Total
Liabilities
Net Value Net Sales Operating
Income
(Loss)
Income
(Loss) After
Income Tax
Earnings
(Loss) per
Share (After
Income Tax)
1 FU MING TRANSPORTATION
CO., LTD.
295,695
1,888,909

414,443

1,474,466

1,058,331

119,498

232,256

7.85
2 YUAN LONG STAINLESS
STEEL CORP.
2,000,000
5,059,522

3,275,754

1,783,768

4,212,480

2,626

(19,124)

(0.10)
3 SUNRISE INDUSTRIAL
HOLDINGS LTD.
2,909
126,165

72,538

53,627

0
(109) (1,295)
(14.39)
4 NAN HWA CEMENT CORP. 261,440
748,019

426,328

321,691

436,162

39,496

62,112
2.38
5 ASIA ENGINEERING
ENTERPRISE CORP.
81,144
378,148

199,014

179,134

68,616

14,291

55,201

6.80
6 ASIA CEMENT (CHINA)
HOLDINGS CO.
634,911
88,875,517

18,432,898

70,442,619

0
(213,259) 11,392,945
7.27
7 ASIA CEMENT (SINGAPORE)
PTE. LTD.
250,425
5,014,297

287,100

4,727,197

548,020

(18,304)
632,471
60.24
8 DER CHING INVESTMENT
CORP.
6,492,278
23,911,188

9,629,119

14,282,069

392,567

339,400

1,282,939

1.98
9 YA LI TRANSPORTATION
CORP.
100,000
492,016

35,547

456,469

285,344

2,975

23,281

2.33
10 YA LI PRECAST AND
PRESTRESSED CONCRETE
INDUSTRIES CORP.
193,776
337,485

233,450

104,035

242,907

17,611

14,709

0.76
11 YA TUNG READY-MIXED
CONCRETE CORP.
1,702,103
5,722,736

3,211,591

2,511,145

10,486,169

1,040,105

763,050

4.48
12 ASIA INVESTMENT CORP. 2,608,965
13,952,440

9,979,369

3,973,071

366,434

364,821

687,540

2.64
13 CHIAHUI POWER CORP. 5,700,000
19,349,047

9,290,728

10,058,319

5,932,839

1,814,939

1,378,469

2.42
14 FU DA TRANSPORTATION
CO., LTD.
379,819
1,234,718

375,435

859,283

757,196

103,642

114,015

3.00
15 PERFECT INDUSTRIAL
HOLDINGS PTE. LTD.
276,326
77,157,830

0

77,157,830

0
(86) 11,945,536
1,229.02
16 ORIENTAL CONCRETE PTE.
LTD.
364,990
254,619

269

254,350

8,858

2,617

2,545

0.15
17 FU SHAN MINERAL STONE
CO.,LTD.
13,000
82,874

61,199

21,675

2,908

(5,515)
(6,187)
(4.76)
18 KOWLOON CEMENT CORP.
LTD.
93,150
913,779

1,695

912,084

39,058

2,829

45,516

19.79
19 AC MEGA INVESTMENT
LTD.
532,169
576,112

0

576,112

0
(138) 89,699
5.04
20 AC LEAP INVESTMENT
LTD.
553,072
676,834

0

676,834

0
(138) 104,394
5.64
21 AC MEGA II INVESTMENT
LTD.
268,817
310,143

0

310,143

0
(127) 44,604
4.80
22 AC MEGA III INVESTMENT
LTD.
268,817
355,675

0

355,675

0
(127) 51,651
5.55
23 AC MEGA IV INVESTMENT
LTD.
484,454
712,480

0

712,480

0
(127) 109,528
6.76

-170-

No. Company Name Capital Total Assets Total
Liabilities
Net Value Net Sales Operating
Income
(Loss)
Income
(Loss) After
Income Tax
Earnings
(Loss) per
Share (After
Income Tax)
24 YA LI PRECAST CONCRETE
INDIA PVT. LTD.
8,338
4,513
2,758
1,755

0
0 0
Note 1
25 ASIA ORIENTAL (GUAM)
L.L.C
242,046
(8,239)
1
(8,240)
0 (34,068) (56,348)
Note 1
26 PT YATUNG CONCRETE
INTERNATIONAL CORP.
0
0
0
0
46,626
(29,534)
(39,121) Note 12
27 YATUNG VIETNAM CO., LTD. 201,823
327,276

43,164

284,112

109,251

1,184

7,542

Note 1
28 YA SING READY-MIXED
CONCRETE CORP.
100,000
379,167

228,018

151,149

832,825

69,069

48,750

4.87
29 ASIA CEMENT EXPLORER
INVESTMENT LTD.
304,443
151,175

0

151,175

0
(152) 25,720
2.52
30 ASIA CEMENT PIONEER
INVESTMENT LTD.
1,794,320
2,153,769

55,438

2,098,331

0
(152) 316,704
5.41
31 ASIA CEMENT PIONEER
II INVESTMENT LTD.
529,811
706,024

0

706,024

0
(151) 107,498
6.04
32 ASIA CEMENT PIONEER
III INVESTMENT LTD.
275,817
287,453

0

287,453

0
(151) 43,682
4.70
33 ASIA CEMENT PIONEER
IV INVESTMENT LTD.
275,810
354,929

0

354,929

0
(151) 61,044
6.70
34 ASIA CONTINENT
INVESTMENT HOLDINGS
PTE. LTD.
8,211,917
22,396,633

90

22,396,543

0
(377) 5,109,245
15.41
35 ORIENTAL INDUSTRIAL
HOLDINGS PTE. LTD.
23,825,585
54,743,747

148

54,743,599

0
(456) 6,785,075
9.68
36 KOWLOON CONCRETE CORP.
LTD.
36
157,133

120

157,013

2,743

965

25,944

2,594.40
37 JOIN FORTUNE TRADING
LTD.
69,008
4,407

978

3,429

0
(221) 1,143
0.47
38 ASIA ORINTAL
CONCRETE,LLC
329,788
143,786

171,337

(27,551)
181,274
(40,234)
(31,470)
Note 1
39 JIANGXI YADONG CEMENT
CO., LTD.
10,124,037
30,390,202

4,548,339

25,841,863

19,327,422

7,046,509

6,310,074

Note 1
40 HUANGGANG YADONG
CEMENT CO., LTD.
2,449,813
6,058,800

576,777

5,482,023

3,173,942

1,204,840

1,007,382

Note 1
41 WUHAN YADONG CEMENT
CO., LTD.
1,027,460
3,031,752

256,406

2,775,346

1,174,638

10,831

91,736

Note 1
42 ORIENTAL HOLDINGS CO.,
LTD.
5,805,150
13,910,344

6,620

13,903,724

0
(1,128) 1,307,722
Note 1
43 CHENGDU YA LI CEMENT
PRODUCTS CO., LTD.
116,563
417,313

92,765

324,548

480,888

(53,465)
(33,436)
Note 1
44 SHANGHAI YALI CEMENT
PRODUCTS CO., LTD.
426,450
180,046

133,608

46,438

39,121

23,650

(16,725)

Note 1
45 SICHUAN YALI CONCRETE
PRODUCE CO., LTD.
93,819
347,157

368,449

(21,292)
350,183
(279,159)
(217,093)
Note 1
46 SICHUAN YALI TRANSPORT
CO., LTD.
99,505
246,522

44,742

201,780

301,104

11,292

11,551

Note 1
47 YANGZHOU YADONG
CEMENT CO., LTD.
1,010,118
2,347,109

391,137

1,955,972

3,831,516

302,000

225,520

Note 1

-171-

No. Company Name Capital Total Assets Total
Liabilities
Net Value Net Sales Operating
Income
(Loss)
Income
(Loss) After
Income Tax
Earnings
(Loss) per
Share (After
Income Tax)
48 SICHUAN YADONG CEMENT
CO., LTD.
10,471,906
24,120,763

1,305,693

22,815,070

8,318,061

2,474,407

3,987,341

Note 1
49 HUBEI YADONG CEMENT
CO., LTD.
4,400,964
11,288,837

744,331

10,544,506

5,919,151

1,364,435

1,291,888

Note 1
50 RUICHANG YADONG NEW
MATERIAL CO., LTD.
8,714
891,412

259,875

631,537

1,062,201

756,237

569,016

Note 1
51 NANCHANG YALI CONCRETE
PRODUCE LTD.
261,429
945,146

152,578

792,568

885,922

108,334

80,837

Note 1
52 JIANGXI YALI TRANSPORT
CO., LTD.
54,464
217,591

52,929

164,662

324,415

34,684

26,621

Note 1
53 NANCHANG YADONG
CEMENT CO., LTD.
392,144
839,297

102,808

736,489

1,163,920

87,242

74,489

Note 1
54 WUHAN YALI CEMENT
PRODUCTS CO., LTD.
261,429
584,318

160,404

423,914

399,597

43,274

29,832

Note 1
55 TAIZHOU YADONG BUILDING
MATERIAL CO., LTD.

454,880

644,430

265,205

379,225

1,144,546

78,146

39,535

Note 1
56 SICHUAN LANFENG
BUILDING MATERIALS CO.,
LTD.
87,143
47,076

145,228

(98,152)
0 (1,611) (7,188)
Note 1
57 SICHUAN LANFENG CEMENT
CO., LTD.
2,614,290
8,671,517

579,943

8,091,574

5,677,754

2,046,651

1,758,024

Note 1
58 HUBEI YALI TRANSPORT CO.,
LTD.
56,643
93,745
11,311
82,434

99,952

549

1,817

Note 1
59 WUHAN YAXIN CEMENT
CORP. LTD.
392,144
1,826,459

191,082

1,635,377

1,394,157

168,154

164,460

Note 1

Note 1: The subsidiaries in China or overseas are limited liability companies; therefore it’s not able to count earnings per share. Note 2: PT YATUNG CONCRETE INTERNATIONAL CORP. was disposed in December 2020.

Note 3: The data in Balance Sheet are converted according to the exchange rate at the end of 2020 (USD 28.43 SGD 21.47 RMB

4.35715 HKD 3.643 INR 0.38472 VND 0.001229 IDR 0.002016 ); the data in Income Statement are converted according to the 2020 average exchange rate (USD 29.54917 SGD 21.4275 RMB 4.28615 HKD 3.80942 INR 0.39722 VND 0.001273 IDR 0.002020).

Consolidated Financial Reports: Please read section 6.4 for details.

Relationship Report: Not applicable.

Private placement: None.

The shares held or disposed by subsidiaries in the most recent fiscal year and the current fiscal year up to the date of printing of the annual report : None.

In the most recent fiscal year and the current fiscal year up to the date of printing of the annual report, any event which has a material impact on shareholders' equity or securities prices: Please refer to the Note in consolidated financial report.

Any other matters listed in Article 36, paragraph 3, subparagraph 2 of the Securities and

Exchange Act which might materially affect shareholders' equity or the price of the company's securities, occurred during the most recent fiscal year or during the current fiscal year up to the date of printing of the annual report: None.

-172-

==> picture [200 x 64] intentionally omitted <==

Asia Cement Corporation and Subsidiaries

Consolidated Financial Statements for the Years Ended December 31, 2020 and 2019 and Independent Auditors’ Report

DECLARATION OF CONSOLIDATION OF FINANCIAL STATEMENTS OF AFFILIATES

The companies required to be included in the consolidated financial statements of affiliates in accordance with the “Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises” for the year ended December 31, 2020 are all the same as the companies required to be included in the consolidated financial statements of parent and subsidiary companies as provided in International Financial Reporting Standard 10 “Consolidated Financial Statements”. Relevant information that should be disclosed in the consolidated financial statements of affiliates has all been disclosed in the consolidated financial statements of parent and subsidiary companies. Hence, we did not prepare a separate set of consolidated financial statements of affiliates.

Very truly yours,

ASIA CEMENT CORPORATION

By

DOUGLAS TONG HSU Chairman

March 31, 2021

  • 1 -

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders Asia Cement Corporation

Opinion

We have audited the accompanying consolidated financial statements of Asia Cement Corporation and its subsidiaries (collectively referred to as the “Group”), which comprise the consolidated balance sheets as of December 31, 2020 and 2019, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the consolidated financial statements, including a summary of significant accounting policies (collectively referred to as the “consolidated financial statements”).

In our opinion, based on our audits and the reports of other auditors (refer to the Other Matter section), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2020 and 2019, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

  • 2 -

The key audit matters identified in the Group’s consolidated financial statements for the year ended December 31, 2020 are stated as follows:

Estimated Impairment of Trade Receivables

The estimated provision for impairment of trade receivables is based on the assumptions of defaults and expected loss rates. The assumptions and selection of inputs for impairment calculation are based on the Group’s historical experience, existing market conditions as well as the forward-looking estimates. When the actual future cash flows are less than expected, a material impairment loss may arise, refer to Notes 5 and 10 to the consolidated financial statements. Because key assumptions and inputs used for measuring expected credit losses on trade receivables involve significant judgments and uncertainties, we considered the estimated impairment of trade receivables as one of the key audit matters.

The corresponding audit procedures that we performed for the estimated impairment of trade receivables were as follows:

  1. We obtained an understanding of the internal control procedures with respect to management’s allowance for impairment loss of trade receivables.

  2. We evaluated the reasonableness of allowance for impairment loss by testing the aging of trade receivables and by quantifying the potential risk of trade receivables that were overdue at the balance sheet date.

  3. We tested the recoverability of the trade receivables by vouching cash receipts after the balance sheet date.

  4. For the estimated impairment of accounts receivable, we evaluated the adequacy of management’s provision for impairment based on customers’ past default experience, current financial position, any collateral pledged, existing market conditions as well as forward-looking estimates.

Fair Value Measurement of Investment Properties

The Group’s investment properties are subsequently measured using the fair value model and valued by an independent qualified professional appraiser, a member of the ROC certified real estate appraisers, refer to Notes 5 and 17 to the consolidated financial statements. Because the valuation of investment properties involves significant judgments and uncertainties, we considered the fair value measurement of investment properties as one of the key audit matters.

The corresponding audit procedures that we performed for the fair value measurement of investment properties were as follows:

  1. We assessed the professional competence and independence of the appraiser engaged by management and we obtained an understanding of the appraiser’s scope of work and process of engagement to confirm that no circumstances affect the appraiser’s independence and limit the scope of his work.

  2. We obtained an understanding of and assessed the reasonableness of management’s assumptions and methods used in the valuation.

  3. 3 -

  4. We sample-tested items from management’s supporting documents, which include the effective gross income, expenses, and property rights of land and buildings to verify the valuation process used by management and recalculated the fair value of investment properties to assess the reasonableness of management’s calculation.

Other Matter

The financial statements of China Shanshui Cement Group Limited (CSCGL), an associate accounted for using the equity method, were audited by other auditors as of December 31, 2020 and 2019. Our opinion, insofar as it relates to the amounts included in the accompanying financial statements for CSCGL, is based solely on the reports of other auditors. As of December 31, 2020 and 2019, the aggregate carrying value of the equity-method investments in CSCGL was NT$14,380,609 thousand and NT$12,024,837 thousand, respectively, representing 5% and 4% of the consolidated total assets. For the years ended December 31, 2020 and 2019, the share of profit or loss of CSCGL was NT$2,146,467 thousand and NT$2,211,559 thousand, respectively, representing 9% and 8%, respectively, of the consolidated profit before income tax.

We have also audited the parent company only financial statements of Asia Cement Corporation as of and for the years ended December 31, 2020 and 2019 on which we have issued an unmodified opinion with other matter paragraph.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

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

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

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

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

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

  • 4 -

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

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

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

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

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

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

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

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

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

  • 5 -

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2020 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audits resulting in this independent auditors’ report are Tai, Xin Wei and Fan, Yu Wei.

Deloitte & Touche Taipei, Taiwan Republic of China March 31, 2021

Notice to Readers

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

For the convenience of readers, the independent auditors’ report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and consolidated financial statements shall prevail.

  • 6 -

ASIA CEMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Notes 6 and 35)
Financial assets at fair value through profit or loss - current (Note 7)
Financial assets at fair value through other comprehensive income - current (Notes 8 and 36)
Financial assets at amortized cost - current (Notes 6, 9, 35 and 36)
Contract assets - current (Notes 28 and 35)
Notes receivable
Third parties
Trade receivables
Third parties (Notes 10 and 11)
Related parties (Notes 10 and 35)
Other receivables (Note 35)
Current tax assets (Note 30)
Inventories (Note 12)
Prepayments (Note 35)
Other current assets (Note 20)
Total current assets
NON-CURRENT ASSETS
Investments accounted for using the equity method (Notes 14, 35 and 36)
Financial assets at fair value through other comprehensive income - non-current (Notes 8 and 36)
Financial assets at amortized cost - non-current (Notes 6, 9, 35 and 36)
Property, plant and equipment (Notes 15 and 36)
Right-of-use assets (Notes 16 and 35)
Investment properties (Notes 17 and 36)
Intangible assets (Notes 18 and 19)
Deferred tax assets (Note 30)
Finance lease receivables - non-current (Note 11)
Other non-current assets (Notes 20 ,26 and 35)
Total non-current assets
TOTAL
LIABILITIES AND EQUITY

CURRENT LIABILITIES
Short-term borrowings (Notes 21 and 35)
Short-term bills payable (Note 22)
Financial liabilities at fair value through profit or loss - current (Notes 7 and 35)
Contract liabilities - current (Note 28)
Accounts payable and accrued expenses
Third parties (Note 19)
Related parties (Note 35)
Dividends and bonuses payable
Other payables - others
Current tax liabilities (Note 30)
Provisions - current (Note 25)
Lease liabilities - current (Notes 16 and 35)
Deferred revenue - current (Note 24)
Current portion of long-term liabilities (Notes 23 and 35)
Total current liabilities
NON-CURRENT LIABILITIES
Bonds payable (Note 23)
Long-term borrowings (Notes 23 and 35)
Provisions - non-current (Notes 20, 25 and 37)
Deferred tax liabilities (Note 30)
Lease liabilities - non-current (Notes 16 and 35)
Deferred revenue - non-current (Note 24)
Net defined benefit liabilities - non-current (Note 26)
Other non-current liabilities
Total non-current liabilities
Total liabilities
EQUITY ATTRIBUTABLE TO OWNERS OF THE CORPORATION (Note 27)
Share capital
Capital surplus
Retained earnings
Legal reserve
Special reserve
Unappropriated earnings
Total retained earnings
Other equity
Total equity attributable to owners of the Corporation
NON-CONTROLLING INTERESTS (Notes 27 and 32)
Total equity
TOTAL
2020
Amount
%
$ 25,911,732
9
14,864,809
5
4,252,727
2
16,575,640
6
98,607
-
7,046,851
2
8,850,968
3
650,797
-
580,809
-
9,434
-
6,596,268
2
1,050,301
-

535,004

-

87,023,947

29
84,873,235
29
11,127,995
4
52,778
-
52,820,212
18
4,938,963
2
36,589,248
12
7,254,262
2
690,705
-
7,392,214
3

4,323,296

1
210,062,908

71
$ 297,086,855
100
$ 19,214,889
7
13,881,948
5
425,693
-
1,117,842
-
9,316,509
3
247,171
-
238,361
-
139,378
-
2,954,930
1
52,000
-
222,101
-
75,912
-

16,140,876

6

64,027,610

22
38,800,000
13
10,944,833
4
749,480
-
10,115,317
4
1,158,824
-
771,981
-
173,189
-

458,669

-

63,172,293

21
127,199,903

43

33,614,472

11

1,492,584

1
18,473,057
6
65,267,773
22

27,842,666

10
111,583,496

38

1,078,007

-
147,768,559
50

22,118,393

7
169,886,952

57
$ 297,086,855
100
2019



















































































Amount
%
$ 24,735,495
8
4,728,223
2
3,978,366
1
23,016,985
8
68,412
-
11,159,687
4
10,159,263
3
803,340
-
481,800
-
6,785
-
7,789,794
3
1,812,789
1

501,127

-

89,242,066

30
84,412,240
28
11,692,138
4
36,064
-
50,681,281
17
5,080,287
2
36,176,439
12
7,000,317
2
474,929
-
8,170,867
3

4,311,884

2
208,036,446

70
$ 297,278,512
100
$ 23,811,603
8
18,932,294
6
112,070
-
987,496
-
13,266,966
5
256,803
-
230,151
-
312,069
-
2,957,672
1
50,661
-
190,607
-
75,912
-

13,151,315

5

74,335,619

25
19,280,807
7
20,820,990
7
715,432
-
9,991,422
3
1,264,765
1
847,893
-
164,208
-

408,338

-

53,493,855

18
127,829,474

43

33,614,472

11

1,456,054

-
16,727,089
6
64,463,426
22

27,373,840

9
108,564,355

37

2,432,477

1
146,067,358
49

23,381,680

8
169,449,038

57
$ 297,278,512
100

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

(With Deloitte & Touche auditors’ report dated March 31, 2021)

  • 7 -

ASIA CEMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE (Notes 28 and 35)

OPERATING COSTS (Notes 12, 29 and 35)

GROSS PROFIT
UNREALIZED GAIN ON TRANSACTIONS WITH
ASSOCIATES

REALIZED GROSS PROFIT

OPERATING EXPENSES
Administrative expenses (Notes 29 and 35)
Expected credit loss (Note 10)

Total operating expenses

OPERATING INCOME

NON-OPERATING INCOME AND EXPENSES
Interest income
Other income (Note 29)
Other gains and losses (Note 29)
Finance costs (Note 29)
Share of profit of associates and joint ventures

Total non-operating income and expenses

PROFIT BEFORE INCOME TAX
INCOME TAX EXPENSE (Note 30)

NET INCOME FOR THE YEAR

OTHER COMPREHENSIVE LOSS, NET
Items that will not be reclassified subsequently to
profit or loss:
Unrealized (loss) gain on investments in equity
instruments at fair value through other
comprehensive income
Remeasurement of defined benefit plans
Share of other comprehensive (loss) income of
associates and joint ventures

2020
Amount
%
$ 78,240,880 100

54,911,404
70

23,329,476 30

-

-


23,329,476
30

3,115,420
4

543,918

1


3,659,338

5


19,670,138
25

1,085,263
1
999,556
1
(1,086,933) (1)
(1,163,645) (1)

4,639,504

6


4,473,745

6

24,143,883 31

5,370,076

7


18,773,807
24

(978,258) (1)
(64,126)
-

(254,143)
(1)


(1,296,527)
(2)
2019

































Amount
%
$ 89,347,637 100

63,746,928
71

25,600,709 29

14,392

-

25,586,317
29

3,332,110
4

191,031

-

3,523,141

4

22,063,176
25

1,126,001
1

872,599
1

661,654
1

(1,820,623) (2)

5,490,375

6

6,330,006

7

28,393,182 32

6,149,229

7

22,243,953
25

1,193,292
1

486,711
1

1,778,252

2

3,458,255

4

(Continued)

  • 8 -

ASIA CEMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

Items that may be reclassified subsequently to profit
or loss:
Exchange differences on translating the financial
statements of foreign operations

Share of other comprehensive loss of associates
and joint ventures


Other comprehensive loss for the year, net of
income tax

TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

NET PROFIT ATTRIBUTABLE TO:
Owners of the Corporation

Non-controlling interests


TOTAL COMPREHENSIVE INCOME
ATTRIBUTABLE TO:
Owners of the Corporation

Non-controlling interests


EARNINGS PER SHARE (Note 31)
Basic
Diluted
2020
Amount
%
$ 885,825
1

(778,629)
(1)


107,196

-


(1,189,331)
(2)

$ 17,584,476
22

$ 14,710,486 19

4,063,321

5

$ 18,773,807
24

$ 13,255,580 17

4,328,896

5

$ 17,584,476
22

$ 4.70
$ 4.41
2019




















Amount
%
$ (2,635,629) (3)

(1,439,930)
(2)

(4,075,559)
(5)

(617,304)
(1)
$ 21,626,649
24
$ 17,459,673 20

4,784,280

5
$ 22,243,953
25
$ 17,652,536 20

3,974,113

4
$ 21,626,649
24
$ 5.56
$ 5.25




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

(With Deloitte & Touche auditors’ report dated March 31, 2021)

(Concluded)

  • 9 -

ASIA CEMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

BALANCE AT JANUARY 1, 2019
Appropriation of 2018 earnings
Legal reserve
Special reserve
Cash dividends - $2.8 per share
Changes in capital surplus from investments in
associates accounted for using the equity
method
Net profit for the year ended December 31, 2019
Other comprehensive income (loss) for the year
ended December 31, 2019, net of income tax
Cash dividends distributed by subsidiaries
Disposal of investments in equity instruments
designated as at fair value through other
comprehensive income by associates
Other changes in equity from investments in
associates accounted for using the equity
method

BALANCE AT DECEMBER 31, 2019
Appropriation of 2019 earnings
Legal reserve
Special reserve
Cash dividends - $3 per share
Equity component of convertible bonds issued by
the Corporation
Changes in capital surplus from investments in
associates accounted for using the equity
method
Net profit for the year ended December 31, 2020
Other comprehensive income (loss) for the year
ended December 31, 2020, net of income tax
Actual acquisition of interests in subsidiaries
Changes in percentage of ownership interests in
subsidiaries
Cash dividends distributed by subsidiaries
Disposal of investments in equity instruments
designated as at fair value through other
comprehensive income by associates
Other changes in equity from investments in
associates accounted for using the equity
method

BALANCE AT DECEMBER 31, 2020
Equity Attributable to O wne **rs of the Corporation ** Non-controlling
Total
Interests
$ 137,749,126
$ 21,156,116

-
-
-
-
(9,412,052 )
-
93,500
-
17,459,673
4,784,280
192,863
(810,167 )
-
(1,748,520 )
-
-

(15,752)

(29)

146,067,358
23,381,680
-
-
-
-
(10,084,341 )
-
-
-
36,112
-
14,710,486
4,063,321
(1,454,906 )
265,575
(1,424,502 )
(3,966,552 )
(20,704 )
20,704
-
(1,646,335 )
-
-

(60,944)

-

$ 147,768,559
$ 22,118,393
Total Equity
$ 158,905,242
-
-
(9,412,052 )
93,500
22,243,953
(617,304 )
(1,748,520 )
-

(15,781)
169,449,038
-
-
(10,084,341 )
-
36,112
18,773,807
(1,189,331 )
(5,391,054 )
-
(1,646,335 )
-

(60,944)
$ 169,886,952
**Share Capital ** Issued
Amount
Capital Surplus
$ 33,614,472
$ 1,362,554

-
-
-
-
-
-
-
93,500
-
-
-
-
-
-
-
-

-

-

33,614,472
1,456,054
-
-
-
-
-
-
-
-
-
36,112
-
-
-
-
-
418
-
-
-
-
-
-

-

-

$ 33,614,472
$ 1,492,584
Retained Earnings
Unappropriated
Legal Reserve
Special Reserve
Earnings
$ 15,615,380
$ 63,945,145
$ 20,215,361

1,111,709
-
(1,111,709 )
-
518,281
(518,281 )
-
-
(9,412,052 )
-
-
-
-
-
17,459,673
-
-
676,889
-
-
-
-
-
79,711

-

-

(15,752)

16,727,089
64,463,426
27,373,840
1,745,968
-
(1,745,968 )
-
804,347
(804,347 )
-
-
(10,084,341 )
-
-
-
-
-
-
-
-
14,710,486
-
-
(103,026 )
-
-
(1,424,920 )
-
-
(20,704 )
-
-
-
-
-
2,590

-

-

(60,944)

$ 18,473,057
$ 65,267,773
$ 27,842,666
Other Equity Total Other
Equity
$ 2,996,214

-
-
-
-
-
(484,026 )
-
(79,711 )

-

2,432,477
-
-
-
-
-
-
(1,351,880 )
-
-
-
(2,590 )

-

$ 1,078,007



Exchange
Differences on
Unrealized Gain
(Loss) on
Translating the
Financial
Financial Assets at
Fair Value
Statements of
Through Other
Foreign
Comprehensive
Operations
Income
$ (2,641,364 )
$ 5,268,916

-
-
-
-
-
-
-
-
-
-
(3,271,837 )
2,719,118
-
-
-
(79,711 )

-

-

(5,913,201 )
7,908,323
-
-
-
-
-
-
-
-
-
-
-
-
(195,754 )
(1,491,574 )
-
-
-
-
-
-
-
(2,590 )

-

-

$ (6,108,955)
$ 6,414,159
Gains on
Property
Revaluation
$ 307,728

-
-
-
-
-
77,486
-
-

-

385,214
-
-
-
-
-
-
331,756
-
-
-
-

-

$ 716,970
Cash Flow
Hedges
$ 60,934

-
-
-
-
-
(8,793 )
-
-

-

52,141
-
-
-
-
-
-
3,692
-
-
-
-

-

$ 55,833







Shares
3,361,447

-
-
-
-

-
-
-
-

-

3,361,447
-
-
-
-
-

-
-
-
-
-
-

-


3,361,447

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

(With Deloitte & Touche auditors’ report dated March 31, 2021)

  • 10 -

ASIA CEMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax

Adjustments for:
Depreciation expenses
Amortization expenses
Expected credit loss recognized on trade receivables
Net loss (gain) on fair value changes of financial assets and
liabilities designated as at fair value through profit or loss
Finance costs
Interest income
Dividend income
Share of loss of associates and joint ventures
Loss on disposal of property, plant and equipment
Loss on disposal of intangible assets
Gain on disposal of financial assets
(Gain) loss on disposal of investments accounted for using the
equity method
Impairment loss recognized on property, plant and equipment
Write-downs (reversal) of inventories
Realized gain on transactions with associates
Unrealized gain on foreign exchange
Gain on changes in fair value of investment properties
Loss on disposal of subsidiaries
Gains on modification of lease
Changes in operating assets and liabilities
Financial assets mandatorily classified as at fair value through
profit or loss
Contract assets
Notes receivable
Trade receivables
Other receivables
Inventories
Prepayments
Other current assets
Contract liabilities
Accounts payable and accrued expenses
Provisions
Net defined benefit liabilities
Deferred revenue

Cash generated from operations
Interests received
Dividends received
Interests paid
Income tax paid

Net cash generated from operating activities
2020
$ 24,143,883
4,628,688
318,863
543,918
240,993
1,163,645
(1,085,263)
(786,481)
(4,639,504)
72,151
1,886
(306,543)
(2,774)
13,212
8,690
(3,997)
(121,120)
(237,856)
58,871
(8,743)
(9,769,641)
(30,195)
4,193,907
1,548,211
(69,801)
1,221,677
730,120
(44,399)
130,407
(614,462)
33,048
(11,295)

(75,912)

21,244,184
1,021,397
3,938,949
(1,106,774)

(5,482,574)


19,615,182
2019
$ 28,393,182

4,827,418

1,292,725

191,031

(1,129,040)

1,820,623

(1,126,001)

(761,309)

(5,490,375)

44,225

-

(365,192)

5,761

-

(18,619)

-

(295,492)

(197,647)

-

-

5,660,259

79,116

1,351,524

273,510

1,769,088

1,857,463

(408,758)

(34,246)

256,481

697,124

35,916

(5,682)

(75,912)

38,647,173

1,161,528

4,062,869

(1,803,500)

(4,796,169)

37,271,901

(Continued)

  • 11 -

ASIA CEMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of financial assets at fair value through other comprehensive
income

Proceeds from sale of financial assets at fair value through other
comprehensive income
Proceeds from (purchase of) financial assets at amortized cost
Acquisition of associates
Net cash inflow on disposal of associates
Increase in long-term prepayments for investment
Net cash inflow on disposal of subsidiaries
Proceeds from capital reduction of investments accounted for using the
equity method
Payments for property, plant and equipment
Proceeds from disposal of property, plant and equipment
Increase in advance receipt for investment
Decrease in refundable deposits
Payments for intangible assets
Payments for right-of-use assets
Payments for investment properties
(Increase) decrease in other non-current assets
Proceeds from disposal of right-of-use assets

Net cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in short-term borrowings
(Decrease) increase in short-term bills payable
Proceeds from issuance of bonds
Repayments of bonds
Proceeds from long-term borrowings
Repayments of long-term borrowings

Decrease in guarantee deposits received
Repayment of the principal portion of lease liabilities
Increase in other non-current liabilities
Dividends paid

Acquisition of additional interests in subsidiaries
Dividends paid to non-controlling interests

Net cash used in financing activities

EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE
OF CASH AND CASH EQUIVALENTS HELD IN FOREIGN
CURRENCIES
2020
$ (1,597,817)
909,341
5,931,149
(6)
2,774
(67,474)
(2,857)
16,467
(6,293,577)
189,913
150,000
69,924
(3,779,208)
(66,453)
(2,343)
(37)

34,143


(4,506,061)

(4,390,372)
(5,050,100)
28,800,000
(3,000,000)
64,307,163
(77,052,903)
(281,771)
(236,111)
15,717
(10,084,585)
(5,391,054)

(1,646,335)

(14,010,351)


77,467
2019
$ (275,281)

-

(8,715,533)

(3,326,114)

63,008

(11,224)

-

-

(3,754,851)

37,708

-

596,780

(58,941)

-

(27,224)

5,300

-
(15,466,372)

(704,248)

369,075

10,000,000

(4,000,000)

86,653,202
(92,064,122)

(10,073)

(267,792)

21,680

(9,412,164)

-

(1,748,520)
(11,162,962)

(836,483)
(Continued)
  • 12 -

ASIA CEMENT CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

2020
NET INCREASE IN CASH AND CASH EQUIVALENTS
$ 1,176,237
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
YEAR

24,735,495

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR
$ 25,911,732

The accompanying notes are an integral part of the consolidated financial statements.
(With Deloitte & Touche auditors’ report dated March 31, 2021)
2019
$ 9,806,084

14,929,411
$ 24,735,495
(Concluded)
  • 13 -

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

ASIA CEMENT CORPORATION AND SUBSIDIARIES

1. ORGANIZATION AND OPERATIONS

Asia Cement Corporation (the “Corporation”) was incorporated in March 1957. It manufactures and sells cement, clinker, cement-related products and ready-mixed concrete, and engages in leasing activities. The Corporation is also required to undertake reforestation activities in designated areas. The Corporation’s shares have been listed on the Taiwan Stock Exchange since June 1962.

In June 1992 and September 1996, certain shares of the Corporation were sold by Far Eastern New Century Corporation (FENC) in the form of global depositary shares (GDSs). Such GDSs have been quoted through the SEAQ system of the London Stock Exchange and traded through the portal system of the National Association of Securities Dealers, Inc. As of December 31, 2020, the issued and outstanding GDSs aggregated 27,237 units, representing 272,367 shares of the Corporation.

The consolidated financial statements are presented in the Corporation’s functional currency, New Taiwan dollar.

2. APPROVAL OF FINANCIAL STATEMENTS

The consolidated financial statements were approved by the Corporation’s board of directors and authorized for issue on March 25, 2021.

3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS

  • a. Initial application of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)

Except for the following, the initial application of the IFRSs endorsed and issued into effect by the FSC did not have any material impact on the Group’s accounting policies:

Amendment to IFRS 16 “Covid-19 - Related Rent Concessions”

The Group elected to apply the practical expedient provided in the amendment to IFRS 16 with respect to rent concessions negotiated with the lessor as a direct consequence of the COVID-19. The related accounting policies are stated in Note 4. Prior to the application of the amendment, the Group shall determine whether or not the abovementioned rent concessions need to be accounted for as lease modifications.

The Group applied the amendment from January 1, 2020. Because the abovementioned rent concessions affect only in 2020, retrospective application of the amendment has no impact on the retained earnings as of January 1, 2020.

  • 14 -

  • b. The IFRSs endorsed by the FSC for application starting from 2020

New IFRSs
Amendments to IFRS 4 “Extension of the Temporary Exemption from
Applying IFRS 9”

Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16
“Interest Rate Benchmark Reform - Phase 2”
Effective Date
Announced by IASB
Effective immediately upon
promulgation by the IASB
January 1, 2021

As of the date the financial statements were authorized for issue, the Group assessed that the application of the above standards and interpretations did not have any material impact on the Group’s financial position and financial performance.

  • c. New IFRSs in issue but not yet endorsed and issued into effect by the FSC
New IFRSs
“Annual Improvements to IFRS Standards 2018-2020”

Amendments to IFRS 3 “Reference to the Conceptual Framework”

Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets
between an Investor and its Associate or Joint Venture”

IFRS 17 “Insurance Contracts”

Amendments to IFRS 17

Amendments to IAS 1 “Classification of Liabilities as Current or
Non-current”

Amendments to IAS 1 “Disclosure of Accounting Policies”

Amendments to IAS 8 “Definition of Accounting Estimates”

Amendments to IAS 16 “Property, Plant and Equipment - Proceeds
before Intended Use”

Amendments to IAS 37 “Onerous Contracts - Cost of Fulfilling a
Contract”
Effective Date
Announced by IASB (Note 1)
January 1, 2022 (Note 2)
January 1, 2022 (Note 3)
To be determined by IASB
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023 (Note 4)
January 1, 2023 (Note 5)
January 1, 2022 (Note 6)
January 1, 2022 (Note 7)
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.

  • Note 2: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoptions of IFRSs” will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.

  • Note 3: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.

  • Note 4: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.

  • Note 5: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.

  • 15 -

  • Note 6: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.

  • Note 7: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.

As of the date the consolidated financial statements were authorized for issue, the Group is continuously assessing the possible impact that the application of the above standards and interpretations will have on the Group’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  • a. Statement of compliance

The consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IFRSs as endorsed and issued into effect by the FSC.

  • b. Basis of preparation

The consolidated financial statements have been prepared on the historical cost basis except for financial instruments, investment properties which are measured at fair value, and net defined benefit assets (liabilities) which are measured at the present value of the defined benefit obligation less the fair value of plan assets.

The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:

  • 1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;

  • 2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for an asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and

  • 3) Level 3 inputs are unobservable inputs for an asset or liability.

  • c. Classification of current and non-current assets and liabilities

Current assets include:

  • 1) Assets held primarily for the purpose of trading;

  • 2) Assets expected to be realized within 12 months after the reporting period; and

  • 3) Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.

Current liabilities include:

  • 1) Liabilities held primarily for the purpose of trading;

  • 16 -

  • 2) Liabilities due to be settled within 12 months after the reporting period, even if an agreement to refinance, or to reschedule payments, on a long-term basis is completed after the reporting period and before the consolidated financial statements are authorized for issue; and

  • 3) Liabilities for which the Group does not have an unconditional right to defer settlement for at least 12 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.

Assets and liabilities that are not classified as current are classified as non-current.

Ya Li Precast and Prestressed Concrete Industries Corp., Asia Engineering Enterprise Corp. and Ya Li Precast Concrete India Pvt. Ltd. engage in construction related businesses, which have operating cycles of over one year. The assets and liabilities of the aforementioned companies related to the construction contracts are classified as current or non-current according to the length of their operating cycles.

  • d. Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Corporation and the entities controlled by the Corporation (i.e., its subsidiaries).

Income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statement of profit or loss and other comprehensive income from the effective dates of acquisitions up to the effective dates of disposals, as appropriate.

When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Corporation.

All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation.

Total comprehensive income of subsidiaries is attributed to the owners of the Corporation and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

Changes in the Group’s ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the interests of the Group and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the Corporation.

Refer to Note 13, Tables 8 and 9 for detailed information on subsidiaries (including percentages of ownership and main businesses).

e. Foreign currencies

In preparing the financial statements of each individual entity, transactions in currencies other than the entity’s functional currency (i.e., foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.

At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.

  • 17 -

Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Exchange differences arising from the retranslation of non-monetary items are included in profit or loss for the period except for exchange differences arising from the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which cases, the exchange differences are also recognized directly in other comprehensive income.

Non-monetary items that are measured at historical cost in a foreign currency are translated using the exchange rate at the date of the transaction.

For the purpose of presenting consolidated financial statements, the functional currencies of the Group (including subsidiaries, associates, joint ventures and branches in other countries that use currencies which are different from the currency of the Corporation) are translated into the presentation currency, the New Taiwan dollar, as follows: Assets and liabilities are translated at the exchange rates prevailing at the end of the reporting period; and income and expense items are translated at the average exchange rates for the period. The resulting currency translation differences are recognized in other comprehensive income (attributed to the owners of the Corporation and non-controlling interests as appropriate).

On the disposal of a foreign operation, all of the exchange differences accumulated in equity in respect of that operation attributable to the owners of the Corporation are reclassified to profit or loss.

f. Inventories

Inventories consist of raw materials, supplies, finished goods and work-in-process and are stated at the lower of cost or net realizable value. Inventory write-downs are made by item, except where it may be appropriate to group similar or related items. The net realizable value is the estimated selling price of inventories less all estimated costs of completion and costs necessary to make the sale. Inventories are recorded at the weighted-average cost on the balance sheet date.

g. Investments in associates and joint ventures

An associate is an entity over which the Group has significant influence and which is neither a subsidiary nor an interest in a joint venture. A joint venture is a joint arrangement whereby the Group and other parties that have joint control of the arrangement have rights to the net assets of the arrangement.

The Group uses the equity method to account for its investments in associates and joint ventures.

Under the equity method, investments in an associate and a joint venture are initially recognized at cost and adjusted thereafter to recognize the Group’s share of profit or loss and other comprehensive income of the associate and joint venture. The Group also recognizes the changes in the Group’s share of equity of associates and joint ventures attributable to the Group.

Any excess of the cost of acquisition over the Group’s share of net fair value of the identifiable assets and liabilities of an associate or a joint venture at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any excess of the Group’s share of net fair value of the identifiable assets and liabilities over the cost of acquisition, after reassessment, is recognized immediately in profit or loss.

When the Group subscribes for additional new shares of an associate and joint venture at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Group’s proportionate interest in the associate and joint venture. The Group records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus - changes in capital surplus from investments in associates and joint ventures accounted for using the equity method. If the Group’s ownership interest is reduced due to its additional

  • 18 -

subscription of the new shares of the associate and joint venture, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate and joint venture is reclassified to profit or loss on the same basis as would be required if the investee had directly disposed of the related assets or liabilities. When the adjustment should be debited to capital surplus, but the capital surplus recognized from investments accounted for using the equity method is insufficient, the shortage is debited to retained earnings.

The entire carrying amount of an investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount with its carrying amount. Any impairment loss recognized is deducted from the carrying amount of the investment. Any reversal of that impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases.

The Group discontinues the use of the equity method from the date on which its investment ceases to be an associate and a joint venture. Any retained investment is measured at fair value at that date, and the fair value is regarded as the investment’s fair value on initial recognition as a financial asset. The difference between the previous carrying amount of the associate and joint venture attributable to the retained interest and its fair value is included in the determination of the gain or loss on disposal of the associate and the joint venture. The Group accounts for all amounts previously recognized in other comprehensive income in relation to that associate and joint venture on the same basis as would be required if that associate had directly disposed of the related assets or liabilities. If an investment in an associate becomes an investment in a joint venture or an investment in a joint venture becomes an investment in an associate, the Group continues to apply the equity method and does not remeasure the retained interest.

When the Group transacts with its associate and joint venture, profits and losses resulting from the transactions with the associate and joint venture are recognized in the Group’s consolidated financial statements only to the extent of unrelated parties’ interests in the associate and joint venture.

The Group’s share of comprehensive income of associates or joint ventures is recognized using the treasury share method if there are reciprocal holdings between investors and investees. The reciprocally held shares of the Group are treated as treasury shares and are deducted from the outstanding shares in computing basic earnings per share.

h. Property, plant and equipment

Property, plant and equipment are stated at cost, less accumulated depreciation and accumulated impairment loss. Major renewals and betterments are capitalized, while maintenance and repairs are expensed currently. Properties in the course of construction are depreciated and classified to the appropriate categories of property, plant and equipment when completed and ready for intended use.

Except for freehold land which is not depreciated, the depreciation of property, plant and equipment is recognized using the fixed-percentage-on-declining-balance method or the straight-line method. Each significant part is depreciated separately. The estimated useful lives, residual values and depreciation methods are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

On derecognition of an item of property, plant and equipment, the difference between the sales proceeds and the carrying amount of the asset is recognized in profit or loss.

i. Investment properties

Investment properties are properties held to earn rentals and/or for capital appreciation. Investment properties also include land held for a currently undetermined future use.

  • 19 -

Freehold investment properties are initially measured at cost, including transaction costs, and are subsequently measured using the fair value model. Changes in the fair value of investment properties are included in profit or loss for the period in which they arise.

For a transfer from property, plant and equipment to investment property at the end of owner-occupation, any difference between the fair value and the carrying amount of the property at the date of transfer is recognized in other comprehensive income.

On derecognition of an investment property, the difference between the net disposal proceeds and the carrying amount of the asset is included in profit or loss.

  • j. Goodwill

Goodwill arising from the acquisition of a business is measured at cost as established at the date of acquisition of the business less accumulated impairment loss.

For the purposes of impairment testing, goodwill is allocated to each of the Group’s cash-generating units or groups of cash-generating units (referred to as “cash-generating units”) that is expected to benefit from the synergies of the combination.

A cash-generating unit to which goodwill has been allocated is tested for impairment annually or more frequently when there is an indication that the unit may be impaired, by comparing its carrying amount, including the attributed goodwill, with its recoverable amount. However, if the goodwill allocated to a cash-generating unit was acquired in a business combination during the current annual period, that unit is tested for impairment before the end of the current annual period. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then pro rata to the other assets of the unit based on the carrying amount of each asset in the unit. Any impairment loss is recognized directly in profit or loss. Any impairment loss recognized for goodwill is not reversed in subsequent periods.

k. Intangible assets

Intangible assets with finite useful lives that are acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment loss. Amortization is recognized on a straight-line basis. The estimated useful life, residual value, and amortization method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

Intangible assets acquired in a business combination and recognized separately from goodwill are initially recognized at their fair value at the acquisition date (which is regarded as their cost). Subsequent to initial recognition, they are measured on the same basis as intangible assets that are acquired separately.

On derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.

  • l. Impairment of property, plant and equipment, right-of-use asset, intangible assets other than goodwill

At the end of each reporting period, the Group reviews the carrying amounts of its property, plant and equipment, right-of-use asset and intangible assets, excluding goodwill, to determine whether there is any indication that those assets have suffered any impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. Corporate assets are allocated to the smallest group of cash-generating units on a reasonable and consistent basis of allocation.

  • 20 -

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment at least annually, and whenever there is an indication that the asset may be impaired.

The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.

When an impairment loss is subsequently reversed, the carrying amount of the corresponding asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized in profit or loss.

  • m. Financial instruments

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

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to an acquisition or issuance of financial assets and financial liabilities (other than financial assets and financial liabilities at FVTPL) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at FVTPL are recognized immediately in profit or loss.

Financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.

  • 1) Measurement category

Financial assets are classified into the following categories: Financial assets at FVTPL, financial assets at amortized cost, and investments in equity instruments at FVTOCI.

  • a) Financial assets at FVTPL

Financial asset is classified as at FVTPL when the financial asset is mandatorily classified as at FVTPL. Financial assets mandatorily classified as at FVTPL include investments in equity instruments which are not designated as at FVTOCI and debt instruments that do not meet the amortized cost criteria or the FVTOCI criteria.

Financial assets at FVTPL are subsequently measured at fair value, and any dividends or interest earned on such financial assets are recognized in other income and interest income, respectively; any remeasurement gains or losses on such financial assets are recognized in other gains or losses. Fair value is determined in the manner described in Note 34.

  • b) Financial assets at amortized cost

Financial assets that meet the following conditions are subsequently measured at amortized cost:

  • i. The financial asset is held within a business model whose objective is to hold financial asset in order to collect contractual cash flows; and

  • 21 -

  • ii. The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Subsequent to initial recognition, financial assets at amortized cost, including cash and cash equivalents, trade receivables, other receivables and debt instruments at amortized cost, are measured at amortized cost, which is the gross carrying amount determined by the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.

Interest income is calculated by applying the effective interest rate to the gross carrying amount of the financial asset.

Cash equivalents include time deposits, bonds sold under repurchase agreements and commercial papers with original maturities within 3 months from the date of acquisition, which are highly liquid, readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments.

  • c) Investments in equity instruments at FVTOCI

On initial recognition, the Group may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.

Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments, instead, they will be transferred to retained earnings.

Dividends on these investments in equity instruments are recognized in profit or loss when the Group’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.

  • 2) Impairment of financial assets

The Group recognizes a loss allowance for expected credit loss (ECLs) on financial assets at amortized cost (including trade receivables) as well as finance lease receivables at the end of each reporting period.

The Group always recognizes lifetime ECLs for trade receivables. For all other financial instruments and finance lease receivables, the Group recognizes lifetime ECLs when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on the financial instrument has not increased significantly since initial recognition, the Group measures the loss allowance for that financial instrument at an amount equal to 12-month ECLs.

ECLs reflect the weighted average of credit losses with the respective risks of default occurring as the weights. Lifetime ECLs represent the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECLs represent the portion of lifetime ECLs that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.

Impairment loss on all financial instruments is recognized with a corresponding adjustment to their carrying amount through a loss allowance account.

  • 22 -

  • 3) Derecognition of financial assets

The Group derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.

On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. On derecognition of an investment in an equity instrument at FVTOCI, the cumulative gain or loss which had been recognized in other comprehensive income is transferred directly to retained earnings, without recycling through profit or loss.

Financial liabilities

  • 1) Subsequent measurement

Except the following situation, all financial liabilities are measured at amortized cost using the effective interest method:

Financial liabilities are held for trading and are stated at fair value, and any interest paid on such financial liabilities is recognized in finance costs; any remeasurement gains or losses on such financial liabilities are recognized in other gains or losses. Fair value is determined in the manner described in Note 34.

  • 2) Derecognition of financial liabilities

The difference between the carrying amount of the financial liability derecognized and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

Convertible bonds

The component parts of convertible bonds issued by the Group are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

On initial recognition, the fair value of the liability component is estimated using the prevailing market interest rate for similar non-convertible instruments. This amount is recorded as a liability on an amortized cost basis using the effective interest method until extinguished upon conversion or upon the instrument’s maturity date. Any embedded derivative liability is measured at fair value.

The conversion option classified as equity is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognized and included in equity, net of income tax effects, and is not subsequently remeasured. In addition, the conversion option classified as equity will remain in equity until the conversion option is exercised; in which case, the balance recognized in equity will be transferred to capital surplus - share premiums. When the conversion option remains unexercised at maturity, the balance recognized in equity will be transferred to capital surplus - share premiums.

Transaction costs that relate to the issuance of the convertible notes are allocated to the liability and equity components in proportion to the allocation of the gross proceeds. Transaction costs relating to the liability component are included in the carrying amount of the liability component. Transaction costs relating to the equity component are recognized directly in equity.

  • 23 -

Derivative financial instruments

The Group enters into cross-currency swap contracts to manage its exposure to interest rate and foreign exchange rate risks.

Derivatives are initially recognized at fair value at the date on which the derivative contracts are entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in profit or loss immediately. When the fair value of a derivative financial instrument is positive, the derivative is recognized as a financial asset; when the fair value of a derivative financial instrument is negative, the derivative is recognized as a financial liability.

Derivatives embedded in hybrid contracts that contain financial asset hosts that is within the scope of IFRS 9 are not separated; instead, the classification is determined in accordance with the entire hybrid contract. Derivatives embedded in non-derivative host contracts that are not financial assets that is within the scope of IFRS 9 (e.g., financial liabilities) are treated as separate derivatives when they meet the definition of a derivative; their risks and characteristics are not closely related to those of the host contracts; and the mixed contracts are not measured at FVTPL.

n. Provisions

Provisions are measured at the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.

  • o. Revenue recognition

The Group identifies the contract with the customers, identifies the performance obligations in the contract, allocates the transaction price to the performance obligations, and recognizes revenue when performance obligations are satisfied.

When another party is involved in providing goods or services to a customer, the Group is a principal if it controls the specified good or service before that good or service is transferred to a customer; otherwise, the Group is acting as an agent. The principal recognizes revenues and costs associated with providing the goods or services at the gross amount, while an agent recognizes revenue at the net amount. When a specified good or service is a distinct good or service, the Group determines whether it is a principal or an agent for each specified good or service.

The Group is a principal if it obtains control of any one of the following:

  • 1) Before the good or another asset transfers to the customer, the Group acquire the good or the control of asset from another party.

  • 2) The right to a service to be performed by another party which gives the Group the ability to direct that party to provide the service to the customer on its behalf.

  • 3) A good or service from another party that it then combines with other goods or services in providing a specified good or service to the customer.

Indicators to support the Group’s assessment of whether it controls a specified good or service include, but are not limited to, the following:

  • 1) The Group is primarily responsible for fulfilling the promise to provide the specified good or service.

  • 24 -

  • 2) The Group has inventory risk before or after the specified good or service is transferred to the customer.

  • 3) The Group has discretion in establishing the price of the specified good or service.

  • p. Leases

At the inception of a contract, the Group assesses whether the contract is, or contains, a lease.

For a contract that contains a lease component and non-lease components, the Group allocates the consideration in the contract to each component on the basis of the relative stand-alone price and accounts for each component separately.

1) The Group as lessor

Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

Under finance leases, the lease payments comprise fixed payments, variable lease payments which depend on an index or a rate, and residual value guarantees. The net investment in a lease is measured at (a) the present value of the sum of the lease payments receivable by a lessor and any unguaranteed residual value accrued to the lessor plus (b) initial direct costs and is presented as a finance lease receivable. Finance lease income is allocated to the relevant accounting periods so as to reflect a constant, periodic rate of return on the Group’s net investment outstanding in respect of leases.

Lease payments from operating leases are recognized as income on a straight-line basis over the terms of the relevant leases. Initial direct costs incurred in obtaining operating leases are added to the carrying amounts of the underlying assets and recognized as expenses on a straight-line basis over the lease terms.

Variable lease payments that do not depend on an index or a rate are recognized as income in the periods in which they are incurred.

When a lease includes both land and building elements, the Group assesses the classification of each element separately as a finance or an operating lease based on the assessment as to whether substantially all the risks and rewards incidental to ownership of each element have been transferred to the lessee. The lease payments are allocated between the land and the building elements in proportion to the relative fair values of the leasehold interests in the land element and building element of the lease at the inception of a contract. If the allocation of the lease payments can be made reliably, each element is accounted for separately in accordance with its lease classification. When the lease payments cannot be allocated reliably between the land and building elements, the entire lease is generally classified as a finance lease unless it is clear that both elements are operating leases; in which case, the entire lease is classified as an operating lease.

2) The Group as lessee

The Group recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease, except for short-term leases and low-value asset leases accounted for applying a recognition exemption where lease payments are recognized as expenses on a straight-line basis over the lease terms.

Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities adjusted for lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs needed to restore the underlying assets, and less any lease incentives received. Right-of-use assets are subsequently measured at cost less accumulated

  • 25 -

depreciation and impairment losses and adjusted for any remeasurement of the lease liabilities. Right-of-use assets are presented on a separate line in the consolidated balance sheets.

Right-of-use assets are depreciated using the straight-line method from the commencement dates to the earlier of the end of the useful lives of the right-of-use assets or the end of the lease terms.

Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments and variable lease payments which depend on an index or a rate. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the Group uses the lessee’s incremental borrowing rate.

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term or a change in future lease payments resulting from a change in an index or a rate used to determine those payments, the Group remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. For a lease modification that is not accounted for as a separate lease, the Group accounts for the remeasurement of the lease liability by (a) decreasing the carrying amount of the right-of-use asset of lease modifications that decreased the scope of the lease, and recognizing in profit or loss any gain or loss on the partial or full termination of the lease; (b) making a corresponding adjustment to the right-of-use asset of all other lease modifications. Lease liabilities are presented on a separate line in the consolidated balance sheets.

The Group negotiates with the lessor for rent concessions as a direct consequence of the Covid-19 to change the lease payments originally due by June 30, 2021, that results in the revised consideration for the lease substantially the same as, or less than, the consideration for the lease immediately preceding the change. There is no substantive change to other terms and conditions. The Group elects to apply the practical expedient to all of these rent concessions and, therefore, does not assess whether the rent concessions are lease modifications. Instead, the Group recognizes the reduction in lease payment in profit or loss as a deduction of expenses of variable lease payments, in the period in which the events or conditions that trigger the concession occur, and makes a corresponding adjustment to the lease liability.

Variable lease payments that do not depend on an index or a rate are recognized as expenses in the periods in which they are incurred.

q. Borrowing costs

Borrowing costs directly attributable to an acquisition, construction or production of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.

Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.

Other than those stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.

  • r. Government grants

Government grants are not recognized until there is reasonable assurance that the Group will comply with the conditions attaching to them and that the grants will be received.

  • 26 -

Government grants related to income are recognized in other income on a systematic basis over the periods in which the Group recognizes as expenses the related costs that the grants intend to compensate. Specifically, government grants whose primary condition is that the Group should purchase, construct or otherwise acquire non-current assets are recognized as deferred revenue transferred to profit or loss on a systematic and rational basis over the useful lives of the related assets.

Government grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future related costs are recognized in profit or loss in the period in which they become receivable.

s. Employee benefits

  • 1) Short-term employee benefits

Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related services.

  • 2) Retirement benefits

Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions.

Defined benefit costs (including service cost, net interest and remeasurement) under defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost (including current service cost, past service cost, as well as gains and losses on settlements) and net interest on the net defined benefit liabilities (assets) are recognized as employee benefits expense in the period in which they occur. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which it occurs. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss.

Net defined benefit liabilities (assets) represent the actual deficit (surplus) in the Group’s defined benefit plans. Any surplus resulting from this calculation is limited to the present value of any refunds from the plans or reductions in future contributions to the plans.

  • 3) Termination benefits

A liability for a termination benefit is recognized at the earlier of when the Group can no longer withdraw the offer of the termination benefit and when the Group recognizes any related restructuring costs.

  • t. Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

  • 1) Current tax

Income tax payable (recoverable) is based on taxable profit (loss) for the year determined according to the applicable tax laws of each tax jurisdiction.

According to the Income Tax Law in the ROC, an additional tax on unappropriated earnings is provided for in the year the shareholders approve to retain earnings.

Adjustments of prior years’ tax liabilities are added to or deducted from the current year’s tax provision.

  • 27 -

2) Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences and unused loss carry forward to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and associates, and interests in joint ventures, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realized, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities. If investment properties measured using the fair value model are non-depreciable assets, or are held under a business model whose objective is not to consume substantially all of the economic benefits embodied in the assets over time, the carrying amounts of such assets are presumed to be recovered entirely through sale.

  • 3) Current tax and deferred tax for the year

Current tax and deferred tax are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income, in which case, the current tax and deferred tax are also recognized in other comprehensive income, respectively. Where current tax or deferred tax arises from the initial accounting for a business combination, the tax effect is included in the accounting for the business combination.

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Group’s accounting policies, management is required to make judgments, estimations and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.

The Group considers the economic implications of the COVID-19 when making its critical accounting estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised if the revisions affect only that period or in the period of the revisions and future periods if the revisions affect both current and future periods.

  • 28 -

Key Sources of Estimation Uncertainty

Estimated impairment of trade receivables

The provision for impairment of trade receivables is based on assumptions about risk of default and expected loss rates. The Group uses judgment in making these assumptions and in selecting the inputs to the impairment calculation, based on the Group’s historical experience, existing market conditions as well as forward looking estimates as of the end of each reporting period. For details of the key assumptions and inputs used, see Note 10.

Fair value measurements and valuation process

If some of the Group’s assets and liabilities measured at fair value have no quoted prices in active markets, the Group determines whether to engage third party qualified appraisers for the application of appropriate valuation techniques for fair value measurements in accordance with related regulations or professional standards.

Where Level 1 inputs are not available, the engaged appraisers would determine appropriate inputs by referring to the existing lease contracts and rentals of similar properties in the vicinity of the Group’s investment properties. If the actual changes of inputs in the future differ from expectation, fair value might vary accordingly.

Information about the valuation techniques and inputs used in determining the fair value of various assets and liabilities is disclosed in Notes 17.

6. CASH AND CASH EQUIVALENTS

Checking accounts and demand deposits

Petty cash
Cash on hand
Cash equivalents (investments with original maturities of less than 3
months)
Time deposits
Commercial paper
Repurchase agreements collateralized by bonds

**December 31 ** **December 31 **


2020
$ 9,821,180
3,312
1,162
15,023,096
993,695

69,287

$ 25,911,732
2019
$ 7,579,735

4,070

746

15,689,128

-

1,461,816
$ 24,735,495

The market rate intervals of time deposits and repurchase agreements collateralized by bonds at the end of the reporting period were as follows:

Commercial paper
Time deposits
Repurchase agreements collateralized by bonds
**December 31 **
2020
2019
0.42%-0.55%
-
0.05%-3.30%
0.52%-5.50%
0.24%-0.41%
0.45%-2.36%
  • 29 -

As of December 31, 2020 and 2019, the Group’s bank deposits in the amounts of $314,343 thousand and $419,742 thousand, respectively, are restricted as collaterals for bank loans and classified as financial assets at amortized cost in the balance sheets. Time deposits with original maturities of more than 3 months in the amounts of $5,851,847 thousand and $22,633,307 thousand, respectively, are also classified as financial assets at amortized cost in the balance sheets as of December 31, 2020 and 2019. Refer to Note 9.

7. FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS - CURRENT

Financial assets at FVTPL
Financial assets mandatorily classified as at FVTPL
Derivative financial assets (not under hedge accounting)
Bond options

Non-derivative financial assets
Beneficiary certificates
Listed shares


Financial liabilities at FVTPL
Financial liabilities held for trading
Derivative financial liabilities (not under hedge accounting)
Bond options

Cross-currency swap contracts

December 31 December 31





2020
$ 94,743
9,311,570

5,458,496

$ 14,864,809

$ -

425,693

$ 425,693
2019
$ -

1,253,617

3,474,606
$ 4,728,223
$ 81,724

30,346
$ 112,070

The Group entered into cross-currency swap contracts to manage exposures to exchange rate fluctuations. The Group’s financial hedging strategy is to avoid most of the cash flow risk exposure. As of December 31, 2020 and 2019, outstanding cross-currency swap contracts not under hedge accounting were as follows:

Notional Amounts Range of Interest Range of Interest
(In Thousands) Maturity Date Rates Paid Rates Received
US$215,000 2021.09.15 - 2.68%-2.80%

8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME

Domestic investments
Listed shares

Unlisted shares


Foreign investments
Listed shares
Unlisted shares


December 31 December 31 December 31 December 31
2020
Current
Non-current
$ 4,102,617 $ 9,043,782

-

1,691,106


4,102,617

10,734,888

150,110
-

-

393,107


150,110

393,107

$ 4,252,727
$ 11,127,995
2019





Current
$ 4,102,617

-


4,102,617

150,110

-


150,110

$ 4,252,727






Current
$ 3,765,869

-


3,765,869


212,497

-


212,497

$ 3,978,366
Non-current
$ 9,472,552

1,614,601

11,087,153

-

604,985

604,985
$ 11,692,138
  • 30 -

  • a. These investments in equity instruments are not held for trading. Instead, they are held for medium to long-term strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in these investments’ fair value in profit or loss would not be consistent with the Group’s strategy of holding these investments for long-term purposes.

  • b. Asia Cement Pioneer Investment Ltd. (ACP) acquired the shares of Cementon Micronesia LLC for US$3,900 thousand in September 2010. As of December 31, 2020, 50% of the investment consideration was not paid and accounted for as accounts payable and accrued expenses - third parties. The consideration will be paid once the counterparty asks for payment.

  • c. Refer to Note 36 for information relating to financial assets at fair value through other comprehensive income pledged as collaterals.

9. FINANCIAL ASSETS AT AMORTIZED COST

Time deposits with original maturities of more than 3 months

Restricted assets
Notes receivable


Current

Non-current
**December 31 ** **December 31 **




2020
$ 5,851,847
314,343

10,462,228

$ 16,628,418

$ 16,575,640

$ 52,778
2019
$ 22,633,307

419,742

-
$ 23,053,049
$ 23,016,985
$ 36,064

Based on the Group’s assessment, the credit risk of these financial assets is not expected to be high and has not increased since initial recognition.

Refer to Note 36 for information relating to financial assets at amortized cost pledged as collaterals.

10. TRADE RECEIVABLES

At amortized cost
Trade receivables - sales

Finance lease receivable - current (Note 11)
Construction receivable
Operating lease receivable
Less: Allowance for impairment loss - sales
Less: Allowance for impairment loss - construction

December 31 December 31


2020
$ 9,748,930
778,653
89,250
51,449
(1,165,856)

(661)

$ 9,501,765
2019
$ 11,145,513

723,487

114,242

23,119

(1,042,840)

(918)
$ 10,962,603
  • 31 -

Trade Receivables - Sales

The average credit period of receivables from sales of goods was 30-90 days. Specific customers with good credit records were given longer credit period occasionally. The average credit period for customers of concrete products was 180-365 days after construction of building was finished.

The Group reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts. The Group obtains sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults.

The Group measures the loss allowance for trade receivables at an amount equal to lifetime ECLs. The expected credit losses on trade receivables are estimated by reference to past default experience of the debtor and an analysis of the debtor’s current financial position, adjusted for general economic conditions of the industry in which the debtors operate and an assessment of both the current as well as the forecast direction of economic conditions at the reporting date.

The Group writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. For trade receivables that have been written off, the Group continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.

December 31, 2020


Gross carrying amount

Loss allowance (lifetime ECLs)


Amortized cost

December 31, 2019

Gross carrying amount

Loss allowance (lifetime ECLs)


Amortized cost
Less than 90
Days
91 to 180 Days
$ 6,513,332 $ 1,440,464

(148,420)

(99,688)

$ 6,364,912
$ 1,340,776

Less than 90
Days
91 to 180 Days
$ 6,690,351 $ 2,202,629

(51,582)

(79,468)

$ 6,638,769
$ 2,123,161
181 to 365
Days
Over 366 Days
$ 508,325 $ 1,286,809

(101,479)

(816,269)

$ 406,846
$ 470,540

181 to 365
Days
Over 366 Days
$ 885,134 $ 1,367,399

(112,300)

(799,490)

$ 772,834
$ 567,909
Total
$ 9,748,930
(1,165,856)
$ 8,583,074
Total
$ 11,145,513
(1,042,840)
$ 10,102,673

The above aging schedule was based on the invoice date.

The movements of the loss allowance of trade receivables were as follows:

Balance at January 1

Add: Impairment losses recognized on receivables
Add: Amounts recovered from the prior year write-offs
Less: Amounts written off
Disposal of subsidiary
Effect of foreign currency exchange differences

Balance at December 31
December 31 December 31


2020
$ 1,043,758

502,105
1
(388,763)
(6,006)
15,422

$ 1,166,517
2019
$ 884,685
191,031
32,035

(21,687)

-

(42,306)
$ 1,043,758
  • 32 -

11. FINANCE LEASE RECEIVABLES

Undiscounted lease payments
Year 1

Year 2
Year 3
Year 4
Year 5
Year 6 onwards

Less: Unearned finance income

Net investment in leases presented as finance lease receivables

Current

Non-current

December 31 December 31






2020
$ 1,401,682
1,401,682
1,401,682
1,401,682
1,401,682

4,205,046

11,213,456

(3,042,589)

$ 8,170,867

$ 778,653

7,392,214

$ 8,170,867
2019
$ 1,401,682

1,401,682

1,401,682

1,401,682

1,401,682

5,606,728

12,615,138

(3,720,784)
$ 8,894,354
$ 723,487

8,170,867
$ 8,894,354

Chiahui Power Corp. (CHP) entered into a 25-year purchase and sale agreement with Taiwan Power Company (TPC). According to the agreement, all electricity generated by CHP is sold to TPC. CHP started its operation on December 15, 2003. Because the nature of the agreement is considered as conveyance of rights to use asset, the agreement is regarded as finance lease.

The Group measures the loss allowance for finance lease receivables at an amount equal to lifetime ECLs. As of December 31, 2020, no finance lease receivable was past due. The Group has not recognized a loss allowance for finance lease receivables after taking into consideration the historical default experience and the future prospects of the industries in which the lessees operate.

12. INVENTORIES

Finished goods

Work in progress
Raw materials
Supplies

December 31 December 31


2020
$ 2,141,698

783,221
2,065,356
1,605,993

$ 6,596,268
2019
$ 2,597,488
928,473
2,236,836

2,026,997
$ 7,789,794

The cost of inventories recognized as cost of goods sold for the years ended December 31, 2020 and 2019 was $49,268,736 thousand and $56,533,839 thousand, respectively. The cost of goods sold included inventory write-downs of $8,690 thousand and reversals of inventory write-downs of $18,619 thousand. The reversals of previous write-downs resulted from the sale of these inventories.

  • 33 -

13. SUBSIDIARIES

a. Subsidiaries included in the consolidated financial statements

Investor
Subsidiary
The Corporation
Der Ching Investment Corp. (DCI)
Ya Tung Ready-Mixed Concrete Corp. (YTRMC)
Nan Hwa Cement Corp. (NHC)
Chiahui Power Corp. (CHP)
Asia Cement (Singapore) Pte. Ltd. (ACSPL)
ACCHC
Ya Li Precast and Prestressed Concrete Industries Corp.
(YLPPC)
Asia Investment Corp. (AIC)
Fu Ming Transport Corp. (FMT)
Asia Engineering Enterprise Corp. (AEE)
Sunrise Industrial Holdings Ltd. (SIHL)
Yuan Long Stainless Steel Corp. (YLSS)
Yali Transportation Corp. (YLT)
DCI
Kowloon Cement Corp. Ltd. (KCC)
Fu Shan Mineral Stone Co., Ltd. (FSMS)
AC Mega Investment Ltd. (ACM)
AC Mega II Investment Ltd. (ACM II)
AC Mega III Investment Ltd. (ACM III)
DCI
AC Mega IV Investment Ltd. (ACM IV)
AC Leap Investment Ltd. (ACL)
YTRMC
Ya Sing Ready-Mixed Concrete Corp. (YSRMC)
Ya Tung Vietnam Co., Ltd. (YTV)
PT Yatung Concrete International (PYCI)
Asia Oriental (Guam) LLC (AOG)
AOG
Asia Oriental Concrete, LLC (AOC)
FMT
Fu Da Transportation Corp. (FDT)
AEE
ACCHC
AIC
CHP
DCI
NHC
FMT
FSMS
FDT
YSRMC
AEE
YTRMC
Asia Cement Explorer Investment Ltd. (ACE)
Asia Cement Pioneer Investment Ltd. (ACP)
Asia Cement Pioneer II Investment Ltd. (ACP II)
Asia Cement Pioneer III Investment Ltd. (ACP III)
Asia Cement Pioneer IV Investment Ltd. (ACP IV)
YLPPC
PYCI
Ya Li Precast Concrete India Pvt. Ltd. (YLPCIP)
AOG
ACSPL
Oriental Concrete Pte. Ltd. (OCPL)
ACCHC
Proportion of Ownership
and Voting Rights
December 31
2020
2019
Remark
99.99
99.99
Note 7
99.99
99.99
Note 7
99.98
99.94
Note 7
99.69
59.59
Notes 1
and 7
99.96
99.96
67.73
67.73
Note 1
83.92
83.81
Note 7
100.00
100.00
99.95
99.82
Note 7
99.74
98.23
Note 7
100.00
100.00
100.00
100.00
51.61
51.00
Note 7
49.00
49.00
99.56
99.56
100.00
100.00
Notes 3
and 4
100.00
100.00
Note 4
100.00
100.00
Note 4
100.00
100.00
Notes 3
and 4
100.00
100.00
Notes 3
and 4
69.95
69.93
Note 8
100.00
100.00
-
99.00
Note 9
95.04
95.04
Note 2
71.68
71.68
Note 2
99.94
99.87
Note 8
0.20
0.20
0.01
0.01
-
-
0.02
0.02
0.02
0.02
0.38
0.38
0.03
0.03
0.05
0.05
0.07
0.07
-
-
100.00
100.00
Notes 5
and 6
100.00
100.00
Notes 5
and 6
100.00
100.00
Notes 5
and 6
100.00
100.00
Notes 5
and 6
100.00
100.00
Notes 5
and 6
-
1.00
Note 9
99.99
99.99
4.96
4.96
Note 2
100.00
100.00
4.07
4.07
(Continued)
  • 34 -
Investor
Subsidiary
ACCHC
Perfect Industrial Holdings Pte. Ltd. (PIHPL)
PIHPL
Asia Continent Investment Holdings Pte. Ltd. (ACIHPL)
Oriental Industrial Holdings Pte. Ltd. (OIHPL)
ACIHPL
Jiangxi Yadong Cement Co., Ltd. (JYDC)
OIHPL
Wuhan Yadong Cement Co., Ltd. (WYDC)
Oriental Holdings Co., Ltd. (OHC)
Shanghai Yali Cement Products Co., Ltd. (SHYLCP)
Hubei Yadong Cement Co., Ltd. (HYDCCL)
Sichuan Yali Concrete Produce Co., Ltd. (SYCPCL)
Sichuan Yali Transport Co., Ltd. (SYTCL)
Yangzhou Yadong Cement Co., Ltd. (YYDCCL)
Sichuan Yadong Cement Co., Ltd. (SIYDCCL)
Chengdu Yali Cement Products Co., Ltd. (CYCPCL)
Huanggang Yadong Cement Co., Ltd. (HGYDC)
JYDC
Jiangxi Yali Transport Co., Ltd. (JYLTC)
Nanchang Yadong Cement Co., Ltd. (NYDC)
Nanchang Yali Concrete Produce Ltd. (NYLC)
Ruichang Yadong New Material Co., Ltd. (RYNM)
OHC
JYDC
WYDC
NYDC
JYLTC
SHYLCP
SYTCL
SIYDCCL
HGYDC
YYDCCL
CYCPCL
HYDCCL
SYCPCL
Tai Zhou Oriental Construction Co., Ltd. (TZOCCL)
WYDC
Wuhan Yali Cement Products Co., Ltd. (WYCPCL)
SIYDCCL
Sichuan Lanfeng Cement Co., Ltd. (SLCL)
SLCL
Sichuan Lanfeng Construction Co., Ltd. (SLCCL)
HYDCCL
Hubei Yali Transport Co., Ltd. (HYTCL)
Wuhan Yaxin Cement Co., Ltd. (WYXC)
KCC
Kowloon Concrete Corporation Limited (KCCL)
Join Fortune Trading Ltd. (JFTL)
Proportion of Ownership
and Voting Rights
December 31
2020
2019
Remark
100.00
100.00
100.00
100.00
99.99
99.99
85.00
85.00
90.00
90.00
100.00
100.00
90.00
90.00
90.00
90.00
90.00
90.00
90.00
90.00
90.00
90.00
90.00
90.00
51.22
51.22
90.00
90.00
52.00
51.99
Note 8
50.00
50.00
100.00
100.00
100.00
100.00
Note 10
10.00
10.00
10.00
10.00
25.00
25.00
48.00
48.00
10.00
10.00
10.00
10.00
10.00
10.00
10.00
10.00
10.00
10.00
48.78
48.78
10.00
10.00
10.00
10.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
100.00
90.00
90.00
100.00
100.00
100.00
100.00
Note 4
(Concluded)

Remarks:

  • Note 1: Subsidiaries that have material non-controlling interests. See Tables 8 and 9 for the information on the places of incorporation and principal places of business.

  • Note 2: On December 2, 2019, YTRMC subscribed for additional new shares of AOC through AOG for US$2,000 at a percentage different from its existing ownership percentage, increasing its continuing interest in AOG from 77.69% to 95.04%. After the subscription, AOG’s interest in AOC increased from 64.5% to 71.68%. YLPPC’s percentage of ownership in AOG decreased from 22.31% to 4.96% accordingly since it did not participate in this subscription.

  • Note 3: In January 2019, the Corporation’s subsidiary, DCI, fully subscribed for cash capital increase of its subsidiaries, ACL, ACM and ACM IV, for US$8,700 thousand, US$8,100 thousand and US$6,700 thousand, respectively.

  • 35 -

  • Note 4: In the third quarter of 2020, the Corporation’s sub-subsidiaries, JFTL, ACL, ACM, ACM II, ACM Ⅲ, and ACM Ⅳ, underwent capital reduction in the amounts of HK$4,323 thousand, US$9,800 thousand, US$9,900 thousand, US$700 thousand, US$700 thousand and US$9,900 thousand, respectively.

  • Note 5: In December 2019, the Corporation’s subsidiary, AIC, fully subscribed for cash capital increase of its subsidiaries, ACE, ACP, ACPⅡ, ACPⅢ, and ACP Ⅳ, for US$9,500 thousand, US$2,000 thousand and US$9,500 thousand, US$9,500 thousand, US$9,500 thousand, and US$9,500 thousand respectively.

  • Note 6: In October 2020, the Corporation’s sub-subsidiaries, ACE, ACP, ACP II, ACP Ⅲ, and ACP Ⅳ, underwent capital reduction in the amounts of US$10,700 thousand, US$10,000 thousand, US$10,200 thousand, US$10,200 thousand, and US$9,900 thousand, respectively.

  • Note 7: From April to December 2020, the Corporation acquired non-controlling interests in its subsidiaries, including CHP, YTRMC, DCI, FMT, NHC, AEE, YLT and YLPPC; refer to Note 32.

  • Note 8: From July to December 2020, YTRMC, FMT and JYDC acquired non-controlling interests in their subsidiaries, YSRMC, FDT, and JYLTC, respectively; refer to Note 32.

  • Note 9: On December 25, 2020, the Corporation’s subsidiaries, YTRMC and YLPPC, sold their interests in its subsidiary, PYCI, and the loss recognized from the disposal was $58,871 thousand.

  • Note 10: On January 29, 2019, JYDC established a 100% owned subsidiary, RYNM. As of December 31, 2020, accumulated investments amounted to RMB2,000 thousand. RYNM mainly manufactures new building materials products and construction waste.

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

  • c. Details of subsidiaries that have material non-controlling interests

Name of Subsidiary
Principal Place of Business
CHP
Refer to Table 8
ACCHC
Refer to Tables 8 and 9
Proportion of Ownership and
Voting Rights Held by
Non-controlling Interests
December 31
2020
2019
0.30%
40.40%
28.00%
28.00%
Name of Subsidiary
ACCHC

CHP
Others

Profit (Loss) Allocated to
Non-controlling Interests
For the Year Ended
December 31
2020
2019
$ 3,540,600 $ 4,321,381
478,931
443,213

43,790

19,686

$ 4,063,321
$ 4,784,280
Accumulated Non-controlling
Interests
Accumulated Non-controlling
Interests
December 31


2020
$ 3,540,600
478,931

43,790

$ 4,063,321



2020
$ 21,344,668

30,175

743,550

$ 22,118,393
2019
$ 18,753,394

3,886,984

741,302
$ 23,381,680
  • 36 -

Summarized financial information in respect of each of the Group’s subsidiaries that has material non-controlling interests is set out below. The summarized financial information below represents amounts before intragroup eliminations.

CHP:

Current assets

Non-current assets
Current liabilities
Non-current liabilities

Equity

Equity attributable to:
Owners of the Corporation

Non-controlling interests of CHP




Revenue

Profit for the year

Other comprehensive (loss) income for the year

Total comprehensive income for the year

Profit attributable to:
Owners of the Corporation

Non-controlling interests of CHP


Total comprehensive income attributable to:
Owners of the Corporation

Non-controlling interests of CHP



Dividends paid to non-controlling interest
CHP
**December 31 ** **December 31 **
2020
2019
$ 2,855,031 $ 3,143,217
16,494,015
13,720,031
4,021,651
3,506,027

5,269,076

3,735,973
$ 10,058,319
$ 9,621,248
$ 10,028,144 $ 5,734,264

30,175

3,886,984
$ 10,058,319
$ 9,621,248
For the Year Ended December 31












2020

$ 5,932,839

$ 1,378,469

(1,398)

$ 1,377,071

$ 899,538

478,931

$ 1,378,469

$ 898,144

478,927

$ 1,377,071


$ 378,504
2019
$ 7,115,116
$ 1,097,061

220
$ 1,097,281
$ 653,848

443,213
$ 1,097,061
$ 653,980

443,301
$ 1,097,281
$ 284,820
  • 37 -

ACCHC and its subsidiaries:

Current assets

Non-current assets
Current liabilities
Non-current liabilities

Equity

Equity attributable to:
Owners of the Corporation

Non-controlling interests of ACCHC
Non-controlling interests of ACCHC’s subsidiaries



Revenue

Profit for the year

Other comprehensive income (loss) for the year

Total comprehensive income for the year

Profit attributable to:
Owners of the Corporation

Non-controlling interests of ACCHC
Non-controlling interests of ACCHC’s subsidiaries


Total comprehensive income attributable to:
Owners of the Corporation

Non-controlling interests of ACCHC
Non-controlling interests of ACCHC’s subsidiaries


Dividends paid to non-controlling interest
ACCHC

ACCHC’s subsidiaries
December 31 December 31
2020
2019
$ 46,509,962 $ 54,137,126
47,646,022
48,712,010
18,875,249
33,015,509

3,349,676

7,057,620
$ 71,931,059
$ 62,776,007
$ 50,586,391 $ 44,022,613
19,672,485
17,119,905

1,672,183

1,633,489
$ 71,931,059
$ 62,776,007
For the Year Ended December 31











2020
$ 46,481,228

$ 11,743,520

965,782

$ 12,709,302

$ 8,202,920
3,190,025

350,575

$ 11,743,520

$ 8,898,283
3,460,444

350,575

$ 12,709,302

$ 907,857

$ 343,119
2019
$ 56,622,141
$ 14,478,342

(2,606,473)
$ 11,871,869
$ 10,156,961

3,949,929

371,452
$ 14,478,342
$ 8,280,300

3,220,117

371,452
$ 11,871,869
$ 1,208,421
$ 248,835
  • 38 -

14. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

Investments in associates

Investments in joint ventures


a. Investments in associates
Material associates
Listed shares
FENC

U-Ming Marine Transport Corp. (U-Ming)
CSCGL


Associates that are not individually material
Unlisted shares
Far Eastern Construction Co., Ltd. (FEC)
Yuan Ding Co., Ltd. (YDC)
Yuan Ding Enterprise (Shanghai) (YDES)
Yue Yuan Investment Corp. (YYI)
Oriental Securities Corp. (OSC)
Yue Ding Enterprise Corp. (YDEC)
FEDS Development Ltd. (FEDSDL)
Yuan Ding Leasing Corp. (YDLC)
Drive Catalyst SPC - SP Tranche Three (Catalyst Tranche
Three)
Drive Catalyst SPC - SP Tranche One (Catalyst Tranche One)
Everstrong Iron & Steel Foundry Ltd. (EISF)
Hubei Zhongjian Yadong Concrete Co., Ltd. (HZYCCL)
Pao-Good Industry Co., Ltd. (PGIC)
Opas Fund Segregated Portfolio Company (OFSPC)
Drive Catalyst SPC (Catalyst)
Perez-Mtec-ACC, LLC (PMA)


December 31 December 31


2020
2019
$ 84,323,883 $ 83,943,246

549,352

468,994
$ 84,873,235
$ 84,412,240
December 31






2020
$ 41,566,417
9,379,683

14,380,609


65,326,709

4,935,305
4,441,817
3,038,347
2,453,784
1,942,089
695,211
634,350
377,260
127,392

106,171
100,653
90,194
52,544
1,538
479

40


18,997,174

$ 84,323,883
2019
$ 42,414,539

10,899,366

12,024,837

65,338,742

4,398,357

4,538,927

3,031,722

2,560,533

1,921,049

669,788

640,867

373,481

118,975

120,649

97,282

79,282

51,455

1,607

488

42

18,604,504
$ 83,943,246
  • 39 -

At the end of the reporting period, the percentages of owners’ voting rights in associates held by the Group were as follows:

Name of Associate
FENC
U-Ming
CSCGL
FEC
YDC
YDES
YYI
OSC
YDEC
FEDSDL
YDLC
Catalyst Tranche Three
Catalyst Tranche One
EISF
HZYCCL
PGIC
OFSPC
Catalyst
PMA
December 31
2020
2019
25.74%
25.74%
41.41%
41.41%
17.46%
17.46%
33.76%
33.76%
49.99%
49.99%
40.00%
40.00%
29.92%
29.92%
18.93%
18.93%
30.84%
30.84%
25.00%
25.00%
43.60%
43.60%
25.00%
25.00%
25.00%
25.00%
48.73%
48.73%
40.00%
40.00%
31.00%
31.00%
33.00%
33.00%
33.00%
33.00%
33.33%
33.33%

The Group is the single largest shareholder with 41.41% and 25.74% of the voting rights of associates, U-Ming and FENC, respectively. Considering the size of the Group’s holding of voting rights relative to the size and dispersion of holdings of the other shareholders and the voting patterns at previous shareholders’ meetings, which indicate that other shareholders are not passive, the Group is not able to appoint more than half of the members of those charged with governance of U-Ming and FENC. Consequently, the Group considered and classified U-Ming and FENC as associates of the Group as it is merely able to exercise significant influence over U-Ming and FENC.

DCI, the Corporation’s subsidiary, subscribed for 4,000 shares of Drive Catalyst SPC-SP Tranche Three in the amount of US$4,000 thousand in October 2019. After the subscription, DCI owned 25% of the shares of Catalyst Tranche Three.

Due to the liquidation of SHSTC in 2019, the Corporation’s subsidiaries, DCI and NHC, received cash refund of capital stock in the amount of $2,774 thousand and $63,008 thousand, respectively, and the Corporation recognized gains (losses) on disposal of investments of $2,774 thousand and $(5,761) thousand for the years ended December 31, 2020 and 2019, respectively.

The Corporation’s subsidiaries, ACCHC, Far Eastern Polytex (Holding) Limited (FEPHL) and FEDS Development (BVI) Ltd. (FEDSBVI) intended to jointly invest in YDES. Through this investment, ACCHC can participate in projects on land development and commercial building construction in the Shanghai World EXPO area.

YDES was initially established by Far Eastern New Century (China) Corporation (FENCC), a wholly owned subsidiary of FEPHL. In addition, ACCHC has signed related investment contracts with FEPHL and FEDSBVI and will subscribe for new shares issued by YDES when the completion of the construction process of the commercial building reaches 25%. On February 18, 2019 and June 30, 2019, ACCHC subscribed for YDES’s cash capital increase in the amount of RMB714,190 thousand through its subsidiary OHC; after the subscription, ACCHC’s percentage of ownership in YDES was 40%.

  • 40 -

As of December 31, 2020 and 2019, the information of associates was as follows:

  • 1) Fair values (Level 1) of investments in associates with available published price quotation are summarized as follows:
Name of Associate
FENC

U-Ming

CSCGL
December 31 December 31


2020
$ 39,884,286

$ 12,911,856

$ 5,068,493
2019
$ 41,124,212
$ 11,757,137
$ 8,855,602
  • 2) The summarized financial information in respect of the Group’s material associates is set out below:

FENC:

Current assets

Non-current assets

Current liabilities
Non-current liabilities

Equity

Proportion of the Group’s ownership
Equity attributable to the Group
Cross shareholdings

Carrying amount


Operating revenue

Net profit for the year

Other comprehensive loss

Total comprehensive income for the year

Dividends received from FENC

U-Ming:
Current assets

Non-current assets
Current liabilities
Non-current liabilities

Equity
Proportion of the Group’s ownership
Equity attributable to the Group
December 31 December 31
2020
2019
$ 30,257,013 $ 31,823,888
296,195,063 297,297,715
22,380,382
24,007,226
100,042,507
100,592,089
204,029,187 204,522,288
25.74%
25.74%
52,517,113
52,644,037

(10,950,696)

(10,229,498)
$ 41,566,417
$ 42,414,539
**For the Year Ended December 31 **




2020
2019
$ 38,768,801
$ 46,477,960
$ 8,062,699 $ 10,732,669

(26,143)

(186,100)
$ 8,036,556
$ 10,546,569
$ 2,066,555
$ 2,479,866
**December 31 **

2020
$ 2,088,840
47,537,505
14,349,470

12,101,381

23,175,494
41.41%
9,596,972
2019
$ 2,225,116

49,594,962

11,281,141

13,694,378

26,844,559

41.41%

11,116,333
(Continued)
  • 41 -
Unrealized gain or loss with associates

Other adjustments

Carrying amount


Operating revenue

Net profit for the year

Other comprehensive (loss) income

Total comprehensive (loss) income for the year

Dividends received from U-Ming

CSCGL and its subsidiaries:
Current assets

Non-current assets
Current liabilities
Non-current liabilities
Non-controlling interests

Equity attributable to CSCGL
Proportion of the Group’s ownership
Equity attributable to the Group
Goodwill
Quarry right

Carrying amount


Operating revenue

Net profit for the year

Other comprehensive income

Total comprehensive income for the year
**December 31 ** **December 31 **
2020
2019
$ (87,523) $ (87,524)

(129,766)

(129,443)
$ 9,379,683
$ 10,899,366
(Concluded)
For the Year Ended December 31




2020
2019
$ 1,039,426
$ 1,062,972
$ 878,425
$ 1,621,695
(2,941,713)

1,118,819
$ (2,063,288)
$ 2,740,514
$ 664,840
$ 618,330
December 31
2020
2019
$ 31,277,287 $ 26,673,504
89,317,484
88,426,257
42,872,156
47,973,181
8,522,285
13,066,715

780,884

442,928
68,419,446
53,616,937
17.46%
17.46%
11,927,957
9,416,541
1,856,015
1,856,015

596,637

752,281
$ 14,380,609
$ 12,024,837
For the Year Ended December 31



2020
$ 89,543,906

$ 14,034,527

93,155

$ 14,127,682
2019
$ 96,302,852
$ 13,578,105

8,286
$ 13,586,391
  • 42 -

  • 3) Aggregate information of associates that are not individually material:


The Group’s share of:
Profit for the year

Other comprehensive (loss) income

Total comprehensive income for the year
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2020
$ 847,607

(122,722)

$ 724,885
2019
$ 687,961

365,142
$ 1,053,103
  • 4) The amounts of investments in associates pledged as collateral for bank borrowings are disclosed in Note 36.

  • b. Investments in joint ventures that are not individually material:

Unlisted companies
Alliance Concrete Singapore Pte. Ltd. (Alliance)

Wuhan Asia Marine Transport Co., Ltd. (WAMTC)
Hubei Xinlongyuan Mining Co., Ltd. (HXMC)
Profit Enterprises Int’l Ltd. (PEI)
Empire Success Corp. Ltd. (ESC)

December 31 December 31


2020
$ 281,236

210,239
53,437
4,440
-

$ 549,352
2019
$ 206,833
201,735
40,629
16,508

3,289
$ 468,994

At the end of the reporting period, the percentages of owners’ voting rights in joint ventures held by the Group were as follows:

Name of Joint Ventures
Alliance
WAMTC
HXMC
PEI
ESC
**December 31 **
2020
2019
50.00%
50.00%
50.00%
50.00%
40.00%
40.00%
50.00%
50.00%
-
50.00%

Aggregate information of joint ventures that are not individually material:


The Group’s share of:
Income for the year

Other comprehensive income

Total comprehensive income for the year
For the Year Ended For the Year Ended December 31


2020
$ 127,251

-

$ 127,251
2019
$ 145,736

-
$ 145,736

All the associates and joint ventures are accounted for using the equity method.

  • 43 -

Due to the liquidation of ESC in the third quarter of 2020, the Corporation’s sub-subsidiary JFTL received cash refund of capital stock in the amount of HK$4,323 thousand for the year ended December 31, 2020.

Refer to Table 8 “Information on Investees” and Table 9 “Information on Investments in Mainland China” for the nature of activities, principal place of business and country of incorporation of the associates and joint ventures.

15. PROPERTY, PLANT AND EQUIPMENT

Assets used by the Group


Cost

Balance at January 1, 2019

Additions
Disposals
Transferred from supplies
Transferred to intangible
assets
Transferred from completed
construction
Transferred from
prepayments for leases
Effect of foreign currency
exchange differences

Balance at December 31,
2019


Accumulated depreciation
and impairment


Balance at January 1, 2019

Depreciation expense

Disposals

Transferred from supplies

Effect of foreign currency
exchange differences

Balance at December 31,
2019


Carrying amounts at
December 31, 2019


Cost

Balance at January 1, 2020

Additions
Disposals
Transferred from supplies
Transferred to intangible
assets
Transferred from completed
construction
Reclassified
Disposal of subsidiary
Effect of foreign currency
exchange differences

Balance at December 31,
2020


Accumulated depreciation
and impairment


Balance at January 1, 2020

Depreciation expense

Impairment losses

Disposals

Reclassified

Disposal of subsidiary

Effect of foreign currency
exchange differences

Balance at December 31,
2020


Carrying amounts at
December 31, 2020
Land
$ 6,592,017

-
-
-
-
-
-

-


6,592,017

12,595
-
-
-

-


12,595

$ 6,579,422

$ 6,592,017

502,149
-
-
-
-
-
-

-


7,094,166

12,595
-
-
-
-
-

-


12,595

$ 7,081,571
Buildings
$ 24,647,228

6,315
(61,376 )
-
-
310,159
-

(740,764)


24,161,562

9,710,242
635,628
(33,166 )
-

(217,059)


10,095,645

$ 14,065,917

$ 24,161,562

27,978
(135,097 )
-
-
338,061
-
-

267,578


24,660,082

10,095,645
620,262
-
(91,035 )
-
-

75,790


10,700,662

$ 13,959,420
Equipment
O
$ 75,252,256

87,409

(468,773 )
16,141
-
725,892
-

(2,125,141)


73,487,784

49,670,369
3,146,778

(431,123 )
16,141

(1,296,585)


51,105,580

$ 22,382,204

$ 73,487,784

100,501

(862,658 )
-
(9,034 )
803,694
6,152
(2,748 )

774,229


74,297,920

51,105,580
3,029,445
-

(695,593 )
2,201
(1,323 )

502,306


53,942,616

$ 20,355,304
ther Equipment
Property Under
Construction
$ 12,233,576
$ 3,260,791

272,718
3,614,732

(376,656 )
-
56,531
-
-
(2,363 )
258,817
(1,294,868 )
27,626
-

(125,566)

(8,920)


12,347,046

5,569,372

10,043,321

-
660,987
-

(360,583 )
-
-
-

(81,045)

-

10,262,680
-

$ 2,084,366
$ 5,569,372

$ 12,347,046
$ 5,569,372

208,159
5,382,313

(540,971 )
-
2,837
-

-
(5,195 )
347,936
(1,489,691 )
(6,152 )
-

(57,378 )
-

45,993

5,720


12,347,470

9,462,519

10,262,680

-
597,572
-
13,212
-

(490,034 )
-
(2,201 )
-

(21,197 )
-

26,040

-


10,386,072

-

$ 1,961,398
$ 9,462,519
Total
$ 121,985,868
3,981,174
(906,805 )
72,672

(2,363 )

-
27,626

(3,000,391)

122,157,781
69,436,527
4,443,393
(824,872 )
16,141
(1,594,689 )

71,476,500
$ 50,681,281
$ 122,157,781
6,221,100
(1,538,726 )
2,837

(14,229 )

-
-
(60,126 )

1,093,520

127,862,157
71,476,500
4,247,279
13,212
(1,276,662 )
-
(22,520 )

604,136

75,041,945
$ 52,820,212
  • 44 -

The above items of property, plant and equipment are depreciated on a fixed-percentage-on-decliningbalance basis or on a straight-line basis over the estimated useful life of the asset taken apart into major component elements:

Building Main buildings 15-60 years Other facilities 2-40 years Equipment 2-20 years Other equipment 2-15 years

As of December 31, 2020, the titles of land with carrying value of $89,019 thousand were temporarily registered in the name of trustees who had either signed an agreement or had pledged the land to the Corporation or to the subsidiaries.

Refer to Note 36 for the carrying amount of property, plant and equipment pledged by the Group as collaterals for borrowings.

16. LEASE ARRANGEMENTS

  • a. Right-of-use assets
Carrying amounts
Land

Buildings
Equipment



Additions to right-of-use assets

Depreciation charge for right-of-use assets
Land

Buildings
Equipment

**December 31 ** **December 31 ** **December 31 **
2020
2019
$ 3,522,407
$ 3,585,342
859,273
890,167

557,283

604,778
$ 4,938,963
$ 5,080,287
For the Year Ended December 31



2020
$ 312,397

$ 140,637

83,890
156,882

$ 381,409
2019
$ 434,029
$ 141,027
95,394

147,604
$ 384,025
  • b. Lease liabilities
Carrying amounts
Current

Non-current
December 31 December 31

2020
$ 222,101

$ 1,158,824
2019
$ 190,607
$ 1,264,765
  • 45 -

Range of discount rate for lease liabilities was as follows:

Land
Buildings
Equipment
December 31
2020
2019
1.06%-3.50%
1.06%-3.50%
1.30%-4.90%
1.30%-4.90%
1.17%-3.00% 1.17%-13.50%

c. Material lease-in activities and terms

The Group leases harbors, land, buildings and equipment for the use in business operations and has obtained land use rights in mainland China, Hong Kong, Singapore and Vietnam. Certain lease contracts specify that lease payment will be adjusted on the basis of changes in market rental rates or announced land value prices. The Group does not have bargain purchase options to acquire the leasehold assets at the end of the lease terms.

d. Other lease information

Lease arrangements under operating leases for the leasing out of investment properties are set out in Note 17. Lease arrangements for the leasing out of assets under finance leases are set out in Note 11.


Expenses relating to short-term leases

Expenses relating to low-value asset leases

Expenses relating to variable lease payments not included in the
measurement of lease liabilities

Total cash outflow for leases
For the Year Ended For the Year Ended December 31



2020
$ 205,662

$ 699

$ 61,940

$ 551,976
2019
$ 269,676
$ 890
$ 148,475
$ 686,833

The Group has elected to apply the recognition exemption and, thus, did not recognize right-of-use assets and lease liabilities for leases that qualify as short-term leases or low-value asset leases

17. INVESTMENT PROPERTIES

Measured at fair value
Leased investment property

Undeveloped investment property

**December 31 ** **December 31 **


2020
$ 30,332,308

6,256,940

$ 36,589,248
2019
$ 29,954,068

6,222,371
$ 36,176,439
  • 46 -
Balance at January 1, 2019

Changes in fair value of investment properties
Effect of foreign currency exchange difference
Additions
Reclassified as leased

Balance at December 31, 2019

Balance at January 1, 2020

Changes in fair value of investment properties
Effect of foreign currency exchange difference
Additions
Write-off accounts receivable
Reclassified as leased

Balance at December 31, 2020
Leased
Investment
Property
$ 29,481,076
363,361
(2,243)
24,834

87,040

$ 29,954,068

$ 29,954,068
365,844
2,401
2,343
-

7,652

$ 30,332,308
Undeveloped
Investment
Property
$ 6,484,127

(165,714)

(11,392)

2,390

(87,040)

$ 6,222,371

$ 6,222,371

(127,988)

4,562

-

165,647

(7,652)

$ 6,256,940
Total
$ 35,965,203

197,647

(13,635)

27,224

-
$ 36,176,439
$ 36,176,439

237,856

6,963

2,343

165,647

-
$ 36,589,248

The investment properties for lease were as follows:

  • a. On January 1, 1998, the Corporation granted FEDSDL the right to construct a shopping center on a parcel of land it owned with an area of 6,976 square meters located in Lin-Ya, Kaohsiung. As consideration for the right to construct and the continued use of the land for fifty years, FEDSDL shall pay the following: (a) land use rights in the amount of $1,073,000 thousand and (b) annual rental at 5% of the reference price of such land announced by the local government. The proceeds of the land use rights were recorded as long-term deferred revenue and recognized as rental revenue on a periodic basis.

  • b. The Corporation and Far Eastern Resources Development Co. (FERD) equally owned a parcel of land located at Tun Hwa South Road, Taipei City. Under an agreement entered into with YDC, the Corporation and FERD had agreed on the following: (a) construction of a twin tower building (Taipei Metro) by YDC on the said land, (b) continued use of the land without additional compensation for 30 years starting from the date of the completion of the building, (c) transfer to each of the Corporation and FERD 12% of the usable area of the building, and (d) transfer to FERD and the Corporation the remaining usable area of the building after the end of 30 years in exchange for the carrying amount of the property. In view of the foregoing agreement, the Corporation recorded the 12% of the building construction cost or $1,402,753 thousand as building acquired and as long-term deferred revenue, and recognized as revenue on a periodic basis.

  • c. Others mainly included the following:

  • 1) Asia-Cement Building held by the Corporation - leased to FEDS;

  • 2) Pao-Ching Building held by the Corporation - leased to Sofiva Genomics;

  • 3) Land and building in Chiayi City held by the Corporation;

  • 4) Buildings in Sichuan held by SIYDCCL

  • 5) Buildings in Wuhan held by HYDCCL;

  • 47 -

The lease terms of the abovementioned land and buildings are 1-10 years, and the rents are paid monthly.

The Group’s undeveloped investment properties included a parcel of land located in Lin-Ya, Kaohsiung, as well as stores, apartments, and office buildings acquired by SIYDCCL, HYDCCL and SHYLCP as collaterals for overdue balances from customers.

The fair values of investment properties were valued by independent qualified professional appraisers. According to local requirements, entities are required to have independent appraisal for the investment properties with individual carrying amount of $300 million or higher. The fair values of investment properties as of December 31, 2020 and 2019 were determined by qualified professional appraisers, Mr. Chang from Savills (Taiwan) Limited and Mr. Tsai and Ms. Hu from DTZ real estate appraisers firm on March 2, 2021 and March 4, 2020, respectively.

The fair value of investment properties was estimated using unobservable inputs (Level 3). The movements in the fair value were as follows:

Balance at January 1, 2019

Recognized in profit or loss (gain or loss from
changes in fair value of investment property)
Recognized in other comprehensive income
Exchange differences on translating the
financial statements of foreign operations
Purchases
Reclassified as leased

Balance at December 31, 2019

Balance at January 1, 2020

Recognized in profit or loss (gain or loss from
changes in fair value of investment property)
Recognized in other comprehensive income
Exchange differences on translating the
financial statements of foreign operations
Purchases
Transfers into Level 3
Reclassified as leased

Balance at December 31, 2020
Completed
Investment
Property
Investment
Property under
Construction
$ 29,481,076 $ 6,484,127
363,361
(165,714)
(2,243)
(11,392)
24,834
2,390

87,040

(87,040)

$ 29,954,068
$ 6,222,371

$ 29,954,068 $ 6,222,371
365,844
(127,988)
2,401
4,562
2,343
-
-
165,647

7,652

(7,652)

$ 30,332,308
$ 6,256,940
Total
$ 35,965,203

197,647

(13,635)

27,224

-
$ 36,176,439
$ 36,176,439

237,856

6,963

2,343

165,647

-
$ 36,589,248

The fair value measurement of undeveloped land located in Lin-Ya, Kaohsiung, was measured by land development analysis. The increase in estimated total selling price, the increase in rate of return, or the decrease in overall capital interest rate would result in an increase in the fair value. The significant assumptions used were as follows:

Estimated total selling price

Rate of return
Overall capital interest rate
December 31 December 31
2020
$ 19,492,803

22%
5.29%
2019
$ 19,379,643
22%
5.99%
  • 48 -

The total selling price is estimated on the basis of the most effective use of the land or property available for sale after development is completed, taking into account the related regulations, domestic macroeconomic prospects, local land use, and market rates.

The fair value of investment properties, except for undeveloped land, was measured using the income approach. The significant assumptions used were stated below. The increase in estimated future net cash inflows or the decrease in discount rates would result in increase in the fair value.

Expected future cash inflows

Expected future cash outflows

Expected future cash inflows, net

Discount rate
December 31 December 31


2020
$ 36,137,274

1,561,604

$ 34,575,670

1.98%-6.00%
2019
$ 36,224,173

1,517,032
$ 34,707,141
2.07%-6.25%

The market rentals in the area where the investment property is located were between $1 thousand and $5 thousand per ping (i.e., per 3.3 square meters).

The rental income generated for the years ended December 31, 2020 and 2019 was $360,739 thousand and $358,324 thousand, respectively.

The expected future cash inflows to be generated by investment properties include rental income, interest income on rental deposits and disposal value. The rental income was extrapolated using the Group’s current rental contract, regional and market quotation, taking into account the annual rental growth rate; the income analysis covers a 10-year period, the interest income on rental deposits was extrapolated using the interest rate for one-year central bank-announced demand deposit interest rate; the disposal value was determined using the direct capitalization method under the income approach. The expected future cash outflows to be incurred by investment properties include expenditure such as land value taxes, house taxes, insurance premium, maintenance costs and others. This expenditure was extrapolated on the basis of the current level of expenditure, taking into account the future adjustment to the government-announced land value, and the tax rate promulgated under the House Tax Act.

The discount rate was determined by reference to the interest rate for two-year time deposits as posted by Chunghwa Post Co., Ltd., plus 0.75%, or estimated income capitalization rate, whichever is higher, as well as any asset-specific risk premiums. As of December 31, 2020 and 2019, the risk premiums were 0.39%-4.41% and 0.225%-4.50%, respectively.

Refer to Note 36 for the carrying amount of investment properties pledged by the Group as collaterals for borrowings.

18. INTANGIBLE ASSETS - GOODWILL

Cost
Balance at January 1

Effect of foreign currency exchange differences

Balance at December 31
2020
$ 2,398,644

37,041

$ 2,435,685
2019
$ 2,497,148

(98,504)
$ 2,398,644
  • 49 -

The goodwill comprised of the following:

  • a. In April 2014, SYDCCL acquired 100% ownership of SLCL. The investment cost in excess of the fair value of net identifiable assets of the investee was the amount of goodwill, which was RMB554,241 thousand.

  • b. On December 31, 2014, the Corporation acquired control power over YLT. The investment cost in excess of the fair value of net identifiable assets of the investee was the amount of goodwill, which was $20,780 thousand.

As of December 31, 2020, the Group assessed that there was no indication of impairment on the cash-generating units including the goodwill listed above.

19. INTANGIBLE ASSETS - OTHERS

Quarry Right
Cost
Balance at January 1, 2019
$ 1,706,669
Additions
49,836
Disposals
-
Accruals
4,820,027
Transferred from completed
construction
-
Effect of foreign currency exchange
differences

(273,628)

Balance at December 31, 2019

6,302,904

Accumulated amortization and
impairment
Balance at January 1, 2019
$ 868,026
Amortization expense
1,279,440
Disposals
-
Effect of foreign currency exchange
differences

(89,688)

Balance at December 31, 2019

2,057,778

Carrying amounts at December 31,
2019
$ 4,245,126

Cost
Balance at January 1, 2020
$ 6,302,904
Additions
452,872
Disposals
-
Transferred from completed
construction
1,032
Disposal of subsidiary
-
Effect of foreign currency exchange
differences

104,054

Balance at December 31, 2020

6,860,862
Computer
Software


$ 259,348

9,105

(937)

-

2,363

(3,174)


266,705


$ 227,096

12,846

(937)

(2,546)


236,459

$ 30,246



$ 266,705

3,325

(58,907)

13,197

(93)

1,389


225,616
Others
$ 418,157

-

-

-

-

(3,655)


414,502

$ 91,417

439

-

(3,655)


88,201

$ 326,301

$ 414,502

-

-

-

-

1,374


415,876
Total
$ 2,384,174

58,941

(937)

4,820,027

2,363

(280,457)

6,984,111
$ 1,186,539

1,292,725

(937)

(95,889)

2,382,438
$ 4,601,673
$ 6,984,111

456,197

(58,907)

14,229

(93)

106,817

7,502,354
(Continued)
  • 50 -
Quarry Right
Accumulated amortization and
impairment
Balance at January 1, 2020
$ 2,057,778
Amortization expense
304,692
Disposals
-
Disposal of subsidiary
-
Effect of foreign currency exchange
differences

37,103

Balance at December 31, 2020

2,399,573

Carrying amounts at December 31,
2020
$ 4,461,289
Computer
Software
$ 236,459

14,171

(57,021)

(46)

1,066


194,629

$ 30,987
Others
$ 88,201

-

-

-

1,374


89,575

$ 326,301
Total
$ 2,382,438

318,863

(57,021)

(46)

39,543

2,683,777
$ 4,818,577
(Concluded)

The above items of other intangible assets with finite useful lives are amortized on a straight-line basis. Quarry rights are amortized over 5 to 47 years and the computer software and others are amortized over 2 to 5 years. The other items with indefinite useful lives will not be amortized until their useful lives are determined to be finite. Instead, they will be tested for impairment annually and whenever there is an indication that they may be impaired.

According to the Plan for the Reform of the Mineral Resource Royalty System issued by the State Council of the People's Republic of China, proceeds from prospecting and mining rights shall be changed into proceeds from assignment of mining rights and shall be determined according to valuation and benchmark market prices under similar conditions, whichever is higher. The proceeds from the transfer of mining rights shall be determined at one time and paid in the form of monetary funds. The specific measures for payment shall be developed separately by the Ministry of Finance in conjunction with the Ministry of Land and Resources.

The Group finalized the independent valuation report in accordance with the aforementioned reform plans related to the mine reserves and the estimated amount of the provision of mine reserve fund, which was capitalized into the cost of quarry. In addition, the Group was required to accrue cost of production of mine, which represented the quantity of mine excavated times the agreed amount of unit cost for the current and past years, and such amount was charged on the cost of sales of the Group. As of the December 31, 2020, the fund payables of mine reserve of RMB299,724 thousand was accounted for as accounts payable and accrued expenses - third parties.

20. OTHER NON-CURRENT ASSETS

Prepaid investments

Net defined benefit assets
Refundable deposits
Others


Refundable deposits
Current (accounted for as other current assets)

Non-current
December 31 December 31




2020
$ 1,505,147

2,518,491
264,380
35,278

$ 4,323,296

$ 65,523

$ 264,380
2019
$ 1,437,673
2,536,388
328,403

9,420
$ 4,311,884
$ 71,424
$ 328,403
  • 51 -

The prepaid investments comprised of the following:

  • a. On March 23, 2017, the Corporation acquired 155 thousand issued shares of China Shanshui Investment Company Limited (CSI) in the amount of HK$577,662 thousand from six shareholders of CSI under a share purchase agreement. The Corporation already obtained the physical share certificates of the acquired shares of CSI. Pursuant to the Articles of Association of CSI, the share ownership can only be recorded on the register of shareholders if the board of directors of CSI approves the share transfer. The Corporation has submitted all necessary documents to CSI for registration of the share transfer, among which the registration of shares of CSI acquired from two of the six shareholders were completed and the related prepaid investments in the balance sheets were therefore reclassified to financial assets at FVTOCI - non-current.

In addition, Chan Hongqing, a PRC individual, claimed that the shares of CSI which the Corporation acquired from the other four shareholders were pledged as collaterals under a loan contract signed with him on August 17, 2015 and thus applied for arbitration with China International Economic and Trade Arbitration Commission in Beijing. Later, according to an order of the High Court of Hong Kong announced on June 27, 2017, it requested the appointment of interim receivers in respect of the shares of CSI held by the four shareholders until the end of the arbitral proceedings. On May 17, 2018, the High Court of Hong Kong set aside the order before the final award of the arbitration. The arbitral proceeding was therefore withdrawn on June 12, 2018.

On October 2, 2018, Chan Hongqing applied to the High Court of Hong Kong for interlocutory relief in another proceedings against the Corporation to prohibit the Corporation and the four CSI shareholders from transferring and registering their CSI shares. The application for interlocutory relief was heard in the High Court of Hong Kong on April 3, 2019 and was dismissed by the High Court of Hong Kong on March 16, 2021. In view of this order, the registration of share transfer by CSI’s board of directors will no longer be restricted to the above-mentioned application for interlocutory relief. Therefore, the Corporation will apply to CSI’s board of directors for registration of the share transfer after re-obtaining the physical share certificates of the shares of CSI.

  • b. Chu Feng Power Corporation, Preparatory Office (Chu Feng) was founded in October 2016 by DCI, the Corporation’s subsidiary, for the development of offshore wind power in Taiwan. As of December 31, 2020 and 2019, the accumulated prepaid investments were $210,241 thousand and $142,768 thousand, respectively. In March 2018, Chu Feng submitted an application to the Bureau of Energy, Ministry of Economic Affairs, ROC, for the offshore wind power project’s selection but finally failed to win the tender offer. Later, on March 25, 2020, DCI’s board of directors resolved to enter into a joint venture agreement with Innogy Renewables Beteiligungs GmbH Company (“Innogy”), which was under restructure and renamed as RWE Renewables Beteiligungs GmbH in August 2020, to further develop Chu Feng offshore wind project. As of December 31, 2020, DCI has received advance receipt for investment from Innogy in the amount of $150,000 thousand, which was accounted for as other non-current liabilities. In addition, the Group recognized the amounts paid within the preparatory period as other receivables or prepaid investments and also recognized full amounts of provisions based on the preparatory loss of Chu Feng; refer to Note 25.

  • 52 -

21. SHORT-TERM BORROWINGS

Unsecured

Secured


Interest rate
Final repayment date:
Unsecured
Secured
December 31 December 31


2020
$ 18,464,889

750,000

$ 19,214,889

0.78%-3.10%
2021.10.25
2021.3.31
2019
$ 22,211,603

1,600,000
$ 23,811,603
0.95%-3.79%
2020.12.24
2020.2.19

22. SHORT-TERM BILLS PAYABLE

Commercial paper

Less: Unamortized discounts on bills payable


Interest rate (%)
December 31 December 31


2020
$ 13,888,400

6,452

$ 13,881,948

0.25%-1.21%
2019
$ 18,938,500

6,206
$ 18,932,294
0.38%-1.3%

Short-term bills payable were issued under guarantee obtained from financial institutions.

23. LONG-TERM LIABILITIES

Bank loans

Bonds
Domestic bonds
1stunsecured bonds issued in 2016
1stunsecured bonds issued in 2019
2ndunsecured bonds issued in 2019
1stunsecured bonds issued in 2020
2ndunsecured bonds issued in 2020-A
2ndunsecured bonds issued in 2020-B
3rdunsecured bonds issued in 2020-A
3rdunsecured bonds issued in 2020-B
December 31 December 31
2020
$ 17,715,404

3,000,000
6,500,000
3,500,000
7,700,000
2,800,000
2,700,000
4,000,000
2,200,000
2019
$ 30,972,304

6,000,000

6,500,000

3,500,000

-

-

-

-

-
(Continued)
  • 53 -
4thunsecured bonds issued in 2020-A

4thunsecured bonds issued in 2020-B

Overseas bonds
3rdEuro convertible bonds issued in 2018 - US$215,000
thousand

Less: Current portion

**December 31 ** **December 31 **




2020
$ 4,100,000

5,300,000

41,800,000

6,370,305

65,885,709

16,140,876

$ 49,744,833
2019
$ -

-

16,000,000

6,280,808

53,253,112

13,151,315
$ 40,101,797
(Concluded)
  • a. Bank loans are repayable in installments at varying amounts or in one lump-sum payment prior to April 3, 2039. The Group has signed long-term revolving credit facilities with banks. As of December 31, 2020 and 2019, interest rates were 0.74%-3.30% and 0.89%-6.75%, respectively.

  • b. Domestic bonds are repayable in installments at varying amounts or in one lump-sum on maturity prior to December 23, 2027. As of December 31, 2020 and 2019, interest rates were 0.57%-0.88% and 0.79%-0.88%, respectively.

  • c. In order to repay the debt, save interest expenses, and strengthen the Corporation’s financial structure, on September 21, 2018, the Corporation issued US$215,000 thousand (equivalent to NT$6,620,710 thousand), which is the third zero coupon Euro convertible bond due on 2023.

The terms of the zero coupon Euro convertible bonds included the following:

1) Final redemption

Unless previously redeemed, repurchased and canceled, or converted, the Bonds will be redeemed on the maturity date at the settlement equivalent of 103.04% of the unpaid principal amount thereof.

  • 2) The bonds are convertible into the Corporation’s ordinary shares (“Shares”) at any time on or after December 21, 2018 and prior to the close of business on August 22, 2023. The initial conversion price was NT$42.24 per Share, determined on the basis of a fixed exchange rate of NT$30.794=US$1.00.

  • 3) Redemption at the option of the Corporation

At any time on or after September 21, 2021, the Corporation may redeem the bonds in whole, or from time to time in part, at the early redemption amount, if the closing price of the Shares, translated into U.S. dollars at the prevailing rate, during a period of 30 consecutive trading days, is at least 130% of the quotient of the early redemption amount divided by the number of Shares to be issued upon conversion of US$200,000 principal amount of the bonds on the applicable trading day based on the conversion price then in effect, translated into U.S. dollars at a fixed exchange rate of NT$30.794=US$1.00. Notwithstanding the foregoing, at any time, the Corporation may redeem the bonds in whole, but not in part, at the early redemption amount in U.S. dollars if at least 90% in principal amount of the bonds has already been redeemed, repurchased and cancelled, or converted.

  • 54 -

  • 4) Redemption at the option of the bondholders

Unless previously redeemed, repurchased and cancelled or converted, each holder will have the right to require the Corporation to redeem in whole or in part of the bonds held by such holder on September 21, 2021 at a redemption price equal to the settlement equivalent of 101.81% of the principal amount in U.S. dollars. Any U.S. dollar denominated amount payable in respect of the bonds will be converted into NT dollars using a fixed exchange rate and then converted back to a U.S. dollar amount using the applicable prevailing rate at the time of redemption.

  • 5) The conversion price shall be subject to adjustment when there is occurrence of, including (but not limited to), the following:

    • a) Declaration of dividend in Shares or free distribution or bonus issue of Shares.

    • b) Subdivision, consolidation and reclassification of Shares.

    • c) Rights issues to shareholders.

    • d) Employee share bonus.

    • e) Warrants issued to holders of Shares.

    • f) Issues of rights or warrants for equity-related securities to holders of Shares.

    • g) Capital distributions, other distributions to shareholders.

    • h) Issue of convertible or exchangeable securities other than to holders of Shares or on exercise of warrants.

    • i) Other issues of Shares.

    • j) Issue of equity related securities.

    • k) Capital reduction.

    • l) Tender or exchange offer.

    • m) Any other event or circumstance which would have an effect analogous to any of the events in a) to l) above. The conversion price was NT$37.11 as of December 31, 2020.

  • d. On January 22, 2019, CHP signed the syndicated loan agreement with 10 banks, including Bank of Taiwan. CHP may borrow up to $10,500,000 thousand under this loan agreement.

As of December 31, 2020, CHP’s credit lines used were as follows:

Amount
Loan Item Category (In Thousands) Interest Rate Contract Period
A Loan NT$ 4,600,000 1.797% 20 years
C Commercial paper NT$ 2,750,000 1.215% 90 days
D Contract bonding NT$ 275,000 0.450% 181 days
  • 55 -

The financial commitment that should be maintained by CHP under the payment terms are as follows:

  • 1) Debt ratio as of year-end (total debt divided by total equity);

  • a) Under 200% from 2019 to 2023. b) Under 150% from 2024 to 2039.

  • 2) Interest coverage ratio should be at least 150% from 2019 to 2039.

The above financial ratios are based on audited financial statements. Debt ratio and interest coverage ratio should be reviewed at least on annual basis.

  • e. As of December 31, 2020, CHP had used its credit lines as follows:
Amount Interest Rate/
Bank (In Thousands) Guarantee Fee Rate Contract Period
Mizuho NT$ 184,252 0.45% 2020.09.18-2021.09.18
Mizuho US$ 2,906 0.45% 2020.09.18-2021.09.18

24. DEFERRED REVENUE

Land use right

Others


Current

Non-current

**December 31 ** **December 31 **





2020
$ 722,667

125,226

$ 847,893

$ 75,912

771,981

$ 847,893
2019
$ 790,753

133,052
$ 923,805
$ 75,912

847,893
$ 923,805
  • a. The deferred revenue on land use rights in Lin-Ya, Kaohsiung granted to FEDSDL (Note 17) is amortized to income over 50 years on a straight-line basis.

  • b. The deferred revenue on land use rights of Taipei Metro granted to YDC (Note 17) is amortized to income over 30 years on a straight-line basis.

25. PROVISIONS

Preparatory costs provisions (Note 20)

Decommissioning of electric factory provisions
Accrued reward provisions
Compensation of traffic accident provisions
Other provisions (Note 37)

**December 31 ** **December 31 **


2020
$ 260,080

217,942
132,511
143,707
47,240

$ 801,480
2019
$ 263,015
217,942
130,172
134,324

20,640
$ 766,093
(Continued)
  • 56 -
Current

Non-current

**December 31 ** **December 31 **


2020
$ 52,000

749,480

$ 801,480
2019
$ 50,661

715,432
$ 766,093
(Concluded)

26. RETIREMENT BENEFIT PLANS

a. Defined contribution plans

The Corporation and the subsidiaries in the ROC adopted a pension plan under the Labor Pension Act (LPA), which is a state-managed defined contribution plan. Under the LPA, an entity makes monthly contributions to employees’ individual pension accounts at specific rate of monthly salaries and wages.

b. Defined benefit plans

The defined benefit plan adopted by the Corporation and domestic subsidiaries in accordance with the Labor Standards Law is operated by the government of the ROC. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the six months or last month before retirement. The Corporation and domestic subsidiaries contribute amounts equal to 2%-15% of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name. Before the end of each year, the Group assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Group is required to fund the difference in one appropriation that should be made before the end of March of the next year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor (the “Bureau”); the Group has no right to influence the investment policy and strategy.

The amounts included in the consolidated balance sheets in respect of the Group’s defined benefit plans were as follows:

Present value of defined benefit obligation

Fair value of plan assets

Deficit (surplus)

Net defined benefit liabilities (asset)
December 31 December 31



2020
$ 1,258,766

(3,604,068)

(2,345,302)

$ (2,345,302)
2019
$ 1,296,487
(3,668,667)
(2,372,180)
$ (2,372,180)
  • 57 -

Movements in net defined benefit liabilities (assets) were as follows:

Present Value
of the Defined Net Defined
Benefit Fair Value of Benefit
Obligation the Plan Assets Liability (Asset)
Balance at January 1, 2019 $ 1,322,473
$ (3,035,395)
$ (1,712,922)
Service cost
Current service cost 15,773 - 15,773
Net interest expense (income)
13,951

(32,999)

(19,048)
Recognized in profit or loss
29,724

(32,999)

(3,275)
Remeasurement
Return on plan assets (excluding amounts
included in net interest) - (674,330)
(674,330)
Actuarial loss - changes in demographic
assumptions 125 - 125
Actuarial loss - changes in financial
assumptions 17,531 - 17,531
Actuarial loss - experience adjustments
52,335

-

52,335
Recognized in other comprehensive income
69,991

(674,330)

(604,339)
Contributions from the employer - (18,447)
(18,447)
Benefits paid (125,701)
91,676
(34,025)
Liabilities extinguished on settlement
-

828

828
Balance at December 31, 2019 $ 1,296,487
$ (3,668,667)
$ (2,372,180)
Balance at January 1, 2020 $ 1,296,487
$ (3,668,667) $ (2,372,180)
Service cost
Current service cost 14,752 - 14,752
Past service cost and gain on settlements (552)
-
(552)
Net interest expense (income)
11,716

(35,805)

(24,089)
Recognized in profit or loss
25,916

(35,805)

(9,889)
Remeasurement
Return on plan assets (excluding amounts
included in net interest) - 32,727
32,727
Actuarial loss - changes in demographic
assumptions 328 - 328
Actuarial loss - changes in financial
assumptions 32,222 - 32,222
Actuarial loss - experience adjustments
11,238

-

11,238
Recognized in other comprehensive income
43,788

32,727

76,515
Contributions from the employer - (14,512)
(14,512)
Benefits paid
(107,425)

82,189

(25,236)
Balance at December 31, 2020 $ 1,258,766
$ (3,604,068)
$ (2,345,302)

Through the defined benefit plans under the Labor Standards Law, the Group is exposed to the following risks:

  • 1) Investment risk: The plan assets are invested in domestic and foreign equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.

  • 58 -

  • 2) Interest risk: A decrease in the corporate bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plan’s debt investments.

  • 3) Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.

The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The significant assumptions used for the purposes of the actuarial valuations were as follows:

Discount rate(s)
Expected rate(s) of salary increase
December 31
2020
2019
0.20%-0.90%
0.65%-1.15%
2.00%-2.50%
2.00%-2.50%

If possible reasonable change in each of the significant actuarial assumptions will occur and all other assumptions will remain constant, the present value of the defined benefit obligation would increase (decrease) as follows:

Discount rate(s)
0.25% increase

0.25% decrease

Expected rate(s) of salary increase
1% increase

1% decrease
December 31 December 31



2020
$ (26,002)

$ 26,849

$ 108,245

$ (110,528)
2019
$ (27,702)
$ 28,636
$ 126,052
$ (116,810)

The major categories of plan assets at the end of the reporting period are disclosed based on the information announced by the Bureau:

Equity instruments
Deposited in financial institutions
Others
**December 31 ** **December 31 **
2020
80.27
11.00

8.73
100.00
2019
82.07
9.86
8.07
100.00

The sensitivity analysis presented above may not be representative of the actual change in the present value of the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

The expected contributions to the plan for the next year
The average duration of the defined benefit obligation
December 31
2020
2019
$ 10,601
$ 10,954
4.0-10.2 years
6.6-11.5 years
  • 59 -

27. EQUITY

a. Share capital

Number of shares authorized (in thousands)

Shares authorized

Number of shares issued and fully paid (in thousands)

Shares issued
**December 31 ** **December 31 **



2020

4,000,000

$ 40,000,000


3,361,447

$ 33,614,472
2019

4,000,000
$ 40,000,000

3,361,447
$ 33,614,472

Fully paid ordinary shares, which have a par value of $10, carry one vote per share and carry a right to dividends.

The total of 350,000 thousand and 10,000 thousand shares of the Corporation’s authorized shares are reserved for the issuance of convertible bonds and employee share option, respectively.

  • b. Capital surplus
May be used to offset a deficit, distributed as cash dividends, or
transferred to share capital (1)
Donation

The difference between consideration received or paid and the
carrying amount of the subsidiaries’ net assets during actual
disposal or acquisition
Change of capital surplus of associates and joint ventures
accounted for using the equity method (2)


May be used to offset a deficit only
Change of capital surplus of associates and joint ventures
accounted for using the equity method (3)

May not be used for any purpose
Share warrants
Change of capital surplus of associates and joint ventures
accounted for using the equity method


**December 31 ** **December 31 **






2020
$ 41,790

55,325
992,530

1,089,645

128,456

185,411
89,072

274,483

$ 1,492,584
2019
$ 41,790
54,907

992,530

1,089,227

128,141
185,411

53,275

238,686
$ 1,456,054
  • 1) Such capital surplus may be used to offset a deficit; in addition, when the Corporation has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of the Corporation’s capital surplus and to once a year).

  • 2) Such capital surplus from the effect of changes in associate’s ownership interest in its subsidiary that resulted from actual acquisition and disposal of equity may be used to offset a deficit or distributed as cash dividends or share dividends under Article 241-1 of Company Act.

  • 60 -

  • 3) Such capital surplus from the effect of changes in associate’s ownership interest in its subsidiary that resulted from equity transactions other than actual acquisition and disposal may be used to offset a deficit under Article 239-1 of Company Act.

  • c. Retained earnings and dividends policy

Under the dividends policy as set forth in the Corporation’s Articles of Incorporation (the “Articles”), apart from paying all its income taxes in the case where there are net incomes at the end of the year, the Corporation shall make up for accumulated losses in past years. Providing that there is any remaining profit, 10% of the unappropriated earnings from the net profit after tax for the current period coupled with other items that recognized in retained earning directly for the current period shall be set aside as legal reserve. Subject to certain business conditions under which the Corporation may retain a portion of the remaining balance, the Corporation may distribute to the shareholders the remainder together with undistributed profits from previous years in proportion to the number of the shares held by each shareholder as shareholders’ dividend. However in the case of increase in the Corporation's share capital, the shareholders' dividend to be distributed to the shareholders of increased shares for the year shall be decided by the shareholders' meeting. For the policies on distribution of employees’ compensation and remuneration of directors, refer to employees’ compensation and remuneration of directors in Note 29(f).

The distribution of shareholders’ dividend shall take into consideration the changes in the outlook of the Corporation’s businesses, the lifespan of the various products or services that have an impact on future capital needs and taxation. Shareholders’ dividend shall be distributed with the aim of maintaining stable shareholders’ dividend distributions. Save for the purposes of improving the financial structure, reinvestments, production expansion or other capital expenditures in which capital is required, when distributing shareholders’ dividend, the dividend payout ratio each fiscal year shall be no less than 50% of the final surplus which is the sum of after-tax profit of the fiscal year to withhold previous loss, if any, legal reserve and special reserve as required by law; the cash dividend shall not be less than 10% of the total shareholders’ dividend distributed in the same year.

These appropriations shall be resolved by the shareholders in the following year and given effect to in the financial statements of that year.

The legal reserve may be used to offset deficits. If the Corporation has no deficit and the legal reserve has exceeded 25% of the Corporation’s paid-in capital, the excess may be transferred to capital or distributed in cash.

The Corporation is required to appropriate to or reverse from special reserve amounts that pertains to items referred to under Rule No. 1010012865, Rule No. 1010047490 and Rule No. 1030006415 issued by the FSC and the directive titled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs”.

The appropriation of earnings and dividends per share for 2019 and 2018 were approved in the shareholders’ meetings on June 23, 2020 and June 24, 2019, respectively, were as follows:


Legal reserve

Special reserve

Cash dividends

Cash dividends per share (NT$)
Appropriation of Earnings Appropriation of Earnings Appropriation of Earnings
For the Year Ended December 31



2019
$ 1,745,968

$ 804,347

$ 10,084,341

$ 3.0
2018
$ 1,111,709
$ 518,281
$ 9,412,052
$ 2.8
  • 61 -

The appropriation of earnings for 2020 had been proposed by the Corporation’s board of directors on March 25, 2021. The proposed appropriation of earnings and dividend per share were as follows:

Legal reserve

Special reserve

Cash dividends

Cash dividends per share (NT$)
For the Year
Ended
December 31,
2020
$ 1,310,348
$ 1,209,096
$ 11,933,138
$ 3.55

Assuming that the shares reciprocally held by associates were not treated as treasury shares and not deducted from weighted average number of shares outstanding, the basic EPS would be NT$4.38 for the year ended December 31, 2020.

The appropriations of earnings for 2020 are subject to the resolution of the shareholders’ meeting to be held on June 25, 2021.

  • d. Special reserve recognized at the date of transition

In the first-time adoption of IFRSs, the amounts of adjusted unrealized revaluation increments, cumulative translation adjustments and unappropriated earnings recognized from the investment properties of associates which used fair value as deemed cost were $10,715,430 thousand, $3,163,258 thousand and $52,494 thousand, respectively; the Corporation appropriated the amounts to special reserve.

In addition, on the initial application of the fair value model to investment properties, the Corporation appropriated to special reserve the amount of the net increase in fair value of investment properties and transferred it to retained earnings. Additional special reserve should be appropriated for subsequent net increases in fair value. The amount appropriated may be reversed to the extent that the cumulative net increases in fair value decrease or on the disposal of investment properties.

The Group and its associates used and disposed of some of the related assets; accordingly, special reserve reversed to unappropriated earnings amounted to $548,152 thousand as of December 31, 2020.

  • e. Other equity items

  • 1) Exchange differences on translating the financial statements of foreign operations


Balance at January 1

Exchange differences on translating the financial statements
of foreign operations
Share of exchange difference of associates and joint ventures
accounted for using the equity method

Balance at December 31
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2020
$ (5,913,201)
606,954
(802,708)

$ (6,108,955)
2019
$ (2,641,364)
(1,818,030)
(1,453,807)
$ (5,913,201)
  • 62 -

  • 2) Unrealized gain (loss) on financial assets at FVTOCI


Balance at January 1

Unrealized (loss) gain - equity instruments
Share from associates and joint ventures accounted for using
the equity method
Equity instruments
Debt instruments
Cumulative unrealized loss of equity instruments transferred
to retained earnings due to disposal

Balance at December 31

3) Cash flow hedges

Balance at January 1
Share from associates and joint ventures accounted for using
the equity method
Balance at December 31
4) Gains on property revaluation

Balance at January 1

Share from associates and joint ventures accounted for using
the equity method

Balance at December 31

f. Non-controlling interests

Balance at January 1

Attributable to non-controlling interests:
Share of profit for the year
Other comprehensive income (loss) during the year
Exchange difference on translating the financial statements
of foreign operations
Unrealized (loss) gain on financial assets at FVTOCI
Remeasurement on defined benefit plans
Related income tax
Share of other comprehensive (loss) income of associates
and joint ventures accounted for using the equity method
For the Year Ended December 31 For the Year Ended December 31
2020
2019
$ 7,908,323
$ 5,268,916
(976,509)
1,190,260
(542,950)
1,502,271
27,885
26,587

(2,590)

(79,711)
$ 6,414,159
$ 7,908,323
**For the Year Ended December 31 **
2020
$ 52,141

3,692
$ 55,833
For the Year Ended
2019
$ 60,934

(8,793)
$ 52,141
December 31
2020
$ 385,214


331,756

$ 716,970

For the Year Ended
2019
$ 307,728

77,486
$ 385,214
December 31
2020
2019
$ 23,381,680 $ 21,156,116
4,063,321
4,784,280
278,871
(817,599)
(1,749)
3,032
(1,137)
736
240
(118)

(10,650)
3,782
(Continued)
  • 63 -

Share of other changes in equity of associates and joint
ventures accounted for using the equity method

Acquisition of non-controlling interests in subsidiaries
(Note 32)
Changes in percentage of ownership interests in subsidiaries
Cash dividends from subsidiaries

Balance at December 31
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **


2020
$ -
(3,966,552)
20,704

(1,646,335)

$ 22,118,393
2019
$ (29)

-

-

(1,748,520)
$ 23,381,680
(Concluded)

28. OPERATING REVENUE

  • a. Revenue from contracts with customers

Operating revenue
Sales of goods

Electric power revenue
Transportation revenue
Rental revenue
Engineering revenue
Income from investments
Sale of investments
Cost of investments sold

Gain on sale of investments, net
Dividends

Total income from investments
Less: Sales returns and discounts

Total operating revenue, net
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31




2020
$ 69,172,659
5,254,644
1,755,931
1,089,922
267,213
2,004,673

(1,698,130)

306,543

452,457

759,000

(58,489)

$ 78,240,880
2019
$ 79,348,234

6,385,664

1,751,490

1,110,758

183,836

5,969,730

(5,651,384)

318,346

310,015

628,361

(60,706)
$ 89,347,637

b. Contract balances


Contract assets

Contract liabilities
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **

2020
$ 98,607

$ 1,117,842
2019
$ 68,412
$ 987,496

The changes in the balance of contract assets and contract liabilities primarily result from the timing difference between the Group’s performance and the respective customer’s payment

  • 64 -

29. NET PROFIT

Net profit was as follows:

a. Other income


Government grants

Dividends
Rental income
Others

**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **


2020
$ 417,006

334,024
15,961
232,565

$ 999,556
2019
$ 219,549
451,294
15,826

185,930
$ 872,599

b. Other gains and losses


Net (loss) gain on financial assets and liabilities designated as at
FVTPL

Gain on changes in fair value of investment properties (Note 17)
Net foreign exchange (losses) gains
Bank charges
Loss on disposal of property, plant and equipment
Loss on disposal of subsidiary
Preparatory costs (Note 22)
Gain on disposal of investments
Loss on disposal of investments accounted for using the equity
method
Miscellaneous expenses

**For ** **For ** **the Year Ended December 31 ** **the Year Ended December 31 **



$ 2020
(240,993)
237,856
(162,371)
(133,728)
(72,151)
(58,871)
(23,899)
-
-
(632,776)

(1,086,933)
2019
$ 1,129,040
197,647

(260,069)

(129,895)

(44,225)

-

(40,286)
46,846

(5,761)

(231,643)
$ 661,654
$

c. Finance costs


Interest on bank loans

Amortization of discount on bonds payable
Interest on lease liabilities
Other interest expense
Less: Amounts included in the cost of qualifying assets
(capitalized interest)

For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2020
$ 1,131,684

89,497
47,564
2,339
(107,439)

$ 1,163,645
2019
$ 1,745,355
88,240
38,518
5,842

(57,332)
$ 1,820,623
  • 65 -

Information about capitalized interest was as follows:

Capitalized interest Capitalization rate

For the Year Ended December 31
2020
2019
$ 107,439
$ 57,332
0.652%-1.797% 0.758%-1.797%

d. Depreciation and amortization


An analysis of depreciation by function
Operating costs

Operating expenses
Non-operating expenses


An analysis of amortization by function
Operating costs

Operating expenses

**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **





2020
$ 4,169,535

453,679
5,474

$ 4,628,688

$ 280,040

38,823

$ 318,863
2019
$ 4,614,621
207,601

5,196
$ 4,827,418
$ 1,281,762

10,963
$ 1,292,725

e. Employee benefits expense


Post-employment benefits (Note 26)
Defined contribution plans
Defined benefit plans
Short-term benefits
Salary
Remuneration of directors
Labor and health insurance
Other employees - related expenses
Termination benefits
Total employee benefits expense

Post-employment benefits (Note 26)
Defined contribution plans
Defined benefit plans
Short-term benefits
Salary
Remuneration of directors
Labor and health insurance
Other employees - related expenses
Termination benefits
Other employee benefits
Total employee benefits expense
For the Year Ended December 31, 2020 For the Year Ended December 31, 2020
Operating Costs
Operating
Expenses
Non-operating
Expenses



$ 54,381
$ 26,684
$ -

(4,662)
(5,227)
-
3,043,658
1,031,890
8,025

-
188,946
-
155,213
46,073
-

132,893
102,366
-

-

-

2,268

$ 3,381,483
$ 1,390,732
$ 10,293

For the Year Ended December 31, 2019
Total
$ 81,065
(9,889)
4,083,573
188,946
201,286
235,259

2,268
$ 4,782,508
Operating Costs


$ 153,661

(457)
3,115,692

-
173,266

95,147
174

-

$ 3,537,483
Operating
Expenses
Non-operating
Expenses

$ 36,735
$ -

(2,818)
-
1,062,143
9,492

246,812
-
48,568
(1)
84,028
6
-
1,235

180,062

-

$ 1,655,530
$ 10,732
Total
$ 190,396
(3,275)
4,187,327
246,812
221,833
179,181
1,409

180,062
$ 5,203,745
  • 66 -

  • f. Employees’ compensation and remuneration of directors

According to the Corporation’s Articles, the Corporation accrued employees’ compensation and remuneration of directors at the rates between 0.1% and 4% and no higher than 2.5%, respectively, of net profit before income tax, employees’ compensation, and remuneration of directors. The employees’ compensation and remuneration of directors for the years ended December 31, 2020 and 2019, which have been approved by the Corporation’s board of directors on March 25, 2021 and March 25, 2020, respectively, were as follows:

Employees’ compensation

Remuneration of directors
For the Year Ended December 31 For the Year Ended December 31
2020
Cash
Shares
$ 189,834
$ -

166,104
-
2019
Cash
Shares
$ 261,064
$ -
230,296
-

If there is a change in the amounts after the annual consolidated financial statements are authorized for issue, the differences are recorded as a change in the accounting estimate.

There is no difference between the actual amounts of employees’ compensation and remuneration of directors paid and the amounts recognized in the consolidated financial statements for the years ended December 31, 2019 and 2018.

Information on the employees’ compensation and remuneration of directors resolved by the Corporation’s board of directors at the Market Observation Post System website of the Taiwan Stock Exchange.

30. INCOME TAXES RELATING TO CONTINUING OPERATIONS

  • a. Major components of tax expense recognized in profit or loss

Current tax
In respect of the current year

Income tax on unappropriated earnings
Withholding tax on dividend
Adjustments for prior years


Deferred tax
In respect of the current year

Income tax expense recognized in profit or loss
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31




2020
$ 4,655,164

268,298
539,746
(17,583)

5,445,625

(75,549)

$ 5,370,076
2019
$ 5,286,839
4,049
357,160

33,997

5,682,045

467,184
$ 6,149,229
  • 67 -

A reconciliation of accounting profit and income tax expenses is as follows:


Profit before tax from continuing operations

Income tax expense calculated at the statutory rate

Nondeductible expenses in determining taxable income
Tax-exempt income
Unrecognized deductible temporary differences
Tax on changes in fair value of investment properties
Unrecognized loss carryforwards
Investment credits
Additional income tax under the Alternative Minimum Tax Act
Effect of different tax rate of the Group operating in other
jurisdictions
Income tax on unappropriated earnings
Withholding tax on dividend
Adjustments for prior years’ tax
Tax credit - income from sources in Mainland China

Income tax expense recognized in profit or loss
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31



2020
$ 24,143,883

$ 4,828,777
241,219
(817,463)
100,545
19,150
21,834
(34,825)
3,075
335,165
268,298
539,746
(17,583)

(117,862)

$ 5,370,076
2019
$ 28,393,182
$ 5,678,636

394,782

(984,792)

1,495,799

(4,024)

44,197

-

-

(659,256)

4,049

357,160

33,997

(211,319)
$ 6,149,229

In July 2019, the president of the ROC announced the amendments to the Statute for Industrial Innovation, which stipulate that the amounts of unappropriated earnings in 2018 and thereafter that are reinvested in the construction or purchase of certain assets or technologies are allowed as deduction when computing the income tax on unappropriated earnings. When calculating the tax on unappropriated earnings, the Group only deducts the amount of the unappropriated earnings that has been reinvested in capital expenditure.

  • b. Income tax recognized in other comprehensive income

Deferred tax
In respect of the current year
Remeasurement on defined benefit plans
**For the Year Ended ** **For the Year Ended ** **December 31 **
2020
$ 12,386
2019
$ (117,626)

c. Current tax assets and liabilities

Current tax assets
Tax refund receivable

Current tax liabilities
Income tax payable
December 31 December 31

2020
$ 9,434

$ 2,954,930
2019
$ 6,785
$ 2,957,672
  • 68 -

d. Deferred tax assets and liabilities

The movements of deferred tax assets and deferred tax liabilities were as follows:

For the year ended December 31, 2020

Opening
Balance
Recognized in
Profit or Loss
Recognized in
Other
Comprehensive
Income
Deferred tax assets
Temporary differences
Allowance for impairment
loss
$ 251,095
$ 110,778
$ -

Defined benefit obligation
25,516
-
765
Other financial assets and
liabilities
12,747
73,564
-
Investment properties
5,464
17,180
-
Property, plant and
equipment
4,205
(1,935)
-
Others

100,120

17,662

-

399,147
217,249
765
Tax losses

75,782

(9,193)

-

$ 474,929
$ 208,056
$ 765

Deferred tax liabilities
Temporary differences
Land value increment tax $ 3,449,871
$ -
$ -

Investment properties
3,087,133
36,330
-
Unappropriated earnings
of subsidiaries and
associates
2,294,123
61,024
-
Finance leases
599,026
(28,679)
-
Defined benefit obligation
465,933
7,508
(11,621)
Associates
55,652
(3,012)
-
Property, plant and
equipment
39,684
6,584
-
Provisions
-
51,677
-
Allowance for impairment
loss

-

1,075

-

$ 9,991,422
$ 132,507
$ (11,621)

For the year ended December 31, 2019
Opening
Balance
Recognized in
Profit or Loss
Recognized in
Other
Comprehensive
Income
Deferred tax assets
Temporary differences
Allowance for impairment
loss
$ 203,417
$ 58,283
$ -

Defined benefit obligation
25,341
-
182
Other financial assets and
liabilities
8,943
3,804
-
Exchange
Differences
Closing Balance
$ 5,747 $ 367,620
-
26,281
-
86,311
369
23,013
106
2,376

1,734

119,516
7,956
627,117

(1,001)

65,588
$ 6,955
$ 690,705
$ -
$ 3,449,871
-
3,123,463
2,090
2,357,237
-
570,347

-
461,820
816
53,456
-
46,268
103
51,780

-

1,075
$ 3,009
$ 10,115,317
Exchange
Differences
Closing Balance
$ (10,605) $ 251,095
(7)
25,516
-
12,747
(Continued)
  • 69 -
Investment properties

Property, plant and
equipment
Others

Tax losses


Deferred tax liabilities
Temporary differences
Land value increment tax
Investment properties
Unappropriated earnings
of subsidiaries and
associates
Finance leases
Defined benefit obligation
Associates
Property, plant and
equipment
Unrealized foreign
exchange gain
Allowance for impairment
loss
Others

Opening
Balance
Recognized in
Profit or Loss
Recognized in
Other
Comprehensive
Income
$ 4,173
$ 1,534
$ -

3,940
235
-

127,364

(23,081)

-

373,178
40,775
182

63,060

12,853

-

$ 436,238
$ 53,628
$ 182

$ 3,449,871
$ -
$ -

3,089,623
(2,490)
-
1,763,029
541,424
-
616,363
(17,337)
-

338,363
9,762
117,808
61,168
(3,219)
-
32,877
6,807
-
11,372
(11,372)
-
296
(296)
-

2,467

(2,467)

-

$ 9,365,429
$ 520,812
$ 117,808
Exchange
Differences
Closing Balance
$ (243) $ 5,464
30
4,205

(4,163)

100,120
(14,988)
399,147

(131)

75,782
$ (15,119)
$ 474,929
$ -
$ 3,449,871
-
3,087,133
(10,330)
2,294,123
-
599,026
-
465,933
(2,297)
55,652
-
39,684
-
-
-
-

-

-
$ (12,627)
$ 9,991,422

(Concluded)

e. Unused loss carryforwards for which no deferred tax assets have been recognized in the consolidated balance sheets

Loss carryforwards
Expire in 2020

Expire in 2021
Expire in 2022
Expire in 2023
Expire in 2024
Expire in 2025
Expire in 2029
Expire in 2030
No expiration

December 31 December 31


2020
$ 65,534

222,721
297,567
82,353
75,332
319,198
13,189
49,433
5,250

$ 1,130,577
2019
$ 65
222,751
247,214
27,810
58,219
299,401
4,312
-

7,522
$ 867,294
  • 70 -

  • f. Information about unused loss carryforwards

Loss carryforwards as of December 31, 2020 comprised the following:

Unused Amount Unused Amount Expiry Year
$ 65,534 2020
222,721 2021
297,567 2022
82,353 2023
75,332 2024
319,198 2025
197,816 2029
49,433 2030
173,852 No expiration
$ 1,483,806
  • g. The aggregate amount of temporary differences associated with investments for which deferred tax liabilities have not been recognized

As of December 31, 2020 and 2019, the taxable temporary differences associated with investments in subsidiaries for which no deferred tax liabilities have been recognized were $6,841,286 thousand and $5,750,255 thousand, respectively.

  • h. The latest years of income tax returns which had been examined and cleared by the tax authorities were as follows:
Company
The Corporation
DCI
YTRMC
YSRMC
FMT
AEE
AIC
FDT
YLPPC
FSMS
NHC
CHP
YLSS
YLT
**Year **
2018
2018
2018
2018
2018
2018
2018
2018
2018
2018
2018
2018
2018
2018

31. EARNINGS PER SHARE

Unit: NT$ Per Share


Basic earnings per share
Diluted earnings per share
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **

2020
$ 4.70

$ 4.41
2019
$ 5.56
$ 5.25
  • 71 -

The earnings and weighted average number of ordinary shares outstanding used for the earnings per share computation were as follows:

Net Profit for the Year


Profit for the period attributable to owners of the Corporation

Effect of potentially dilutive ordinary shares:
Convertible bonds

Earnings used in the computation of diluted earnings per share
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2020
$ 14,710,486

(88,804)

$ 14,621,682
2019
$ 17,459,673

(55,373)
$ 17,404,300

Weighted average number of ordinary shares outstanding (in thousand shares):


Weighted average number of ordinary shares in computation of basic
earnings per share

Effect of potentially dilutive ordinary shares:
Employees’ compensation
Convertible bonds

Weighted average number of ordinary shares used in the
computation of diluted earnings per share
For the Year Ended For the Year Ended December 31


2020
3,129,384

5,931
178,408

3,313,723
2019
3,138,664
6,888

166,769
3,312,321

The weighted average number of ordinary shares used in the computation of basic earnings per share is the weighted average outstanding shares after subtracting the shares of the Corporation held by the associates treated as treasury shares.

When an entity pays employee compensation that may be settled in shares or cash at the entity’s option, the entity shall presume that the employee compensation will be settled in shares, and the resulting potential shares shall be included in diluted earnings per share if the effect is dilutive. The number of shares is estimated by dividing the entire amount of the compensation by the closing price of the shares at the balance sheet date. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.

32. EQUITY TRANSACTIONS WITH NON-CONTROLLING INTERESTS

From April to December 2020, the Group acquired non-controlling interests in subsidiaries and, thus, increased its continuing interest in these subsidiaries; refer to Note 13.

In September 2020, the Group acquired 227,284 thousand ordinary shares of subsidiary CHP in the amount of $5,369,000 thousand from J-POWER INVESTMENT NETHERLANDS B.V. under a share purchase agreement. The transaction has been completed in November 2020 and, thus, increased the Group’s interest in CHP to 99.70%.

The above transactions were accounted for as equity transactions, since it did not have effect on the Group’s control over these subsidiaries.

  • 72 -
Consideration paid

The proportionate share of the
carrying amount of the net
assets of the subsidiary
transferred from
non-controlling interests

Differences recognized from
equity transactions

Line items adjusted for equity
transactions
Capital surplus - difference
between consideration paid
and the carrying amount of
the subsidiaries’ net assets
during actual acquisition

Retained earnings


Consideration paid

The proportionate share of the
carrying amount of the net
assets of the subsidiary
transferred from
non-controlling interests

Differences recognized from
equity transactions

Line items adjusted for equity
transactions
Capital surplus - difference
between consideration paid
and the carrying amount of
the subsidiaries’ net assets
during actual acquisition

Retained earnings

CHP
YLT
$ (5,382,073 ) $ (2,902 )

3,957,254

2,854

$ (1,424,819)
$ (48)

$ -
$ -
(1,424,819)

(48)

$ (1,424,819)
$ (48)

NHC
YTRMC
$ (113 ) $ (8 )

116

-

$ 3
$ (8)

$ 3
$ -

-

(8)

$ 3
$ (8)
AEE
$ (2,759 )

2,714

$ (45)

$ -

(45)

$ (45)

YSRMC
$ (26 )

31

$ 5

$ 5

-

$ 5
DCI
FMT
$ (777 ) $ (1,757 )

1,141

1,762

$ 364
$ 5

$ 364 $ 5

-

-

$ 364
$ 5

FDT
JYLTC
$ (521 ) $ (17 )

556

17

$ 35
$ -

$ 35 $ -

-

-

$ 35
$ -
YLPPC
$ (101 )

107
$ 6
$ 6

-
$ 6
Total
$ (5,391,054 )

3,966,552
$ (1,424,502)
$ 418
(1,424,920)
$ (1,424,502)

33. CAPITAL MANAGEMENT

The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximizing the return to shareholders through the optimization of the debt and equity balance.

The capital structure of the Group consists of net debt (borrowings offset by cash and cash equivalents) and equity of the Group (comprising issued capital, reserves, retained earnings and other equity).

The Group is not subject to any externally imposed capital requirements.

Key management personnel of the Group review the capital structure on an annual basis. As part of this review, the key management personnel consider the cost of capital and the risks associated with each class of capital. Based on recommendations of the key management personnel, in order to balance the overall capital structure, the Group may adjust the amount of dividends paid to shareholders and the amount of new debt issued or existing debt redeemed.

  • 73 -

34. FINANCIAL INSTRUMENTS

  • a. Fair value of financial instruments not measured at fair value

December 31, 2020

Carrying
Amount

Financial liabilities


Financial liabilities measured at
amortized cost
Bonds payable (include
current portion)
$ 48,170,305
December 31, 2019
FairValue
Level 1
Level 2
Level 3
Total












$ 49,777,749 $ - $ - $ 49,777,749
Carrying
Amount

Financial liabilities


Financial liabilities measured at
amortized cost
Bonds payable (include
current portion)
$ 22,280,807
Fair Value
Level 1
Level 2
Level 3
Total












$ 24,156,832 $ - $ - $ 24,156,832

b. Fair values of financial instruments measured at fair value on a recurring basis

  • 1) Fair value hierarchy

December 31, 2020

Financial assets at FVTPL
Listed shares

Beneficiary certificates
Convertible options


Financial assets at FVTOCI
Domestic listed shares

Domestic unlisted shares
Overseas listed shares
Overseas unlisted shares


Financial liabilities
at FVTPL
Cross-currency swap
contracts
Level 1
$ 5,458,496
1,088,908

-

$ 6,547,404

$ 13,146,399
-
150,110

-

$ 13,296,509

$ -
Level 2
$ -

8,222,662

-

$ 8,222,662

$ -

-

-

-

$ -

$ -
Level 3
$ -

-

94,743

$ 94,743

$ -

1,691,106

-

393,107

$ 2,084,213

$ 425,693
Total
$ 5,458,496

9,311,570

94,743
$ 14,864,809
$ 13,146,399

1,691,106

150,110

393,107
$ 15,380,722
$ 425,693
  • 74 -

December 31, 2019

Financial assets at FVTPL
Listed shares

Beneficiary certificates


Financial assets at FVTOCI
Domestic listed shares

Domestic unlisted shares
Overseas listed shares
Overseas unlisted shares


Financial liabilities
at FVTPL
Convertible options

Cross-currency swap
contracts

Level 1
$ 3,474,606

752,751

$ 4,227,357

$ 13,238,421
-
212,497

-

$ 13,450,918

$ -

-

$ -
Level 2
$ -
500,866

$ 500,866

$ -

-

-
-

$ -

$ -
-

$ -
Level 3
$ -

-

$ -

$ -

1,614,601

-

604,985

$ 2,219,586

$ 81,724

30,346

$ 112,070
Total
$ 3,474,606

1,253,617
$ 4,728,223
$ 13,238,421

1,614,601

212,497

604,985
$ 15,670,504
$ 81,724

30,346
$ 112,070

There were no transfers between Levels 1 and 2 for the years ended December 31, 2020 and 2019.

2) Reconciliation of Level 3 fair value measurements of financial instruments

Balance at January 1, 2020
Recognized in profit or loss
Net gain (loss) on
financial liabilities at
FVTPL
Recognized in other
comprehensive income
Unrealized loss on
financial assets at
FVTOCI

Balance at December 31,
2020
Financial Assets at FVTPL
Derivatives
Financial
Assets
Financial
Liabilities
$ - $ (112,070)
94,743
(313,623)

-

-

$ 94,743
$ (425,693)
Financial
Assets
at FVTOCI
Equity
Instruments
$ 2,219,586

-

(135,373)

$ 2,084,213
Total
$ 2,107,516

(218,880)

(135,373)
$ 1,753,263




Financial
Assets
$ -
94,743

-

$ 94,743



  • 75 -
Balance at January 1, 2019

Recognized in profit or loss
Net gain on financial liabilities at FVTPL
Recognized in other comprehensive income
Unrealized loss on financial assets at FVTOCI
Exchange differences on translation of foreign financial
statements
Purchases
Settlements
Transfers into Level 3

Balance at December 31, 2019
Financial
Liabilities at
Financial Assets
at FVTOCI
FVTPL
Equity
Derivatives
Instruments
$ (268,218) $ 1,659,317
156,148
-
-
(173,946)
-
1
-
118,055
-
(113)
-

616,272
$ (112,070)
$ 2,219,586
  • 3) Valuation techniques and inputs applied for Level 2 fair value measurement

Financial Instruments Valuation Techniques and Inputs Mutual funds The Group uses net asset value as the basis to determine the fair value as the Group has determined that the net asset value of the mutual fund represents fair value at the end of the reporting period.

  • 4) Valuation techniques and inputs applied for Level 3 fair value measurement

  • a) The fair values of convertible bond options are determined using the information available from the counterparty for valuation based on the option pricing model. The option pricing model incorporates the present value techniques and reflects both the time value and the intrinsic value of options.

  • b) The fair value of cross currency swap contracts is determined using the information available from the counterparty for valuation. The counterparty measures the fair value of a cross currency swap contracts using the discounted cash flows model. Future cash flows are estimated based on observable forward exchange rates at balance sheet dates and contract forward rates and discounted at rates that reflect the credit risk of various counterparties.

  • c) The fair values of unlisted shares are determined by using the asset approach or the market approach. In the asset approach, the fair values are estimated by using the net asset value measured at fair value based on the unlisted investees’ latest financial statements, while taking into account the liquidity discount and non-controlling interest discount. In the market approach, the fair values are estimated based on the market transaction prices of comparable companies with similar industrial and business characteristics and liquidity discount are considered.

  • 76 -

  • c. Categories of financial instruments

Financial assets
Financial assets at FVTPL

Financial assets at amortized cost (1)
Financial assets at FVTOCI
Financial liabilities
Financial liabilities at FVTPL
Financial liabilities at amortized cost (2)
December 31
2020
2019
$ 14,864,809 $ 4,728,223
59,669,575
70,392,634
15,380,722
15,670,504
425,693
112,070
108,685,604 109,832,847
  • 1) The balances include financial assets at amortized cost, which comprise cash and cash equivalents, debt investments, notes receivable, trade receivables and other receivables.

  • 2) The balances include financial liabilities measured at amortized cost, which comprise short-term and long-term loans, short-term and long-term bills payable, trade and other payables, and bonds issued.

  • d. Financial risk management objectives and policies

The Group’s major financial instruments include equity and debt investments, trade receivables, trade payables, bonds payable, borrowings and lease liabilities. The Group’s Corporate Treasury function provides services to the business, coordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Group through internal risk reports which analyze exposures by degree and magnitude of risks. These risks include market risk (including foreign currency risk, interest rate risk and other price risk), credit risk and liquidity risk.

The Group mitigates the effects of these risks by using derivative financial instruments to hedge risk exposures. The use of financial derivatives is governed by the Group’s policies approved by the Corporation’s board of directors, which provides written principles on foreign currency risk, interest rate risk, credit risk, the use of financial derivatives and non-derivative financial instruments, and the investment of excess liquidity. Compliance with policies and exposure limits is reviewed by the internal auditors on a continuous basis.

1) Market risk

The Group’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. The Group enters into cross-currency swap contracts to mitigate its exposure to foreign currency risk and interest risk.

a) Foreign currency risk

Several subsidiaries of the Corporation have foreign currency sales and purchases and foreign currency financing activities, which expose the Group to foreign currency risk.

The carrying amounts of the Group’s foreign currency denominated monetary assets and monetary liabilities (including those eliminated on consolidation) and derivatives exposed to foreign currency risk at the end of the reporting period are set out in Note 39.

  • 77 -

Sensitivity analysis

The Group was mainly exposed to the RMB and USD.

The following table details the Group’s sensitivity to a 5% increase and decrease in the functional currency against the relevant foreign currencies. The sensitivity rate of 5% is used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis included only outstanding foreign currency denominated monetary items less notional amounts of cross-currency swap. The analysis assumed a 5% change in foreign currency rates at the end of the reporting period. A positive number below indicates an increase in pre-tax profit assuming the New Taiwan dollars weakened by 5% against the relevant currency. For a 5% strengthening of New Taiwan dollars against the relevant currency, there would be an equal and opposite impact on pre-tax profit and the balances shown below would be negative.

Increase (decrease) in
pre-tax profit
RMB Impact
For the Year Ended
December 31
2020
2019
$ 87,704
$ 46,002
USD Impact
For the Year Ended
December 31
2020
2019
$ 518,878
$ 709,830
  • b) Interest rate risk

The Group is exposed to interest rate risk because entities in the Group borrows funds at both fixed and floating interest rates. The risk is managed by the Group by maintaining an appropriate mix of fixed and floating rate borrowings and using cross currency swap contracts.

The carrying amounts of the Group’s financial assets and financial liabilities with exposure to changes in interest rates at the end of the reporting period were as follows:

Fair value interest rate risk
Financial assets

Financial liabilities
Cash flow interest rate risk
Financial assets
Financial liabilities
December 31
2020
2019
$ 8,467,370 $ 27,512,074
78,458,021
71,427,610
23,251,722
19,745,430
21,905,450
26,024,771

Sensitivity analysis

The sensitivity analysis below is based on the Group’s exposure to changes in interest rates of non-derivative instruments at the end of the reporting period.

If interest rates had been 0.01% higher/lower and all other variables were held constant, the Group’s pre-tax profit for the years ended December 31, 2020 and 2019 would have decreased/increased by $247 thousand and $2,238 thousand, respectively, mainly due to the Group’s exposure to changes in interest rates of its variable-rate bank borrowings and bank deposits.

  • 78 -

c) Other price risk

The Group is exposed to price risk through its investments in listed equity securities, corporate bonds and beneficiary certificates of funds.

Sensitivity analysis

The sensitivity analysis below is based on the exposure to investment position price risks at the end of the reporting period.

If investment position prices had been 1% higher/lower, pre-tax profit for the years ended December 31, 2020 and 2019 would have increased/decreased by $147,701 thousand and $47,282 thousand, respectively, as a result of the changes in fair value of financial assets at fair value through profit or loss, and the pre-tax other comprehensive income for the years ended December 31, 2020 and 2019 would have increased/decreased by $132,965 thousand and $134,509 thousand, respectively, as a result of the changes in fair value of financial assets at fair value through other comprehensive income.

2) Credit risk

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Group. As at the end of the reporting period, the Group’s maximum exposure to credit risk which would cause a financial loss to the Group due to the failure of counterparties to discharge an obligation and financial guarantees provided by the Group is equal to the carrying amount of the financial assets as stated in the balance sheets. The Group adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults. The Group only transacts with entities that are rated the equivalent of investment grade and above. The Group uses publicly available financial information and its own trading records to rate its major customers. The Group’s exposure and the credit ratings of its counterparties are continuously monitored.

The counterparties in trade receivables consist of a large number of clients in different industries and regions. The Group evaluates clients’ financial condition continuously.

Credit risk represents the potential negative impact on the financial assets of the Group if counterparties or third parties breach the contracts. The Group evaluates credit risk exposure on contracts with positive carrying value. The Group evaluated the credit risk exposure as immaterial because all counterparties are reputable financial institutions and companies with good credit ratings.

3) Liquidity risk

The Group manages liquidity risk by monitoring and maintaining a level of cash and cash equivalents deemed adequate to finance the Group’s operations and mitigate the effects of fluctuations in cash flows. In addition, management monitors the utilization of bank borrowings and ensures compliance with loan covenants.

  • 79 -

  • a) Liquidity and interest rate tables for non-derivative financial liabilities

The following tables detail the Group’s remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The tables had been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Group can be required to pay. The tables included both interest and principal cash flows.

December 31, 2020

On Demand or
Less than
1 Month
Non-derivative financial liabilities
Non-interest bearing
$ 3,808,419
Lease liabilities
21,282
Variable interest rate liabilities
6,110,000
Fixed interest rate liabilities

11,347,931

$ 21,287,632

Additional information about the maturity
Less than 1
Year
1-5 Years
Lease liabilities
$ 255,386
$ 601,765
December 31, 2019
On Demand or
Less than
1 Month
Non-derivative financial liabilities
Non-interest bearing
$ 4,071,572
Lease liabilities
19,520
Variable interest rate liabilities
4,170,000
Fixed interest rate liabilities

5,110,435

$ 13,371,527
1-3 Months
3 Months to
1 Year
$ 3,176,763 $ 2,313,266

42,564
191,540

4,400,000
2,582,865

11,787,808

13,009,109

$ 19,407,135
$ 18,096,780

analysis for lease liabilities:
5-10 Years
10-15 Years
$ 284,211
$ 199,642

1-3 Months
3 Months to
1 Year
$ 6,763,068 $ 2,249,956

39,041
175,682

3,402,589
1,701,775

38,322,937

3,187,476

$ 48,527,635
$ 7,314,889
$

1-5 Years

319,796
601,765
5,147,909
30,732,248

36,801,718

15-20 Years
$ 153,264

1-5 Years

662,325
659,828
14,372,866
23,351,390

39,046,409
5+ Years
$ 84,814

960,792

3,664,676

10,200,000
$
$ 14,910,282


$

20+ Years
$ 323,675
5+ Years
$ 88,917

1,091,089

2,377,541

-
$ $ 3,557,547

Additional information about the maturity analysis for lease liabilities:

Lease liabilities
Less than 1
Year
$ 234,243
1-5 Years
$ 659,828
5-10 Years
$ 372,944
10-15 Years
$ 207,887
15-20 Years
$ 162,230
20+ Years
$ 348,028

The amounts above of variable interest rate non-derivative financial assets and liabilities are subject to change if actual variable interest rates differ from those estimates of interest rates at the end of the reporting period.

  • 80 -

  • b) Liquidity and interest rate tables for derivative financial liabilities

The following table details the Group’s liquidity analysis of its derivative financial instruments. The table is based on the undiscounted contractual net cash inflows and outflows on derivative instruments that settle on a net basis. When the amount payable or receivable is not fixed, the amount disclosed is determined by reference to the projected interest rates as illustrated by the yield curves at the end of the reporting period.

December 31, 2020

On
Demand or
Less than
1 Month
1-3 Months
3 Months to
1 Year

Net settled
Cross-currency swap
contracts
$ -
$ (42,155)
$ (86,183)

December 31, 2019
On
Demand or
Less than
1 Month
1-3 Months
3 Months to
1 Year

Net settled
Cross-currency swap
contracts
$ -
$ (44,872)
$ (135,109)
1-5 Years
$ -

1-5 Years
$ (135,109)
5+ Years
$ -
5+ Years
$ -
  • e. Transfers of financial assets. None.

  • f. Offsetting financial assets and financial liabilities. None.

  • g. Reclassifications. None.

35. TRANSACTIONS WITH RELATED PARTIES

Balances and transactions between the Corporation and its subsidiaries, which are related parties of the Corporation, have been eliminated on consolidation and are not disclosed in this note. Besides information disclosed elsewhere in the other notes, details of transactions between the Group and other related parties are disclosed below.

Transactions with related parties are conducted under normal terms.

Balances and transactions between the Group and single related party are disclosed separately except when the amount is less than 10% of the total balances or transactions; otherwise, the amounts are lumped together as others.

  • 81 -

  • a. Related party name and category

Related Party Name
FENC
U-Ming
SHSTC
EISF
PGIC
YDC
OSC
HZYCCL
FEDSDL
YDES
Opas Fund Segregated Portfolio Company
Alliance
HXMC
WAMTC
Malaysia Garment Manufacturers Private Limited
U-Ming Transport (Singapore) Private Limited
CHC Resources Corporation
Far Eastern Department Store Ltd.
Chu Chiang Enterprise Corp. Ltd.
Chu Feng
Air Liquide Far Eastern Co.
Oriental Petrochemical (Taiwan) Corporation
Far Eastern Memorial Hospital
Ya Tung Department Store Ltd.
Yuan Ze University
Oriental Resources Development Co., Ltd.
Far Eastern Leasing Corporation
Ho Hwei Enterprise Corp. Ltd.
Far Eastern Apparel Co., Ltd.
Oriental Union Chemical Corp.
NanKung Enterprise Ltd.
New Century InfoComm Tech Co., Ltd.
Ding & Ding Management Consultants Co., Ltd.
Far Eastern Fibertech Co., Ltd.
Far Eastern International Bank (FEIB)
FENCC
Far Eastern Polytex (Vietnam) Ltd.
FERD
Far Eastern General Construction Inc.
Far EasTone Telecommunications Co., Ltd.
Far Eastern Property Insurance Agency Co., Ltd.
Far Eastern International Leasing Corporation
Lien Fang Enterprise Corp. Ltd.
Chubei New Century Shopping Mall Co., Ltd.
Far Eastern Memorial Foundation
Far Eastern Medical Foundation
YDT Technology International Corporation
Oriental Institute of Technology
Oriental Green Materials Limited
Far Eastern Ai Mai Co., Ltd.
Related Party Category
Associate
Associate
Associate
Associate
Associate
Associate
Associate
Associate
Associate
Associate
Associate
Joint venture
Joint venture
Joint venture
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other

(Continued)

  • 82 -
Related Party Name
Ding Ding Hotel Co., Ltd.
Douglas Tong Hsu
Peter Hsu
Raymond Hsu
Alice Hsu
Nancy Hsu
Kun Yen Lee
Y.F. Chang
Z.P. Chang
Chen Kun Chang
Tsai Hsiung Chang
Fang Lu Hsing
Lin Seng Chang
Cheng Chen Fong
Johnny Shih
Richard Yang
Frederica Yang
Related Party Category
Other
Related party in substance
Related party in substance
Related party in substance
Related party in substance
Related party in substance
Related party in substance
Related party in substance
Related party in substance
Related party in substance
Related party in substance
Related party in substance
Related party in substance
Related party in substance
Related party in substance
Related party in substance
Related party in substance
(Concluded)

Note: Other related party relationships mainly include associates’ subsidiaries, legal person in which the chairman is the same as the Corporation’s chairman and the director is also the Corporation’s chairman.

b. Operating Transactions


Operating revenue
Associates

Others
Joint ventures


Operating cost
Associates

Others
Joint ventures

**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **





2020
$ 660,959

1,777,182
444,836

$ 2,882,977

$ 606,513

856,620
562,226

$ 2,025,359
2019
$ 702,196
1,723,085

649,054
$ 3,074,335
$ 612,418
851,858

784,217
$ 2,248,493

Receivables from related parties (including notes receivable, trade receivables, other receivables and contract assets):

Associates

Others
Joint ventures

December 31 December 31


2020
$ 87,954

484,322
144,687

$ 716,963
2019
$ 127,197
569,063

182,808
$ 879,068
  • 83 -

Accounts payable and accrued expenses to related parties:

Associates

Others
Joint ventures

December 31 December 31


2020
$ 98,416

89,977
58,778

$ 247,171
2019
$ 114,231
95,151

47,421
$ 256,803

The outstanding trade payables and receivables from related parties are unsecured. For the years ended December 31, 2020 and 2019, no impairment losses were recognized for trade receivables from related parties.

Prepayments:

Associates

Others
Joint ventures

**December 31 ** **December 31 **


2020
$ 15,000

1,854
-

$ 16,854
2019
$ 15,000
834

83,592
$ 99,426
  • c. Transactions with FEIB
Bank deposits (Note)

Bank loans

Cross-currency swap contracts
December 31 December 31


2020
$ 3,622,676

$ 830,000

$ (26,854)
2019
$ 5,137,217
$ 1,400,000
$ (1,415)

As of December 31, 2020 and 2019, the notional principal of the above outstanding cross-currency swap contracts were both US$15,000 thousands.

Note: The balances included amounts recognized as financial assets measured at amortized cost, and other non-current assets (refundable deposits).

  • d. Compensation of key management personnel

The amounts of the compensation of directors and other key management personnel for the years ended December 31, 2020 and 2019 were as follows:


Short-term employee benefits

Post-employment benefits

**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **


2020
$ 246,593

864

$ 247,457
2019
$ 307,050

864
$ 307,914
  • 84 -

The remuneration of directors and key executives is determined by the remuneration committee based on the performance of individuals and market trends.

  • e. Other transactions with related parties

  • 1) Operating expense - rental


Associates

Others

For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2020
$ 48,547

9,068

$ 57,615
2019
$ 48,480

11,707
$ 60,187
  • 2) Lease agreement


Others


Associates

Others

Right-of-use Assets Right-of-use Assets Right-of-use Assets
For the Year Ended December 31

2020
2019
$ 58,115
$ 154,800
Lease Liabilities
For the Year Ended December 31


2020

$ -

205,261


$ 205,261
2019
$ 2,225

190,447
$ 192,672
  • 3) Due to changes in circumstances, the Group’s donations to Yuan Ze University in 2010 and 2013 were not able to be proceeded and, thus, were returned and recognized in other income of $61,304 thousand and interest income of $3,248 thousand, respectively. Consequently, the Group proposed to transfer donation amounting to $64,552 thousand to Far Eastern Memorial Foundation to support its ”International Conference Center Project” and recognized the donation in miscellaneous expenses.

  • 4) The nature of the Group’s transaction with OFSPC is acquisition or disposal of OPAS Fund Segregated Portfolio’s overseas fund through OFSPC’s platform. The portfolio’s decision is made and managed by the investment committee which is composed of the Group and other investors. The Group’s investment activities through OFSPC’s platform for the years ended December 31, 2020 and 2019 included acquisition of $470,935 thousand and $885,727 thousand, and disposal of $427,912 thousand and $5,553,672 thousand as well as gain on disposal of $33,502 thousand and $263,631 thousand, respectively.

  • 5) From April to December 2020, the Group acquired further interests in associate YYI and YDC, as well as non-controlling interests in subsidiaries, including CHP, YTRMC, DCI, FMT, NHC, AEE, YLT and YLPPC, from related party in substance with a total amount of $21,420 thousand; refer to Note 32.

  • 6) From July to December 2020, YTRMC and FMT acquired non-controlling interests of their subsidiaries, YSRMC and FDT, from related party in substance with a total amount of $26 thousand and $521 thousand, respectively; refer to Note 32.

  • 85 -

36. ASSETS PLEDGED AS COLLATERAL

The following assets are provided as collaterals for short-term and long-term bank borrowings or for purchases from suppliers.

Investment properties

Investments accounted for using the equity method
Property, plant and equipment
Financial assets at fair value through other comprehensive income
Financial assets at amortized cost

**December 31 ** **December 31 **


2020
$ 13,857,983
8,919,905
2,530,035
204,000

314,343

$ 25,826,266
2019
$ 13,855,572

13,299,701

2,393,116

1,543,666

419,742
$ 31,511,797

37. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

As of December 31, 2020, the Corporation and its subsidiaries had the following significant commitments and contingencies:

  • a. Unused letters of credit of US$11,665 thousand, EUR61 thousand, and RMB1,186 thousand.

  • b. Guarantee notes issued for related parties:

The Corporation

AIC

DCI
NHC
YTRMC
YLPPC
AEE
YSRMC
FSMS


YLSS
YLSS

YTRMC
YSRMC


DCI
FSMS

FDT
FMT
December 31,
2020
$ 13,605,800
12,110,750
1,174,300
1,000,000
497,642
300,000
150,000

30,000
$ 28,868,492
$ 100,000
$ 66,889
$ 50,000
$ 2,000
  • 86 -

  • c. CHP entered into agreements on the following transactions:

  • 1) Purchase of natural gas from Chinese Petroleum Corporation.

  • 2) Power Plant (base load unit) Purchase and Sale Contract, Power Plant (medium-load unit) Purchase and Sale Contract and Electricity Purchase and Sale Contract for Gas Recirculation with Taiwan Power Company.

  • 3) Contractual Service Agreement with General Electric Global Services GmbH.

  • 4) Contract of Engineering, Procurement and Construction with General Electric Global Services GmbH. and GE Global Parts & Products, GmbH.

  • d. The estimated payments for construction of plants and acquisition of land use rights and equipment of JYDC, HYDCCL, SIYDCCL, HGYDC and SLCL in the future amount to RMB38,457 thousand.

  • e. YSRMC supplied ready-mixed concrete to Da Cin Construction Co., Ltd. (“Da Cin”) during 2003. The owner of the project under construction demanded Da Cin to take responsibility for repairing the construction flaws. Da Cin requested YSRMC to compensate the loss and damage on the construction. However, both parties did not reach an agreement from 2006 to 2009. Da Cin filed an appeal and requested YSRMC to indemnify $22,881 thousand in April 2010. In July 2014, the local court concluded that YSRMC has to pay indemnity in the amount of $17,642 thousand. In 2010, 2014, and 2020, YSRMC estimated the related compensation loss, which was accounted for as provisions, of $13,800 thousand, $3,840 thousand and $27,600 thousand, respectively, with a total of $45,240 thousand. YSRMC also filed an appeal against the court’s decision in October 2014. Da Cin requested additional compensation of $137,544 thousand in the second instance, and the total damage compensation claimed was $160,425 thousand together with the amount in the first instance. However, Dan Cin’s appeal was dismissed in the second instance; thus YSRMC did not have to bear any expenses. Da Cin further filed an appeal with the Supreme Court, and the case remanded to the High Court was still dismissed. Later, Dan Cin has filed an appeal with the Supreme Court once again, and the case is under trail at the Supreme Court at the moment.

  • f. On March 13, 2013, the No. 1114 Commissioners’ Meeting of Fair Trade Commission resolved that independent power producers violated Article 14, Paragraph 1 of Fair Trade Act due to the rejection of power purchase rate adjustment with TPC and fined CHP $400,000 thousand. Accordingly, CHP recognized penalty expenses, which is included in other losses in the consolidated financial statements for the year ended December 31, 2013. The penalty is payable in 60 monthly installments and covered by a long-term note payable. CHP had filed an appeal on April 17, 2013.

On September 12, 2013, the Petitions and Appeals Committee of the Executive Yuan rescinded the imposition of penalty (the “Penalty Disposition”) and advised the Fair Trade Commission to impose more appropriate disposition with refund of penalty paid by CHP. However, CHP’s appeal against the imposition of illegal concerted action among independent power producers (the “Act Disposition”) was dismissed.

Regarding the Penalty Disposition, the Fair Trade Commission resolved a penalty of $370,000 thousand on November 13, 2013. CHP thus adjusted the penalty expenses in other gains and losses for the year ended December 31, 2013. The disposition was revoked again by the Petitions and Appeals Committee on May 9, 2014. Then the Fair Trade Commission imposed a penalty of $364,000 thousand on July 9, 2014. CHP recognized a reversal gain of $6,000 thousand in other income for the year ended December 31, 2014 and issued a long-term note payable in 60 installments for the penalty in accordance with the disposition. In addition, CHP also filed an appeal to defend its interest on August 11, 2014.

On December 11, 2014, Letter from the Petitions and Appeals Committee indicates that the filing of appeal against the Penalty Disposition is suspended until the administrative court makes the final judgment on the Act Disposition.

  • 87 -

Regarding the Act Disposition, on November 7, 2013, CHP filed an administrative litigation at the Taipei High Administrative Court against the dispositions of the Fair Trade Commission. The Taipei High Administrative Court ruled in favor of CHP on October 29, 2014. Nevertheless, the Fair Trade Commission filed an appeal with the Supreme Administrative Court. The Supreme Administrative Court dismissed the judgment made by the Taipei High Administrative Court on July 2, 2015. The case was remanded to the Taipei High Administrative Court on May 25, 2017, and the Taipei High Administrative Court still revoked the administrative disciplinary action and the judgement of the appeal. The Fair Trade Commission filed an appeal with the Supreme Administrative Court and the case was remanded to the Taipei High Administrative Court on September 27, 2018. On May 16, 2020, the Taipei High Administrative Court revoked the administrative disciplinary action and the judgement of the appeal once again. On July 9, 2020, the Fair Trade Commission served a statement of appeal upon CHP, and the Taipei High Administrative Court has transferred the case to the Supreme Administrative Court on August 18, 2020.

  • g. On March 15, 2013, Letter No. 102035 from the Fair Trade Commission indicated concerted action among CHP and other independent power producers due to the rejection of power purchase rate adjustment with TPC. Accordingly, in August 2015, TPC filed at the Taipei District Court a civil mediation which requests CHP to compensate $2.35 billion plus interest from November 1, 2007 to the settlement date for the damage caused. Later, in September 2015, TPC filed at the Taipei District Court a civil litigation appeal which requests CHP to compensate $2.349 billion plus interest from November 1, 2007 to the settlement date as well as an apology published in major newspapers. TPC also filed at the Taipei High Administrative Court an administrative litigation which requests CHP to compensate the damage caused which amounted to $1.4 billion plus interest from November 1, 2007 to the settlement date with a 5% annual interest rate.

CHP and TPC did not reach an agreement in the civil mediation council meeting held on October 7, 2015. Later, TPC included the damage compensation claimed in the civil mediation in the administrative litigation appeal and the total compensation claimed in the statement of the administrative litigation amounted to $3.75 billion plus interest from November 1, 2007 to the settlement date with a 5% annual interest rate. On November 27, 2015, the administrative court ruled that the litigation proceedings are suspended until the administrative court makes the final judgment on the Act Disposition. However, on July 12, 2016, Taipei High Administrative Court notified that the power purchase and sales contracts between independent power producers and TPC are subject to the performance of obligation under the Civil Code. Therefore, the abovementioned ruling for suspension was revoked and the administrative litigation for compensation would be transferred to the Taipei District Court. TPC filed counter appeal against the ruling; however, the appeal was dismissed by the Supreme Administrative Court on December 30, 2016. This case has been transferred to the Taipei District Court on January 25, 2017 and dismissed by Taipei District Court on April 12, 2019. Later TPC filed an appeal on May 17, 2019, and the case is currently heard by the Taiwan High Court.

In light of the civil proceedings, on March 1, 2016, TPC added posterior statement which requests the capital expenditure it paid to CHP from October 9, 2007 to November 30, 2012 according to the power purchase and sales contracts to be recalculated relying on CHP’s capital ratio. Accordingly, CHP would compensate at least $2.349 billion to TPC. The Taipei District Court dismissed the appeal on November 1, 2018, and CHP filed an appeal subsequently. This case is currently heard by the Taiwan High Court.

CHP considered the payment of the indemnity is not possible unless TPC can provide proof that the damage was caused by CHP and their appeal is filed within the statute of limitation. As of the date the financial statements were authorized for issue, the amount of the compensation cannot be reasonably estimated. Therefore, CHP could not assess the possible impact on its financial position and did not recognize any contingent liabilities.

  • 88 -

  • h. On December 4, 2015 and December 17, 2015, CSCGL, China Shanshui Cement Group (Hong Kong) Company Limited and China Pioneer Cement (Hong Kong) Company Limited (collectively referred as “Shanshui Cement Group”) commenced legal proceedings against former directors of CSCGL in respect of the alleged dishonest breaches of fiduciary duty or alleged conspiracy to cause damages to CSCGL during their tenures. The proceedings arose from disputes between CSCGL’s present and former board of directors over the changes in management and the takeover of the headquarters of CSCGL. On April 7, 2016, the Corporation was added as the 10th defendant. The Corporation engaged lawyers to take legal actions in connection with the unqualified claim to defend its reputation and interests. As of the auditors’ report date, the trial was set to take place, starting from April to June 2021. The Corporation considered that it is premature to evaluate at this stage the possible outcome of the proceedings and, therefore, did not recognize any contingent liabilities.

  • i. Tianrui Group Company Limited and Tianrui (International) Holding Company Limited (collectively referred as “Tianrui Group”), CSI and former directors of CSCGL, in breach of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, the Codes on Takeovers and Mergers and share Buy-backs issued by the Hong Kong Securities and Futures Commission and the fiduciary duties, have engaged in unfair prejudicial conducts in favor of Tianrui directly and indirectly through CSCGL which are detrimental to the interests of the shareholders including the Corporation. The Corporation filed a writ of summons to the High Court of Hong Kong in June 2017 and has been seeking legal advice in relation to the legal proceedings. As the respondents’ applications to strike out the petition for technical reasons, the Corporation amended the applications accordingly. As of the auditors’ report date, no further decision has been rendered yet.

  • j. On August 30, 2018, Tianrui (International) Holding Company Limited (“Tianrui”) presented a petition to the Grand Court of the Cayman Islands (the “Grand Court”) seeking to wind up CSCGL, and Tianrui further filed an application for the appointment of joint provisional liquidators (“JPLs”) over CSCGL, which was accepted by the Grand Court on September 4, 2018. On August 12, 2019, CSCGL had made applications to the Grand Court for the above-mentioned winding-up petition to be struck out and/or stayed. However, the Grand Court dismissed CSCGL’s applications according to the announcement dated April 7, 2020 at the news website of the Hong Kong Exchanges and Clearing Limited. Pursuant to the Grand Court’s decision, the winding up petition filed by Tianrui is considered a dispute between CSCGL’s shareholders and thus needs to be amended. The amendments shall include but not limited to adding the Corporation as defendants. Later, Tianrui filed an application with the Grand Court to amend its winding-up petition and the Corporation was added as defendants in the petition. By an order of the Grand Court announced on January 27, 2021, the Grand Court granted Tianrui’s amendments to the winding-up petition against CSCGL and added the Corporation as defendants. On March 19, 2021, the Corporation received the legal documents from Tianrui and has appointed legal counsel in relation to the petition. Since no further verdict has been rendered yet, the Corporation considered that it is premature to evaluate at this stage the possible outcome of the proceedings. Therefore, the Corporation assessed that the winding-up petition did not have any material impact on its investments in CSCGL.

38. OTHER ITEMS

Due to the impact of the COVID-19 pandemic, the Group considered the economic implications of the epidemic when making its critical accounting estimates based on the information available as of the balance sheet date; refer to Note 5. With this, the Group assessed that there are no doubts in the aspects of the Group’s ability to continue as a going concern, risk of asset impairment and financing activities as of the date the consolidated financial statements were authorized for issue. The Group will stay alert to the development and situation of the COVID-19 and will take necessary action to mitigate the business risk

  • 89 -

39. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

The Group’s significant financial assets and liabilities denominated in foreign currencies were as follows:

December 31, 2020

Foreign New Taiwan
Currencies Exchange Rate
Dollars
Financial assets
Monetary items
USD $ 578,136
28.43
$ 16,436,405
RMB 402,575
4.357
1,754,078
EUR 27,487
34.82
957,098
HKD 24,169
3.643
88,046
Non-monetary item
USD 297,146
28.43
8,447,863
HKD 632,081
3.643
2,302,672
RMB 39,500
4.357
172,102
Financial liabilities
Monetary items
USD 428,114
28.43
12,171,293
Non-monetary item
USD 14,973
28.43
425,682
December 31, 2019
Foreign New Taiwan
Currencies Exchange Rate
Dollars
Financial assets
Monetary items
USD $ 905,675
29.93
$ 27,106,867
HKD 522,870
3.819
1,996,840
RMB 214,452
4.290
920,066
EUR 10,966
33.39
366,146
Non-monetary item
HKD 583,911
3.819
2,229,956
USD 21,138
29.93
632,669
RMB 48,665
4.290
208,787
Financial liabilities
Monetary items
USD 646,349
29.93
19,345,224
Non-monetary item
USD 3,744
29.93
112,070

For the years ended December 31, 2020 and 2019, the total amounts of realized and unrealized net foreign exchange losses were $162,371 thousand and $260,069 thousand, respectively. It is impractical to disclose net foreign exchange losses by each significant foreign currency because of the variety of the foreign currency transactions and functional currencies of the Group.

  • 90 -

40. SEPARATELY DISCLOSED ITEMS

  • a. Information about significant transactions and investees:

  • 1) Financing provided to others (Table 1)

  • 2) Endorsements/guarantees provided (Table 2)

  • 3) Marketable securities held (excluding investments in subsidiaries, associates and joint ventures) (Table 3)

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

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

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

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

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

  • 9) Information on investees (Table 8)

  • 10) Trading in derivative instruments (Note 7)

  • b. Information on investments in mainland China

  • 1) Information on any investee company in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, net income of investees, investment income or loss, carrying amount of the investment at the end of the year, repatriations of investment income, and limit on the amount of investment in the mainland China area (Table 9)

  • 2) Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses (Table 10):

    • a) The amount and percentage of purchases and the balance and percentage of the related payables at the end of the year

    • b) The amount and percentage of sales and the balance and percentage of the related receivables at the end of the year

    • c) The amount of property transactions and the amount of the resultant gains or losses

    • d) The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the year and the purposes

    • e) The highest balance, the ending balance, the interest rate range, and total current period interest with respect to the financing of funds

  • 91 -

  • f) Other transactions that have a material effect on the profit or loss for the year or on the financial position, such as the rendering or receipt of services

  • c. Intercompany relationships and significant intercompany transactions (Table 10)

  • d. Information of major shareholders: list all shareholders with ownership of 5% or greater showing the name of the shareholder, the number of shares owned, and percentage of ownership of each shareholder (Table 11)

41. SEGMENT INFORMATION

Information reported to the chief operating decision maker for the purpose of resource allocation and assessment of segment performance focuses on the types of goods or services delivered or provided. The Group’s reportable segments were as follows: Cement, electric power, investment, engineering, transportation, stainless steel and leasing.

  • a. Segment revenue and results
Cement

Electric power
Investment
Engineering
Transportation
Stainless steel
Leasing


Non-operating income and
expenses
Profit before income tax
Segment Revenue
For the Year Ended
December 31
2020
2019
$ 64,906,691 $ 73,848,951
5,932,839
7,115,116
759,000
628,361
267,213
183,836
1,750,929
1,751,160
4,212,480
5,438,907

411,728

381,306

$ 78,240,880
$ 89,347,637

Segment Profit Segment Profit
For the Year Ended
December 31


2020
$ 64,906,691
5,932,839
759,000
267,213
1,750,929
4,212,480

411,728

$ 78,240,880
2020
$ 16,838,895

1,814,939

488,206

17,641

303,622

(5,661)
212,496

19,670,138

4,473,745

$ 24,143,883
2019
$ 19,974,112

1,382,268

135,767

14,266

268,969

84,752

203,042

22,063,176

6,330,006
$ 28,393,182

Segment revenue reported above represents revenue generated from external customers.

  • b. Segment assets and liabilities, and other segment information

The Group does not report segment assets and liabilities or other segment information to the chief operating decision maker. Therefore, no information is disclosed here.

  • c. Geographical information

The Group operates principally in Taiwan and China.

  • 92 -

The Groups’ revenue from external customers and information about its non-current assets by geographical location are detailed below.


China

Taiwan
Others
Revenue from External
Customers
For the Year Ended December 31
2020
2019
$ 46,473,835 $ 56,614,196
28,340,146
29,479,025

3,426,899

3,254,416
Revenue from External
Customers
For the Year Ended December 31
2020
2019
$ 46,473,835 $ 56,614,196
28,340,146
29,479,025

3,426,899

3,254,416
Non-current Assets Non-current Assets
December 31

2020
$ 46,473,835
28,340,146

3,426,899


2020
$ 43,750,917

58,844,842

547,351
2019
$ 44,995,331

53,160,799
791,485

$ 78,240,880 $ 89,347,637 $ 103,143,110 $ 98,947,615

Revenue is categorized according to customers’ location. Non-current assets exclude those classified as financial instruments, deferred tax assets and post-employment benefit assets.

d. Information of major customers

Taiwan Power Company
Revenue Revenue Revenue
**For the Year Ended December 31 **
2020
Amount
%
$ 5,932,839

8
2019
Amount
%
$ 7,115,116

8
  • 93 -

TABLE 1

ASIA CEMENT CORPORATION AND SUBSIDIARIES

FINANCING PROVIDED TO OTHERS YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No. Lender Borrower Financial
Statement Account
Related
Parties
Highest Balance
for the Period
Ending Balance
(Note 2)
Actual
Borrowing
Amount
Interest Rate
(Note 3)
Nature of Financing Business
Transaction
Amounts
Reasons for
Short-term
Financing
Allowance for
Impairment Loss
Collateral Collateral Financing Limit for
Each Borrower
(Note 1)
Aggregate Financing
Limits (Note 1)
Item Value
1 OIHPL ACCHC Other receivables Y $ 192,543 $ 191,715 $ 191,715 3.61% Necessary for short-term financing $ - Operating capital $ - - $ - 20% of net worth
$10,948,707
50% of net worth
$27,371,769
2 OHC SIYDCCL
SLCL
ACCHC
Other receivables
Other receivables
Other receivables
Y
Y
Y
875,193
1,531,588
1,311,603

871,431

1,089,288

1,307,146

-

-

-
-
-
-
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
-
-
-
Operating capital
Operating capital
Operating capital

-

-

-
-
-
-
-
-
-
20% of net worth
$2,780,745
Same as above
Same as above
50% of net worth
$6,951,862
Same as above
Same as above
3 JYDC YYDCCL
TZOCCL
SIYDCCL
SLCL
SHYLCP
ACCHC
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Y
Y
Y
Y
Y
Y
612,635
612,635
218,798
875,193
393,837
3,063,176

435,715

522,858

-

-

392,144

2,614,292

-

130,715

-

-

130,715

2,614,292
-
3.85%
-
-
3.85%
2.77%
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
-
-
-
-
-
-
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital

-

-

-

-

-

-
-
-
-
-
-
-
-
-
-
-
-
-
20% of net worth
$5,269,275
Same as above
Same as above
Same as above
Same as above
Same as above
50% of net worth
$13,173,187
Same as above
Same as above
Same as above
Same as above
Same as above
4 NYDC SIYDCCL
SLCL
Other receivables
Other receivables
Y
Y
87,519
131,279

-

-

-

-
-
-
Necessary for short-term financing
Necessary for short-term financing
-
-
Operating capital
Operating capital

-

-
-
-
-
-
20% of net worth
$151,808
Same as above
50% of net worth
$379,521
Same as above
5 HYDCCL WYXC
HXMC
WYCPCL
SLCL
SYCPCL
ACCHC
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Y
Y
Y
Y
Y
Y
87,519
107,211
87,519
437,597
87,519
1,750,386

87,143

43,572

87,143

-

87,143

1,307,146

-

-

-

-

87,143

1,307,146
-
-
-
-
3.85%
2.77%
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
-
-
-
-
-
-
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital

-

-

-

-

-

-
-
-
-
-
-
-
-
-
-
-
-
-
20% of net worth
$2,093,664
Same as above
Same as above
Same as above
Same as above
Same as above
50% of net worth
$5,234,160
Same as above
Same as above
Same as above
Same as above
Same as above
6 WYDC WYXC
WYCPCL
SYCPCL
SLCL
ACCHC
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Y
Y
Y
Y
Y
306,318
109,399
175,039
393,837
437,201

108,929

108,929

174,286

-

435,715

-

-

174,286

-

435,715
-
-
3.85%
-
2.77%
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
-
-
-
-
-
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital

-

-

-

-

-
-
-
-
-
-
-
-
-
-
-
20% of net worth
$549,427
Same as above
Same as above
Same as above
Same as above
50% of net worth
$1,373,567
Same as above
Same as above
Same as above
Same as above
7 CYCPCL SIYDCCL
SLCL
Other receivables
Other receivables
Y
Y
52,512
52,512

-

-

-

-
-
-
Necessary for short-term financing
Necessary for short-term financing
-
-
Operating capital
Operating capital

-

-
-
-
-
-
20% of net worth
$64,899
Same as above
50% of net worth
$162,249
Same as above
8 HGYDC SIYDCCL
SLCL
ACCHC
Other receivables
Other receivables
Other receivables
Y
Y
Y
153,159
306,318
874,402

-

-

871,431

-

-

871,431
-
-
2.77%
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
-
-
-
Operating capital
Operating capital
Operating capital

-

-

-
-
-
-
-
-
-
20% of net worth
$1,124,609
Same as above
Same as above
50% of net worth
$2,811,522
Same as above
Same as above
9 SLCL SLCCL Other receivables Y 175,039
174,286

143,786
3.85% Necessary for short-term financing - Operating capital
-
- - 20% of net worth
$1,668,262
50% of net worth
$4,170,655
10 SIYDCCL SYCPCL Other receivables Y 131,160
130,715
Necessary for short-term financing - Operating capital
-
- - 20% of net worth
$4,796,562
50% of net worth
$11,991,406

Note 1: The net value was calculated based on audited financial statements as of December 31, 2020.

Note 2: The ending balance is the financing credit lines to the respective borrowers approved by the board of directors of lenders.

Note 3: The interest rate was for the year ended December 31, 2020.

Note 4: The foreign currency amounts are expressed in New Taiwan dollars at exchange rate as of December 31, 2020.

  • 94 -

TABLE 2

ASIA CEMENT CORPORATION AND SUBSIDIARIES

ENDORSEMENTS/GUARANTEES PROVIDED YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No. Endorser/
Guarantor
Endorsee/Guarantee Endorsee/Guarantee Limits on Each
Endorsement/
Guarantee Given on
Behalf of Each Party
(Note 1)
Maximum
Amount
Endorsed/
Guaranteed
During the
Period
Outstanding
Endorsement/
Guarantee at
the End of the
Period
Actual
Borrowing
Amount
Amount
Endorsed/
Guaranteed by
Collaterals

Ratio of
Accumulated
Endorsement/
Guarantee to
Net Equity in
Latest
Financial
Statements
(%)
Aggregate
Endorsement/
Guarantee Limit
(Note 1)
Endorsement/
Guarantee
Given by
Parent on
Behalf of
Subsidiaries
Endorsement/
Guarantee
Given by
Subsidiaries
on Behalf of
Parent
Endorsement/
Guarantee
Given on
Behalf of
Companies in
Mainland
China
Name Relationship
(Note 3)
0 The Corporation AIC
DCI
FSMS
NHC
AEE
YLPPC
YSRMC
YTRMC
b
b
b
b
b
b
b
b
50% of net worth
($73,884,280)
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
$ 13,666,400
12,136,000
30,000
1,512,800
330,200
497,642
150,000
1,000,000
$ 13,605,800
12,110,750
30,000
1,174,300
300,000
497,642
150,000
1,000,000
$ 9,850,000
8,010,000
30,000
380,000
190,000
156,800
5,000
290,000
None
None
None
None
None
None
None
None
9.21
8.20
0.02
0.79
0.20
0.34
0.10
0.68
100% of net worth
($147,768,559)
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Y
Y
Y
Y
Y
Y
Y
Y
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1 DCI FSMS b 50% of net worth
($7,141,035)
50,000
50,000

20,000
None 0.35 100% of net worth
($14,282,069)
Y - -
2 AOG AOC b 50% of net worth
($4,120)
15,100
-

-
None - 100% of net worth
($8,240)
Y - -
3 YLSS YLSS - 50% of net worth
($891,884)
100,000
100,000

30,000
100,000 5.61 100% of net worth
($1,783,768)
- - -
4 YTRMC AOC
YSRMC
b
b
50% of net worth
($1,255,573)
Same as above
15,100
66,889

-
66,889

-
66,889
None
None
-
2.66
100% of net worth
($2,511,145)
Same as above
Y
Y
-
-
-
-
5 FMT FDT b 50% of net worth
($737,233)
1,000
-

-
None - 100% of net worth
($1,474,466)
Y - -
6 FDT FMT d 50% of net worth
($429,642)
3,000
2,000

2,000
None 0.23 100% of net worth
($859,283)
- Y -

Note 1: The net value was calculated based on audited financial statements as of December 31, 2020.

Note 2: The foreign currency amounts are expressed in New Taiwan dollars at exchange rate as of December 31, 2020.

(Continued)

  • 95 -

(Concluded)

Note 3: The relationship between guarantor and guarantee are as follows:

  • a. A company with which the Corporation engages business.

  • b. A company in which the Corporation directly and indirectly holds more than 50% of the voting shares.

  • c. A company that directly and indirectly holds more than 50% of the voting shares in the Corporation.

  • d. A company in which the Corporation directly and indirectly holds more than 90% of the voting shares.

  • e. The Corporation fulfills its contractual obligations by providing mutual endorsements/guarantees for another company in the same industry or for joint builders for purposes of undertaking a construction project.

  • f. All capital contributing shareholders make endorsements/guarantees for their jointly invested company in proportion to their shareholding percentages.

  • g. Companies in the same industry provide among themselves joint and several securities for a performance guarantee of a sales contract for pre-construction homes pursuant to the Consumer Protection Act for each other.

  • 96 -

TABLE 3

ASIA CEMENT CORPORATION AND SUBSIDIARIES

MARKETABLE SECURITIES HELD DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Holding Company Name Type and Name of Marketable Securities Relationship with the Holding Company Financial Statement Account December 31, 2020 December 31, 2020 Note
Shares or Units Carrying Amount Percentage of
Ownership (%)
Fair Value
The Corporation
DCI
Beneficiary certificates
Deutsche Far Eastern DWS Taiwan Flagship Security
Investment Trust Fund
Ordinary shares
China Conch Venture Holding
Far EasTone
Far Eastern Department Stores Ltd.
Oriental Union Chemical Corp.
CHC Resources Corporation
Far Eastern International Bank
Kaohsiung Rapid Transit
Taiwan Stock Exchange Corp.
Ding Hotel Corp.
L’ Hotel de Chine Hotel
China Trade & Development Corp.
Pan Asia Engineers & Constructors Corp.
Linkou Recreation Corporation
China Shanshui Investment Corp
Beneficiary certificates
Polaris Taiwan Top 50 Tracker Fund
Mega Target Return Strategy Fund of ETF Funds
ChinaAMC CSI 300 Index ETF
Yuanta/P-shares Taiwan Dividend Plus ETF
Opas Fund Segregated Portfolio Tranche A
Chang An Fund
Ordinary shares
Industrial and Commercial Bank of China, A share
China Mobile Communications Corporation
Haitong Securities Co., Ltd.
Taiwan Cement Co., Ltd.
Hsing Ta Cement Co., Ltd.
Tong Yang Industry Co., Ltd
E Ink Holdings corporation
Hiwin Technologies Corporation
Eclat Textile Co., Ltd.
Merry Electronics Co., Ltd
Chunghwa Picture Tubes, Ltd.
BizLink Holding Inc.
-
-
The same chairman
The same chairman
The same chairman
The Corporation is its director
The chairman of the Corporation is its vice-chairman
-
-
The Corporation is its director
-
-
The Corporation is its director
-
-
-
-
-
-
Related party in substance
-
-
-
-
-
-
-
-
-
-
-
-
-
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - noncurrent
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through profit or
loss - current
Same as above
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through profit or
loss - current
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
10,000,000
11,443,000
31,034,372
80,052,950
63,766,522
22,801,185
81,047,743
15,873,243
8,683,279
555,638
598,121
250,003
1,551,395
5
49,928
400,000
1,000,811
160,000
6,899,000
7,200
145,000
2,000,000
210,000
1,800,000
6,191,654
3,037,854
2,204,000
3,300,000
432,898
418,000
1,071,000
275,223
500,000
$ 273,100
1,571,594
1,899,304
1,921,271
1,294,461
1,081,916
879,368
74,221
477,667
5,340
19,320
3,902
11,542
-
282,230
48,900
10,747
36,582
206,625
276,809
4,127,503
43,485
33,814
45,443
267,479
60,757
85,956
151,140
166,449
176,605
156,902
-
121,750
-
0.63
0.95
5.65
7.20
9.17
2.35
5.70
1.16
0.53
0.20
0.38
1.36
0.50
4.99
-
-
0.06
-
-
-
-
-
0.02
0.10
0.89
0.37
0.29
0.14
0.15
0.51
-
0.38
$ 273,100
1,571,594
1,899,304
1,921,271
1,294,461
1,081,916
879,368
74,221
477,667
5,340
19,320
3,902
11,542
-
282,230
48,900
10,747
36,582
206,625
276,809
4,127,503
43,485
33,814
45,443
267,479
60,757
85,956
151,140
166,449
176,605
156,902
-
121,750

(Continued)

  • 97 -
Holding Company Name Type and Name of Marketable Securities Relationship with the Holding Company Financial Statement Account December 31, 2020 December 31, 2020 Note
Shares or Units Carrying Amount Percentage of
Ownership (%)
Fair Value
NHC
YTRMC
FMT
FDT
AEE
TCI Co., Ltd.
Lite-On Technology Corporation
Micro-Star International Co., Ltd.
Synnex Technology International Corporation
Radiant Opto-Electronics Corporation
Chicony Electronics Co., Ltd.
Casetek Holdings Limited
China Life Insurance Company Limited, H share
Far Eastern International Bank
Oriental Union Chemical Corp.
Far EasTone
Mega Financial Holding Co., Ltd.
Tripod Technology Corporation
WPG Holdings Limited
Far Eastern International Bank
Far Eastern Department Stores Ltd.
Oriental Union Chemical Corp.
CHC Resources Corporation
Picvue Electronics Co., Ltd.
Ding Hotel Corp.
Far Eastern International Leasing Corporation
Ordinary shares
Far EasTone
Ordinary shares
Far EasTone
Ordinary shares
Everest Textile Co., Ltd.
Oriental Union Chemical Corp.
Far Eastern Department Store Ltd.
Yi Tong Fiber Co., Ltd.
Ordinary shares
Far Eastern International Bank
Far Eastern Department Store Ltd.
Oriental Union Chemical Corp.
Ding & Ding Management Consultants Co., Ltd.
Ordinary shares
Far EasTone
Ding & Ding Management Consultants Co., Ltd.
-
-
-
-
-
-
-
-
The Corporation is its director
Same chairman with the major shareholder
Same chairman with the major shareholder
-
-
-
The Corporation is its director
The same chairman
The same chairman
The Corporation is its director
-
The Corporation is its director
The Corporation is its director
Same chairman with the major shareholder
Same chairman with the major shareholder
The chairman of the Corporation is its chairman
The chairman of the Corporation is its chairman by
the ultimate parent company
Same chairman with the major shareholder
-
The chairman of the Corporation is its vice-chairman
by the ultimate parent company
The chairman of the Corporation is its chairman by
the ultimate parent company
Same chairman with the ultimate parent company
The Corporation is its director
Same chairman with the major shareholder
The Corporation is its director
Financial assets at fair value through profit or
loss - current
Same as above
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through other
comprehensive income - current
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through other
comprehensive income - noncurrent
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - noncurrent
Same as above
Same as above
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - noncurrent
Same as above
Same as above
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through other
comprehensive income - noncurrent
400,000
1,519,000
1,050,000
1,650,000
840,000
1,130,000
595,000
457,000
38,729,718
41,246
215,000
9,958,000
1,700,000
4,814,000
100,119,299
13,630,966
10,506,792
4,812,514
161,700
213,442
45,258,938
50,000
230,000
13,279,219
2,256,782
1,185,713
5,256,454
304,157
935,029
3,254,125
1,336,064
120,000
420,867
$ 80,000
75,646
139,125
77,550
95,760
97,406
51,944
28,469
420,217
837
13,158
296,748
201,450
206,521
1,086,294
327,143
213,288
228,353
-
2,052
602,813
3,060
14,076
130,800
45,813
28,457
41,691
3,300
22,441
66,059
8,376
7,344
900
0.34
0.06
-
0.10
0.18
0.15
0.14
-
1.12
-
0.01
0.07
0.32
0.26
2.90
0.96
1.19
1.94
0.06
0.21
10.14
-
-
2.60
0.25
0.08
5.94
0.01
0.07
0.37
16.00
-
5.04
$ 80,000
75,646
139,125
77,550
95,760
97,406
51,944
28,469
420,217
837
13,158
296,748
201,450
206,521
1,086,294
327,143
213,288
228,353
-
2,052
602,813
3,060
14,076
130,800
45,813
28,457
41,691
3,300
22,441
66,059
8,376
7,344
900
Note 3

(Continued)

  • 98 -
Holding Company Name Type and Name of Marketable Securities Relationship with the Holding Company Financial Statement Account December 31, 2020 December 31, 2020 Note
Shares or Units Carrying Amount Percentage of
Ownership (%)
Fair Value
YLPPC
AIC
Asia Cement Pioneer Investment Ltd.
FSMS
Ordinary shares
Far EasTone
Yamay International Development Corp.
Beneficiary certificates
Grand Power Fund
ChinaAMC CSI 300 Index ETF
Yuanta/P-shares Taiwan Dividend Plus ETF
Ordinary shares
Hsing Ta Cement Co., Ltd
Foxconn Technology Co., Ltd
Hiwin Technologies Corporation
Eclat Textile Co., Ltd.
Merry Electronics Co., Ltd
E Ink Holdings corporation
Hon Hai Precision Industry Co., Ltd.
China Construction Bank Corporation, A share
China Life Insurance Company Limited, H share
China Mobile Communications Corporation
BizLink Holding Inc.
TCI Co., Ltd.
Lite-On Technology Corporation
Micro-Star International Co., Ltd.
Synnex Technology International Corporation
Radiant Opto-Electronics Corporation
Chicony Electronics Co., Ltd.
Far EasTone
Casetek Holdings Limited
Nan Ya Plastics Corporation
Inventec Corporation
Tripod Technology Corporation
WPG Holdings Limited
China Life Insurance Company Limited, H share
China Life Insurance Company Limited, A share
Far Eastern International Bank
Oriental Union Chemical Corp.
Far Eastern Department Store Ltd.
Ding Shen Investment Co., Ltd.
Hsin Nan Construction Co., Ltd.
Ordinary shares
Cementon Micronesia L.L.C.
Ordinary shares
Stone Industry Resource System Corp
The director of the Corporation is its chairman
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Same chairman with the major shareholder
-
-
-
-
-
-
-
The chairman of the Corporation’s major shareholder
is its vice-chairman
Same chairman with the major shareholder
Same chairman with the major shareholder
The Corporation is its director
-
-
-
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - noncurrent
Financial assets at fair value through profit or
loss - current
Same as above
Same as above
Financial assets at fair value through profit or
loss - current
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through other
comprehensive income - current
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through other
comprehensive income - noncurrent
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through other
comprehensive income - noncurrent
Financial assets at fair value through other
comprehensive income - noncurrent
105,000
15
122,000
380,000
6,906,000
7,348,650
2,043,000
433,145
418,000
1,071,000
3,300,000
1,720,000
2,500,000
1,350,000
448,000
514,000
400,000
1,520,000
1,050,000
1,650,000
840,000
1,130,000
1,426,303
560,000
3,286,000
2,882,000
1,700,000
4,821,000
986,000
360,000
138,865,723
1,552,156
11,361,972
40,328,640
2,696
100
10,000
$ 6,426
-
3,471,374
86,881
206,835
146,973
109,096
166,544
176,605
156,902
151,140
158,240
68,407
84,099
72,137
125,159
80,000
75,696
139,125
77,550
95,760
97,406
87,290
48,888
236,263
69,168
201,450
206,821
61,423
60,218
1,506,693
31,509
272,687
443,212
-
110,877
70
-
-
-
0.14
-
2.15
0.14
0.14
0.15
0.51
0.29
0.01
-
-
-
0.39
0.34
0.06
-
0.10
0.18
0.15
0.04
0.13
0.04
0.08
0.32
0.26
-
-
4.03
0.18
0.80
18.00
-
10.00
0.15
$ 6,426
-
3,471,374
86,881
206,835
146,973
109,096
166,544
176,605
156,902
151,140
158,240
68,407
84,099
72,137
125,159
80,000
75,696
139,125
77,550
95,760
97,406
87,290
48,888
236,263
69,168
201,450
206,821
61,423
60,218
1,506,693
31,509
272,687
443,212
-
110,877
70
Note 4

(Continued)

  • 99 -
Holding Company Name Type and Name of Marketable Securities Relationship with the Holding Company Financial Statement Account December 31, 2020 December 31, 2020 Note
Shares or Units Carrying Amount Percentage of
Ownership (%)
Fair Value
YLT
YLSS
KCC
KCCL
ACSPL
OCPL
ACCHC
Beneficiary certificates
Polaris Taiwan Top 50 Tracker Fund
Ordinary shares
Far Eastern International Bank
Far EasTone
Ordinary shares
Far EasTone
Beneficiary certificates
CSOP FTSE China A50 ETF
Beneficiary certificates
Allianz US High Yield Fund
Opas Fund Segregated Portfolio Tranche
Beneficiary certificates
United Emerging Markets Bond Funds
United Growth Fund
Opas Fund Segregated Portfolio Tranche B
Ordinary shares
DBS Group
Guocoland Ltd.
Hong Leong Asia
INTRACO
Engro Corp Ltd.
Ordinary shares
Hiap Hoe Ltd.
Note receivables
Wynn Fortune Global Limited
EastPatron Limited
Marble Arch Industrial Limited
Prime Harbour Holdings Limited
Sino Horizon International Limited
-
The chairman of the Corporation’s major shareholder
is its vice-chairman
Same chairman with the major shareholder
Same chairman with the major shareholder
-
-
Related party in substance
-
-
Related party in substance
-
-
-
-
-
-
-
-
-
-
-
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through other
comprehensive income - noncurrent
Same as above
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through profit or
loss - current
Same as above
Financial assets at fair value through profit or
loss - current
Same as above
Same as above
Financial assets at fair value through profit or
loss - current
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through profit or
loss - current
Financial assets at amortized cost - current
Same as above
Same as above
Same as above
Same as above
350,000
3,103,945
71,099
130,000
300,000
97,741
1,606
3,232,758
745,068
6,660
33,976
26,666
20,000
46,875
2,000
44,260
790
700
700
790
700
$ 42,788
33,678
4,351
7,956
21,563
18,769
91,337
85,857
50,261
255,639
18,266
876
328
272
42
608
2,245,967
1,990,098
1,990,098
2,245,967
1,990,098
-
0.09
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 42,788
33,678
4,351
7,956
21,563
18,769
91,337
85,857
50,261
255,639
18,266
876
328
272
42
608
2,245,967
1,990,098
1,990,098
2,245,967
1,990,098
Note 5
Note 5
Note 5
Note 5
Note 5

Note 1: Marketable securities in this table are shares, bonds, beneficiary certificates and securities derived from these items under IFRS 9 “Financial Instruments: Recognition and Measurement”.

Note 2: The carrying amounts of financial instruments measured at fair values are adjusted for fair value less accumulated impairment loss; the carrying amounts of financial instruments not measured at fair values are the original cost or amortized cost less accumulated impairment loss.

Note 3: 5,000 thousand shares ($120,000 thousand) of the securities are pledged as collaterals for bank loans of DCI.

Note 4: 3,500 thousand shares ($84,000 thousand) of the securities are pledged as collaterals for bank loans of AIC.

Note 5: The price per subscription unit is US$100,000.

(Concluded)

  • 100 -

TABLE 4

ASIA CEMENT CORPORATION AND SUBSIDIARIES

MARKETABLE SECURITIES ACQUIRED AND DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Company Name Type and Name of Marketable
Securities
Financial Statement Account Counterparty Relationship Beginning Balance Beginning Balance **Acquisition ** **Acquisition ** **Disposal ** **Disposal ** **Ending ** Balance
Shares/Units Amount Shares/Units Amount Shares/Units Amount Carrying Value Gain (Loss) on
**Disposal **
Shares/Units Amount
DCI
AIC
The Corporation
ACCHC
Beneficiary certificates
Chang An Fund
Beneficiary certificates
Grand Power Fund
Subsidiaries
CHP
Note Receivables
EastPatron Limited
Marble Arch Industrial Limited
Prime Harbour Holdings Limited
Sino Horizon International Limited
Wynn Fortune Global Limited
Financial assets at fair value
through profit or loss - current
Financial assets at fair value
through profit or loss - current
Investments accounted for using
the equity method
Financial assets at amortized cost
- current

-
Powership Capital
Management
Limited
-
AMC Wanhai
Securities
Limited
AMC Wanhai
Securities
Limited
AMC Wanhai
Securities
Limited
AMC Wanhai
Securities
Limited
AMC Wanhai
Securities
Limited
-
-
(Note 2)
-
-
-
-
-
-
-
280,093,521
-
-
-
-
-
$ -

-

6,059,603

-

-

-

-

-

145,000

122,000

228,441,964

700
(Note 4)

700
(Note 4)

790
(Note 4)

700
(Note 4)

790
(Note 4)
$ 4,268,800

3,544,100

5,382,073
1,990,098
1,990,098
2,245,967
1,990,098
2,245,967

-

-

-

-

-

-

-

-
$ -

-

-

-

-

-

-

-
$ -

-

-

-

-

-

-

-
$ -

-

-

-

-

-

-

-

145,000

122,000

568,261,136
(Note 3)

700
(Note 4)

700
(Note 4)

790
(Note 4)

700
(Note 4)

790
(Note 4)
$ 4,127,503
(Note 1)

3,471,374
(Note 1)
10,353,439
1,990,098
1,990,098
2,245,967
1,990,098
2,245,967

Note 1: The amounts included unrealized gains and losses on financial assets and adjustments to investments accounted for using the equity method.

Note 2: The Corporation acquired additional shares in CHP from J-POWER INVESTMENT NETHERLANDS B.V. and related parties in substance in 2020.

Note 3: The appropriation of stock dividends with 59,725,651 shares was approved in CHP’s shareholders’ meetings in 2020.

Note 4: The price per subscription unit is US$100,000.

  • 101 -

TABLE 5

ASIA CEMENT CORPORATION AND SUBSIDIARIES

ACQUISITION OF INDIVIDUAL REAL ESTATE AT COSTS OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2020

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

Buyer Property Event Date Transaction
Amount
Payment Status Counterparty Relationship Information on Previous Title Transfer If Counterparty Information on Previous Title Transfer If Counterparty Information on Previous Title Transfer If Counterparty Is A Related Party Pricing Reference Purpose of
Acquisition
Other Terms
**Property Owner ** Relationship Transaction Date Amount
YTRMC Land and buildings September 22, 2020 $ 518,773
(Note)
According to the
contract
Changyu
International
Corporation
- N/A N/A N/A N/A Market price and
appraisal report
For operation and
production
None

Note: The proposed total transaction price of land and buildings acquired by YTRMC was $518,000 thousand in September 2020. Then the total transaction price has been updated to $518,773 thousand based on YTRMC’s actual trading information in November 2020.

  • 102 -

TABLE 6

ASIA CEMENT CORPORATION AND SUBSIDIARIES

TOTAL PURCHASE FROM OR SALE TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Purchasing or
(Selling)
Company Name
Related Party Relationship Transaction Details Transaction Details Transaction Details Abnormal Transaction Abnormal Transaction 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
The Corporation
ACSPL
YTRMC
NHC
FMT
YSRMC
FDT
YLT
YLPPC
JYDC
YTRMC
ACSPL
YSRMC
U-Ming
U-Ming Singapore
YLT
NHC
Alliance Concrete Singapore Pte. Ltd.
The Corporation
Far Eastern General Construction Inc.
Far Eastern Resources Development Co.
The Corporation
CHC Resources Corporation
The Corporation
CHC Resources Corporation
FENC
Air Liquide Far Eastern Co.
OUCC
The Corporation
Oriental Petrochemical (Taiwan) Co., Ltd.
The Corporation
CHC Resources Corporation
Far Eastern General Construction Inc.
TZOCCL
WYDC
YYDCCL
NYDC
NYDC
RYNM
NYLC
NYLC
WAMTC
JYLTC
HYDCCL
A subsidiary of the Corporation
A subsidiary of the Corporation
A sub-subsidiary of the Corporation
An investee accounted for by equity method
A subsidiary of an investee accounted for by
equity method
A subsidiary of the Corporation
A subsidiary of the Corporation
An investee accounted for by equity method
Parent company
Other related party
Other related party
Parent company
Other related party
Parent company
Other related party
An investee accounted for by equity method
Other related party
Other related party
Parent company
Other related party
Parent company
Other related party
Other related party
The same ultimate parent company
The same ultimate parent company
The same ultimate parent company
A subsidiary of the Corporation
A subsidiary of the Corporation
A subsidiary of the Corporation
A subsidiary of the Corporation
A subsidiary of the Corporation
An investee accounted for by equity method
A subsidiary of the Corporation
The same ultimate parent company
Sales
Sales
Sales
Sales freight expense
Freight-in
Sales freight expense
Purchase
Sales
Purchase
Sales
Sales
Purchase
Purchase
Sales
Sales
Sales
Sales
Sales
Purchase
Sales
Sales
Sales
Sales
Sales
Sales
Sales
Sales
Purchase
Sales
Sales
Purchase
Sales freight expense
Sales freight expense
Sales
$ (1,865,982)
(416,394)
(169,574)

522,786
204,433

134,237
222,799
(436,107)
416,394
(449,079)
(120,976)
1,865,982
474,562
(222,799)
(104,357)
(236,749)
(147,969)
(111,051)
169,574
(150,695)
(134,237)
(150,087)
(138,880)
(920,027)
(656,266)
(2,240,819)
(366,140)
1,163,920
(292,589)
(166,620)
127,293

144,032

218,348
(159,956)
(21)
(5)
(2)
6
2
1
3
(80)
77
(4)
(1)
20
5
(51)
(24)
(22)
(14)
(10)
23
(20)
(47)
(53)
(57)
(5)
(3)
(12)
(2)
10
(2)
(1)
1
1
1
(1)
Purchase 45 days after monthly closing
Average 30 days
Purchase 45 days after monthly closing
Purchase 30 days after monthly closing
Average 10 days
Average 30 days
Purchase 45 days after monthly closing
Average 60 days
Average 30 days
Average 90 days
Average 90 days
Purchase 45 days after monthly closing
Purchase 45 days after monthly closing
Purchase 45 days after monthly closing
Purchase 45 days after monthly closing
Purchase 30 days after monthly closing
Purchase 120 days after monthly closing
Purchase 75 days after monthly closing
Purchase 45 days after monthly closing
Purchase 110 days after monthly closing
Average 30 days
Purchase 30 days after monthly closing
Within 90 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 90 days
Within 50 days
Within 50 days
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 333,695
82,832
34,112
(69,513)
-
(22,751)
(18,906)
143,604
(82,832)
172,200
19,183
(333,695)
(62,188)
18,906
14,309
29,947
70,901
20,171
(34,112)
45,662
22,751
30,897
-
109,686
190,370
234,490
49,970
(207,856)
-
38,348
(1,150)
(6,899)
(37,725)
39,923
32
8
3
(3)
-
(1)
(1)
83
(52)
5
1
(21)
(5)
40
30
16
38
11
(27)
39
42
57
-
4
8
9
2
(37)
-
2
-
(1)
(7)
2

(Continued)

  • 103 -
Purchasing or
(Selling)
Company Name
Related Party Relationship Transaction Details Transaction Details Transaction Details Abnormal Transaction Abnormal Transaction 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
NYDC
NYLC
TZOCCL
WYDC
YYDCCL
HYDCCL
SIYDCCL
HGYDC
SLCL
JYLTC
SYTCL
RYNM
JYDC
JYDC
JYDC
JYDC
JYDC
JYDC
JYDC
WAMTC
HGYDC
HXMC
WAMTC
JYDC
SLCL
HYDCCL
SIYDCCL
SYTCL
JYDC
SLCL
JYDC
Parent company
Parent company
Parent company
Parent company
The same ultimate parent company
The same ultimate parent company
The same ultimate parent company
An investee accounted for by equity method
The same ultimate parent company
An investee accounted for by equity method
An investee accounted for by equity method
The same ultimate parent company
The same ultimate parent company
The same ultimate parent company
The same ultimate parent company
The same ultimate parent company
Parent company
The same ultimate parent company
Parent company
Sales
Purchase
Purchase
Sales
Purchase
Purchase
Purchase
Sales freight expense
Purchase
Purchase
Sales freight expense
Purchase
Sales
Sales
Purchase
Purchase
Sales
Sales
Purchase
$ (1,163,920)
366,140
166,620
(127,293)
920,027
656,266
2,240,819

121,791
411,455
106,892

143,529
159,956
(474,642)
(411,455)
474,642
177,247
(218,348)
(177,247)
292,589
(100)
35
23
(14)
94
60
67
3
10
3
2
4
(6)
(13)
14
3
(67)
(59)
96
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 90 days
Within 50 days
Within 50 days
Within 90 days
Within 50 days
Within 90 days
Within 50 days
Within 90 days
Within 90 days
Within 50 days
Within 90 days
Within 50 days
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 207,856
(49,970)
(38,365)
1,150
(109,686)
(190,370)
(234,490)
(9,137)
(51,854)
16,238
-
(39,925)
61,547
51,854
(61,547)
(27,825)
46,773
27,826
-
100
(68)
(36)
-
(95)
(84)
(79)
(3)
(21)
(7)
-
(16)
2
19
(24)
(11)
72
24
-

(Concluded)

  • 104 -

TABLE 7

ASIA CEMENT CORPORATION AND SUBSIDIARIES

RECEIVABLES FROM RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Company Name Related Party Relationship Ending Balance Turnover
Rate
Overdue Overdue Amounts
Received in
Subsequent
Period
Allowance for
Impairment Loss
Amount Action Taken
The Corporation
YTRMC
JYDC
NYDC
ACSPL
JYDC
HYDCCL
HGYDC
WYDC
ACIHPL
WYDC
SLCL
YTRMC
Far Eastern General Construction Inc.
YYDCCL
WYDC
TZOCCL
JYDC
Alliance Concrete Singapore Pte. Ltd.
ACCHC
TZOCCL
SHYLCP
ACCHC
ACCHC
ACCHC
ACCHC
SYCPCL
SLCCL
A subsidiary of the Corporation
Other related party
The same ultimate parent company
The same ultimate parent company
The same ultimate parent company
Parent company
An investee accounted for by equity method
Parent company
The same ultimate parent company
The same ultimate parent company
Parent company
Parent company
Parent company
Parent company
The same ultimate parent company
A subsidiary of the Corporation
$ 372,594
172,200
234,490
190,370
109,686
207,856
143,604
2,630,584
131,700
131,184
1,323,539
881,890
441,180
195,767
174,491
143,955
5.17 times
2.33 times
12.09 times
3.72 times
7.10 times
5.76 times
3.09 times
Note
Note
Note
Note
Note
Note
Note
Note
Note
$ -
-

-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 280,517
70,814
440,382
190,368
115,421
207,858
143,591
-
-
-
-
-
-
-
-
-
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

Note: The accounts receivable from financing.

  • 105 -

TABLE 8

ASIA CEMENT CORPORATION AND SUBSIDIARIES

NAMES, LOCATIONS, AND OTHER INFORMATION OF INVESTEES ON WHICH THE CORPORATION EXERCISES SIGNIFICANT INFLUENCE (EXCLUDING INVESTMENT IN MAINLAND CHINA) FOR THE YEAR ENDED DECEMBER 31, 2020

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

Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Original Investment Amount Balance as of December 31, 2020 as of December 31, 2020 Net Income (Loss)
of the Investee
Investment Income
(Loss)
Note
December 31, 2020 December 31, 2019 Shares Percentage of
Ownership
Carrying Value
The Corporation
DCI
ACCHC
FENC
U-Ming
DCI
CHP
YDC
YYI
ACSPL
OSC
AIC
YTRMC
YLSS
FMT
FEDSDL
NHC
YDLC
YLT
AEE
EISF
YLPPC
SIHL
CSCGL
YDC
FEC
FENC
KCC
FSMS
U-Ming
AC Mega Investment Ltd.
AC Leap Investment Ltd.
AC Mega II Investment Ltd.
Cayman
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Singapore
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
B.V.I.
Cayman
Taiwan
Taiwan
Taiwan
Hong Kong
Taiwan
Taiwan
B.V.I.
B.V.I.
B.V.I.
Investment
Textile
Marine transportation
Investment
Power plant
Investment
Investment
Cement
Broker
Investment
Ready-mixed concrete, cement -
related products
Stainless steel
Transportation
Retails
Cement, granulated blast-furnace slag
Leasing
Transportation
Engineering
Iron and steel
Cement - related products
Investment
Investment
Investment
Construction
Textile
Cement
Mining excavation, mineral
processing and sales
Marine transportation
Investment
Investment
Investment
$ 13,660,637
3,459,787
510,236
2,556,033
8,501,564
2,232,220
911,058
186,958
154,207
1,212,679
1,042,260
2,661,240
70,174
500,000

411,106
309,049
25,012
7,895
31,463
145,061
2,898
4,821,008
289,987
140,138
1,263,385
36,024
112,096
27,619
532,331
553,246
268,817
$ 13,660,637

3,459,787

510,236

2,555,255

3,119,492

2,232,220

911,058

186,958

154,207

1,212,679

1,042,252

2,661,240

68,416

500,000

410,994

309,049

22,110

5,136

31,463

144,961

2,898

4,821,008

289,982

140,138

1,263,385

36,024

112,096

27,619

828,313

846,224

289,050

1,061,209,202

1,272,277,085

331,701,152

649,214,680

568,261,136

178,707,648

155,000,821

10,495,495

136,713,259

260,896,525

170,203,184

200,000,000

29,553,869

53,250,000

26,138,828

34,640,189

5,160,754

8,093,220

3,199,823

16,261,760

90,000

331,878,315

72,989,438

127,471,221

82,812,887

1,127,000

1,294,270

468,486

17,800,000

18,500,000

9,300,000
67.73
23.77
39.25
99.99
99.69
35.50
29.92
99.96
18.93
100.00
99.99
100.00
99.95
25.00
99.98
43.60
51.61
99.74
40.40
83.92
100.00
7.62
14.50
33.76
1.55
49.00
99.56
0.06
100.00
100.00
100.00
$ 47,586,336
38,290,925
9,022,163
14,281,783
10,353,439
3,149,431
2,453,784
4,725,306
1,942,089
3,973,071
2,511,145
1,940,989
1,473,729
634,350
321,626
377,260
256,364
178,713
83,447
87,306
53,627
6,277,053
1,292,386
4,935,305
2,458,450
446,921
127,575
28,765
576,112
676,834
310,143
$ 11,392,945

8,062,669

878,425

1,282,939

1,378,469

47,490

720,363

632,471

97,350

687,540

763,050
(19,124)

232,256

109,694

62,112

22,666

23,281

55,201

19,715

14,709

(1,295)

13,659,930

47,490

1,711,346

8,062,669

45,516

(6,187)

878,425

89,699

104,394

44,604
$ 7,716,442

1,066,429

344,813

1,282,849

899,397

8,243

215,534

595,045

18,426

687,540

763,050

(27,411)

234,793

27,424

62,088

9,882

11,951

54,649

7,965

12,336

(1,295)

936,774

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable
A subsidiary of the
Corporation


A subsidiary of the
Corporation
A subsidiary of the
Corporation


A subsidiary of the
Corporation

A subsidiary of the
Corporation
A subsidiary of the
Corporation
A subsidiary of the
Corporation
A subsidiary of the
Corporation

A subsidiary of the
Corporation

A subsidiary of the
Corporation
A subsidiary of the
Corporation

A subsidiary of the
Corporation
A subsidiary of the
Corporation




A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation

A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation

(Continued)

  • 106 -
Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Original Investment Amount **Balance ** as of December 31, 2020 as of December 31, 2020 Net Income (Loss)
of the Investee
Investment Income
(Loss)
Note
December 31, 2020 December 31, 2019 Shares Percentage of
Ownership
Carrying Value
NHC
YTRMC
FMT
FDT
AEE
YLPPC
AIC
AC Mega III Investment Ltd.
AC Mega IV Investment Ltd.
Drive Catalyst SPC - SP Tranche One
Drive Catalyst SPC - SP Tranche Three
CSCGL
PGIC
FENC
U-Ming
CSCGL
YSRMC
YTV
PYCI
AOG
FDT
FENC
YDEC
U-Ming
FENC
ACCHC
U-Ming
CSCGL
YDEC
PYCI
YLPCIP
AOG
FENC
U-Ming
CHP
Asia Cement Pioneer Investment Ltd.
Asia Cement Pioneer II Investment Ltd.
Asia Cement Pioneer III Investment Ltd.
Asia Cement Pioneer IV Investment Ltd.
Asia Cement Explorer Investment Ltd.
DCI
B.V.I.
B.V.I.
B.V.I.
B.V.I.
Cayman
Taiwan
Taiwan
Taiwan
Cayman
Taiwan
Vietnam
Indonesia
Guam
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Cayman
Taiwan
Cayman
Taiwan
Indonesia
India
Guam
Taiwan
Taiwan
Taiwan
B.V.I.
B.V.I.
B.V.I.
B.V.I.
B.V.I.
Taiwan
Investment
Investment
Investment
Investment
Investment
Granulated blast-furnace slag
Textile
Marine transportation
Investment
Ready-mixed concrete
Ready-mixed concrete
Ready-mixed concrete
Investment
Transportation
Textile
Retail
Marine transportation
Textile
Investment
Marine transportation
Investment
Retail
Ready-mixed concrete
Tunnel lining segments
Investment
Textile
Marine transportation
Power plant
Investment
Investment
Investment
Investment
Investment
Investment
$ 268,817
484,454
123,120
123,960
872,619
36,771
15,240
1,027
282,957
69,955
201,823
-
236,240
30,894
40,263
160,424
1,891
31,322
50,541
38,931
266,942
20,776
-
8,338
66,816
405,473
77,446
376
1,794,320
529,811
275,817
275,810
304,443
76
$ 289,050

780,510

123,120

123,960

872,619

36,771

15,240

1,027

282,957

69,930

201,823

144,369

236,240

30,373

40,263

160,424

1,891

31,322

50,541

38,931

266,942

20,776

1,448

8,338

66,816

405,473

77,446

376

2,100,779

833,410

578,325

575,538

623,340

76

9,300,000

16,200,000

4,000

4,000

56,297,000

3,287,550

1,739,978

64,143

9,250,000

6,995,000

(Note)

(Note)

(Note)

37,959,570

4,415,299

32,137,744

50,000

1,020,000

3,161,500

3,485,997

8,368,000

4,639,637

(Note)

(Note)

(Note)

15,430,293

7,796,914

45,568

58,550,000

17,800,000

9,300,000

9,110,000

10,215,000

5,887
100.00
100.00
25.00
25.00
1.29
31.00
0.03
0.01
0.21
69.95
100.00
-
95.04
99.94
0.08
26.95
0.01
0.02
0.20
0.41
0.19
3.89
-
99.99
4.96
0.29
0.92
0.01
100.00
100.00
100.00
100.00
100.00
-
$ 355,675
712,480
106,171
127,392
1,064,105
52,544
39,367
575
174,326
105,729
284,112
-
(7,831)
858,767
107,315
607,588
1,438
30,432
102,479
20,412
157,710
87,623
-
1,755
(409)
639,928
38,701
850
2,098,331
706,024
287,453
354,929
151,175
76
$ 51,651

109,528

(30,715)

(5,738)

13,659,930

10,969

8,062,669

878,425

13,659,930

48,750

7,542

(39,121)
(56,348)

114,015

8,062,669

104,122

878,425

8,062,669

11,392,945

878,425

13,659,930

104,122

(39,121)

-
(56,348)

8,062,669

878,425

1,378,469

316,704

107,498

43,682

61,044

25,720

1,282,939

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable
Not applicable
Not applicable
Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable
Not applicable
Not applicable
Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation







A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation




A subsidiary of the
Corporation



A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation


A subsidiary of the
Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A subsidiary of the
Corporation
(Continued)
  • 107 -
Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Original Investment Amount **Balance ** as of December 31, 2020 as of December 31, 2020 Net Income (Loss)
of the Investee
Investment Income
(Loss)
Note
December 31, 2020 December 31, 2019 Shares Percentage of
Ownership
Carrying Value
YLT
ACE
ACP
ACP II
ACP III
ACP IV
Leap
Mega
Mega II
Mega III
Mega IV
KCC
JFTL
AOG
FMT
NHC
AEE
FSMS
FDT
YSRMC
EISF
YTRMC
CSCGL
U-Ming
CSCGL
Opas Fund Segregated Portfolio
Company
Drive Catalyst SPC
CSCGL
CSCGL
CSCGL
CSCGL
CSCGL
CSCGL
CSCGL
CSCGL
CSCGL
KCCL
Join Fortune Trading Ltd.
Profit Enterprises Int'l Ltd.
Asia Oriental Concrete, LLC
Perez-Mtec-ACC, L.L.C.
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Cayman
Taiwan
Cayman
Cayman
Cayman
Cayman
Cayman
Cayman
Cayman
Cayman
Cayman
Cayman
Cayman
Cayman
Hong Kong
B.V.I.
Hong Kong
Guam
Guam
Transportation
Cement, granulated blast-furnace slag
Engineering
Mining excavation, mineral
processing and sales
Transportation
Ready-mixed concrete
Iron and steel
Ready-mixed concrete, cement -
related products
Investment
Marine transportation
Investment
Investment
Investment
Investment
Investment
Investment
Investment
Investment
Investment
Investment
Investment
Investment
Ready-mixed concrete
Investment
Barge transportation
Ready-mixed concrete
Ready-mixed concrete
$ 176

78
116
119
110
37
15,649
53
556,895
58,840
266,882
1,531
494
1,959,250
544,689
290,967
292,032
567,556
554,533
293,393
292,743
504,078
36
68,552
22,222
226,019
8,529
$ 176

78

116

119

110

37

15,649

53

556,895

58,840

266,882

1,531

494

1,959,250

544,689

290,967

292,032

567,556

554,533

293,393

292,743

504,078

36

68,552

22,222

226,019

8,529

5,000

5,000

6,000

5,000

9,717

5,000

660,000

6,186

31,528,000

6,348,103

7,480,000

33

33

107,536,000

36,865,000

14,790,000

18,514,000

35,569,000

30,251,000

16,058,000

18,477,000

37,410,000

10,000

2,427,307

6,100,000

(Note)

(Note)
0.02
0.02
0.07
0.38
0.03
0.05
8.33
-
0.72
0.75
0.17
33.00
33.00
2.47
0.85
0.34
0.43
0.82
0.70
0.37
0.42
0.86
100.00
100.00
50.00
71.68
33.33
$ 272
80
120
125
199
44
17,206
53
595,290
280,933
141,017
1,538
479
2,034,155
698,193
279,844
351,460
673,617
573,586
304,059
348,355
707,839
157,013
3,429
4,441
(19,748)
40
$ 232,256

62,112

55,201

(6,187)

114,015

48,750

19,715

763,050

13,659,930

878,425

13,659,930

35

2

13,659,930

13,659,930

13,659,930

13,659,930

13,659,930

13,659,930

13,659,930

13,659,930

13,659,930

25,944

1,143

1,363

(31,470)

-

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable
A subsidiary of the
Corporation
A subsidiary of the
Corporation
A subsidiary of the
Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation

A subsidiary of the
Corporation














A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation

A sub-subsidiary of
the Corporation

(Continued)

  • 108 -
Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Original Investment Amount **Balance ** as of December 31, 2020 as of December 31, 2020 Net Income (Loss)
of the Investee
Investment Income
(Loss)
Note
December 31, 2020 December 31, 2019 Shares Percentage of
Ownership

Carrying Value
ACSPL
ACCHC
OCPL
ACCHC
Alliance Concrete Singapore Pte. Ltd.
PIHPL
Singapore
Cayman
Singapore
B.V.I.
Ready-mixed concrete, leasing
Investment
Ready-mixed concrete
Investment
$ 364,990
568,600
150,290
25,035,828
$ 364,990

568,600

150,290

25,035,828

17,000,000

63,790,798

6,000,000

9,379,303
100.00
4.07
50.00
100.00
$ 254,350
2,859,536
281,236
77,140,314
$ 2,545

11,392,945

164,370

11,945,536

Not applicable

Not applicable

Not applicable

Not applicable
A sub-subsidiary of
the Corporation
A subsidiary of the
Corporation

A sub-subsidiary of
the Corporation

Note: This is not a company limited by shares.

(Concluded)

  • 109 -

TABLE 9

ASIA CEMENT CORPORATION AND SUBSIDIARIES

INVESTMENT IN MAINLAND CHINA YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Investee Company Main Businesses and Products Paid-in Capital Method of
Investment
(Note 2)
Accumulated Outward
Remittance for
Investment from
Taiwan as of
January 1, 2020
Remittance of Funds Remittance of Funds Accumulated Outward
Remittance for
Investment from
Taiwan as of
December 31, 2020
Net Income (Loss) of
the Investee
% Ownership
of Direct or
Indirect
Investment
Investment Gain (Loss)
(Note 1)
Carrying Amount as of
December 31, 2020
Accumulated
Repatriation of
Investment Income as
of December 31, 2020
Outward Inward
SHYLCP
JYDC
WYDC
SHYFCP
OHC
NYLC
NYDC
SIYDCCL
CYCPCL
JYLTC
It manufactures and sells ready-mixed
concrete and cement - related products
It manufactures and sells cement, clinker
and ready-mixed concrete (including
cement - related products).
It manufactures and sells cement, slag
powder and slag cement.
It manufactures and sells ready-mixed
concrete and cement - related products
Investment
It manufactures and sells ready-mixed
concrete and cement - related products
It manufactures and sells cement, slag
powder and slag cement.
Cement, clinker, slag powder and
ready-mixed concrete (including
cement - related products)
It manufactures and sells ready-mixed
concrete and cement - related products
Transportation
US$15,000 (equivalent
to NT$426,450
thousand)
US$356,104 (equivalent
to NT$10,124,037
thousand)
US$36,140 (equivalent
to NT$1,027,460
thousand)
-
US$204,191 (equivalent
to NT$5,805,150
thousand)
RMB60,000 (equivalent
to NT$261,429
thousand)
RMB90,000 (equivalent
to NT$392,144
thousand)
US$368,340 (equivalent
to NT$10,471,906
thousand)
US$4,100 (equivalent to
NT$116,563
thousand)
RMB12,500 (equivalent
to NT$54,464
thousand)
(2)
(2)
(2)
-
(2)
(2)
(2)
(2)
(2)
(2)
US$11,200 (equivalent
to NT$318,416
thousand)
US$93,035 (equivalent
to NT$2,644,985
thousand)
RMB(507,125)
(equivalent to
NT$(2,209,620)
thousand)
US$22,081 (equivalent
to NT$627,763
thousand)
RMB(3,533) (equivalent
to NT$(15,394)
thousand)
US$1,270 (equivalent to
NT$36,106 thousand)
US$54,191 (equivalent
to NT$1,540,650
thousand)
-
-
US$67,585 (equivalent
to NT$1,921,442
thousand)
RMB(140,185)
(equivalent to
NT$(610,807)
thousand)
US$2,023 (equivalent to
NT$57,514 thousand)
-
$ -
-
-
-
-
-
-
-
-
-
$ -
RMB(257,429)
(equivalent to
NT$(1,121,657)
thousand)
-
-
-
-
-
RMB(126,590)
(equivalent to
NT$(551,572)
thousand)
-
-
US$11,200 (equivalent
to NT$318,416
thousand)
US$93,035 (equivalent
to NT$2,644,985
thousand)
RMB(764,554)
(equivalent to
NT$(3,331,276)
thousand)
US$22,081 (equivalent
to NT$627,763
thousand)
RMB(3,533) (equivalent
to NT$(15,394)
thousand)
US$1,270 (equivalent to
NT$36,106 thousand)
US$54,191 (equivalent
to NT$1,540,650
thousand)
-
-
US$67,585 (equivalent
to NT$1,921,442
thousand)
RMB(266,775)
(equivalent to
NT$(1,162,379)
thousand)
US$2,023 (equivalent to
NT$57,514 thousand)
-
RMB(3,902) (equivalent
to NT$(16,725)
thousand)
RMB1,472,201
(equivalent to
NT$6,310,074
thousand)
RMB21,403 (equivalent
to NT$91,736
thousand)
-
RMB305,104 (equivalent
to NT$1,370,722
thousand)
RMB(18,860)
(equivalent to
NT$(80,837)
thousand)
RMB17,379 (equivalent
to NT$74,489
thousand)
RMB930,285 (equivalent
to NT$3,987,341
thousand)
RMB(7,801) (equivalent
to NT$(33,436)
thousand)
RMB6,211 (equivalent to
NT$26,621 thousand)
72.00
68.40
72.00
-

72.00
68.40
52.20

72.00
72.00

70.12
RMB(2,809) (equivalent
to NT$(12,040)
thousand)
RMB1,006,985
(equivalent to
NT$4,316,089
thousand)
RMB15,410 (equivalent
to NT$66,050
thousand)
-
RMB219,675 (equivalent
to NT$941,560
thousand)
RMB12,900 (equivalent
to NT$55,291
thousand)
RMB9,072 (equivalent to
NT$38,884 thousand)
RMB669,806 (equivalent
to NT$2,870,889
thousand)
RMB(5,616) (equivalent
to NT$(24,071)
thousand)
RMB4,355 (equivalent to
NT$18,666 thousand)
RMB7,596 (equivalent to
NT$33,097 thousand)
RMB4,135,942(equivale
nt to NT$18,020,920
thousand)
RMB453,952 (equivalent
to NT$1,977,937
thousand)
-

RMB2,297,530
(equivalent to
NT$10,010,683
thousand)
RMB125,889 (equivalent
to NT$548,517
thousand)

RMB90,936 (equivalent
to NT$396,222
thousand)

RMB3,963,055
(equivalent to
NT$17,267,625
thousand)
RMB53,622 (equivalent
to NT$233,639
thousand)

RMB26,502 (equivalent
to NT$115,473
thousand)

US$800 (equivalent to
NT$22,744 thousand)
US$50,781 (equivalent
to NT$1,443,704
thousand)
RMB764,554 (equivalent
to NT$3,331,276
thousand)

US$4,469 (equivalent to
NT$127,054
thousand)
RMB3,533 (equivalent to
NT$15,394 thousand)
-
US$809 (equivalent to
NT$23,000 thousand)

-
-
US$27,009 (equivalent
to NT$767,866
thousand)
RMB266,775 (equivalent
to NT$1,162,379
thousand)
US$77 (equivalent to
NT$2,189 thousand)
-

(Continued)

  • 110 -
Investee Company Main Businesses and Products Paid-in Capital Method of
Investment
(Note 2)
Accumulated Outward
Remittance for
Investment from
Taiwan as of
January 1, 2020
Remittance of Funds Remittance of Funds Accumulated Outward
Remittance for
Investment from
Taiwan as of
December 31, 2020
Net Income (Loss) of
the Investee
% Ownership
of Direct or
Indirect
Investment
Investment Gain (Loss)
(Note 1)
Carrying Amount as of
December 31, 2020
Accumulated
Repatriation of
Investment Income as
of December 31, 2020
Outward Inward
HYDCCL
CYSPC
SYCPCL
SYTCL
YYDCCL
HGYDC
HYTCL
WYCPCL
WYXC
HZYCCL
HXMC
WAMTC
TZOCCL
Cement, clinker, slag powder and
ready-mixed concrete (including
cement - related products)
Slag powder
It manufactures and sells ready-mixed
concrete and cement - related products
Transportation
Cement, slag powder and ready-mixed
concrete (including cement - related
products)
Cement, clinker, slag powder and
ready-mixed concrete (including
cement - related products)
Transportation
It manufactures and sells ready-mixed
concrete and cement - related products
Cement, clinker, slag powder and
ready-mixed concrete (including
cement - related products)
It manufactures and sells ready-mixed
concrete and cement - related products
Production and sales of limestone
Marine transportation
Cement - related products
US$154,800 (equivalent
to NT$4,400,964
thousand)
-
US$3,300 (equivalent to
NT$93,819 thousand)
US$3,500 (equivalent to
NT$99,505 thousand)
US$35,530 (equivalent
to NT$1,010,118
thousand)
US$86,170 (equivalent
to NT$2,449,813
thousand)
RMB13,000 (equivalent
to NT$56,643
thousand)
RMB60,000 (equivalent
to NT$261,429
thousand)
RMB90,000 (equivalent
to NT$392,144
thousand)
RMB30,000 (equivalent
to NT$130,715
thousand)
RMB10,000 (equivalent
to NT$43,572
thousand)
RMB35,500 (equivalent
to NT$154,679
thousand)
US$16,000 (equivalent
to NT$454,880
thousand)
(2)
-
(2)
(2)
(2)
(2)
(2)
(2)
(2)
(2)
(2)
(2)
(2)
US$44,610 (equivalent
to NT$1,268,262
thousand)
RMB(123,908)
(equivalent to
NT$(539,886)
thousand)
US$980 (equivalent to
NT$27,861 thousand)
US$2,970 (equivalent to
NT$84,437 thousand)
US$2,158 (equivalent to
NT$61,352 thousand)
US$14,833 (equivalent
to NT$421,702
thousand)
US$13,513 (equivalent
to NT$384,175
thousand)
RMB(92,037)
(equivalent to
NT$(401,019)
thousand)
-
-
-
-
-
-
-
$ -
-
-
-
-
-
-
-
-
-
-
-
-
RMB(97,996)
(equivalent to
NT$(426,983)
thousand)
-
-
-
RMB(7,729) (equivalent
to NT$(33,676)
thousand)
RMB(40,871)
(equivalent to
NT$(178,081)
thousand)
-
-
-
-
-
-
-
US$44,610 (equivalent
to NT$1,268,262
thousand)
RMB(221,904)
(equivalent to
NT$(966,869)
thousand)
US$980 (equivalent to
NT$27,861 thousand)
US$2,970 (equivalent to
NT$84,437 thousand)
US$2,158 (equivalent to
NT$61,352 thousand)
US$14,833 (equivalent
to NT$421,702
thousand)
RMB(7,729) (equivalent
to NT$(33,676)
thousand)
US$13,513 (equivalent
to NT$384,175
thousand)
RMB(132,908)
(equivalent to
NT$(579,100)
thousand)
-
-
-
-
-
-
-
RMB301,410 (equivalent
to NT$1,291,888
thousand)
-
RMB(50,650)
(equivalent to
NT$(217,093)
thousand)
RMB2,695 (equivalent to
NT$11,551 thousand)
RMB52,616 (equivalent
to NT$225,520
thousand)
RMB235,032 (equivalent
to NT$1,007,382
thousand)
RMB424 (equivalent to
NT$1,817 thousand)
RMB6,960 (equivalent to
NT$29,832 thousand)
RMB38,370 (equivalent
to NT$164,460
thousand)
RMB7,951 (equivalent to
NT$34,079 thousand)
RMB17,269 (equivalent
to NT$74,018
thousand)
RMB7,167 (equivalent to
NT$30,719 thousand)
RMB9,224 (equivalent to
NT$39,535 thousand)

72.00
-
72.00

72.00
72.00

72.00
72.00

72.00
64.79

28.80
28.80

34.20

72.00
RMB217,015 (equivalent
to NT$930,159
thousand)
-
RMB(36,468)
(equivalent to
NT$(156,307)
thousand)
RMB1,940 (equivalent to
NT$8,315 thousand)
RMB37,883 (equivalent
to NT$162,372
thousand)
RMB169,223 (equivalent
to NT$725,315
thousand)
RMB306 (equivalent to
NT$1,312 thousand)
RMB5,011 (equivalent to
NT$21,478 thousand)
RMB24,426 (equivalent
to NT$104,693
thousand)
RMB2,290 (equivalent to
NT$9,815 thousand)
RMB4,811 (equivalent to
NT$20,621 thousand)
RMB2,404 (equivalent to
NT$10,304 thousand)
RMB6,309 (equivalent to
NT$27,041 thousand)

RMB1,729,844
(equivalent to
NT$7,537,190
thousand)
-
RMB2,173 (equivalent to
NT$9,468 thousand)

RMB33,195 (equivalent
to NT$144,636
thousand)
RMB308,838 (equivalent
to NT$1,345,653
thousand)

RMB929,183 (equivalent
to NT$4,048,590
thousand)
RMB13,622 (equivalent
to NT$59,353
thousand)

RMB70,050 (equivalent
to NT$305,218
thousand)
RMB256,793 (equivalent
to NT$1,118,886
thousand)

RMB14,904 (equivalent
to NT$64,939
thousand)

RMB8,830 (equivalent to
NT$38,474 thousand)

RMB33,004 (equivalent
to NT$143,803
thousand)

RMB67,258 (equivalent
to NT$293,053
thousand)
US$12,990 (equivalent
to NT$369,306
thousand)
RMB221,904 (equivalent
to NT$966,869
thousand)
-

-
US$992 (equivalent to
NT$28,203 thousand)

US$1,016 (equivalent to
NT$28,885 thousand)
RMB7,729 (equivalent to
NT$33,676 thousand)

US$1,837 (equivalent to
NT$52,226 thousand)
RMB132,908 (equivalent
to NT$579,100
thousand)
-
-

-
-

-
-
-

(Continued)

  • 111 -
Investee Company Main Businesses and Products Main Businesses and Products Paid-in Capital Method of
Investment
(Note 2)
Accumulated Outward
Remittance for
Investment from
Taiwan as of
January 1, 2020
Accumulated Outward
Remittance for
Investment from
Taiwan as of
January 1, 2020
Remittance of Funds Remittance of Funds Accumulated Outward
Remittance for
Investment from
Taiwan as of
December 31, 2020
Net Income (Loss) of
the Investee
% Ownership
of Direct or
Indirect
Investment
Investment Gain (Loss)
(Note 1)
Carrying Amount as of
December 31, 2020
Accumulated
Repatriation of
Investment Income as
of December 31, 2020
Outward Inward
SLCL
SLCCL
YDES
RYNM
Cement, clinker, slag powder and
ready-mixed concrete (including
cement - related products)
Cement - related products
Wholesale of chemical products and
machinery equipment, design and
development of computer software
and network technology
Building materials, products and
construction waste
RMB600,000 (equivalent
to NT$2,614,290
thousand)
RMB20,000 (equivalent
to NT$87,143
thousand)
RMB1,763,425
(equivalent to
NT$7,683,507
thousand)
RMB2,000 (equivalent to
NT$8,714 thousand)

(2)
(2)
(2)

(2)
$ -
-
-
-
$ -
-
-
-
$ -
-
-
-
$ -
-
-
-
RMB410,164 (equivalent
to NT$1,758,024
thousand)
RMB(1,677) (equivalent
to NT$((7,188)
thousand)
RMB(23,296)
(equivalent to
NT$(99,850)
thousand)
RMB132,575 (equivalent
to NT$569,016
thousand)

72.00
72.00
28.80

68.40
RMB293,317 (equivalent
to NT$1,257,201
thousand)
RMB(1,207) (equivalent
to NT$(5,173)
thousand)
RMB(6,709) (equivalent
to NT$(28,756)
thousand)
RMB90,806 (equivalent
to NT$389,208
thousand)

RMB1,806,265
(equivalent to
NT$7,870,168
thousand)
RMB(16,221)
(equivalent to
NT$(70,677)
thousand)
RMB502,074 (equivalent
to NT$2,187,612
thousand)
RMB95,435 (equivalent
to NT$415,825
thousand)
$ -
-

-
-
Accumulated Outward Remittance for Investment in
Mainland China as of December 31, 2020
Investment Amounts Authorized by Investment
Commission, MOEA
Upper Limit on the Amount of Investment Stipulated by
Investment Commission, MOEA
US$481,069 (Note 3)
(equivalent to NT$13,676,792 thousand)
RMB(1,397,403)
(equivalent to NT$(6,088,694) thousand)
US$2,284,279
(equivalent to NT$64,942,052 thousand)
(Note 4)

Note 1: The accrual is based on the financial statements audited by independent auditors.

Note 2: The investor companies were incorporated in Mainland China by a company (2) (ACCHC) which was incorporated in the area other than Taiwan and Mainland China in order to invest in Mainland China.

Note 3: As of December 31, 2020, accumulated investments in China Shanshui Cement Group Ltd, which is listed at HKEx, and China Shanshui Investment Company Limited were US$150,620 thousand and US$66,201 thousand, respectively, which were included in Accumulated Outward Remittance for Investment in Mainland China.

Note 4: The Corporation obtained certificate No. 10920439220 from Industrial Development Bureau, Ministry of Economic Affairs, according to the “Regulations Governing the Approval of Investment or Technical Cooperation in Mainland China”, the accumulation of fund is not limited.

Note 5: The foreign currency amounts of original investment amount and carrying value are expressed in New Taiwan dollars at exchange rate as of December 31, 2020 the foreign currency amount of net income is expressed in New Taiwan dollars at average exchange rate for the year ended December 31, 2020.

(Concluded)

  • 112 -

TABLE 10

ASIA CEMENT CORPORATION AND SUBSIDIARIES

BUSINESS RELATIONSHIP AND SIGNIFICANT INTERCOMPANY TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars)

Number Company Name Counterparty Relationship
(Note)
Transaction Details Transaction Details % to Total
Revenue or Assets
Financial Statement Account Amount Transaction Terms
0 The Corporation YTRMC
YSRMC
DCI
KCC
AIC
ACSPL
1
1
1
1
1
1
1
1
1
Accounts receivable
Sales
Accounts receivable
Sales
Other revenue
Sales
Other revenue
Accounts receivable
Sales
$ 372,594
1,905,577
34,112
169,574
26,036
20,900
33,460
82,832
416,394
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
-
2
-
-
-
-
-
-
1
1 NHC The Corporation 2
2
Accounts receivable
Sales
18,906
222,799
Based on regular terms
Based on regular terms
-
-
2 YLT The Corporation 2
2
Accounts receivable
Sales
22,751
134,237
Based on regular terms
Based on regular terms
-
-
3 AEE YLT 3 Sales 28,761 Based on regular terms -
4 YTRMC YTV 3 Other receivables 31,523 Based on regular terms -
5 AOG AOC 1 Finance lease receivables 32,688 Based on regular terms -
6 FMT The Corporation
FDT
YTRMC
NHC
2
1
1
3
3
Sales
Sales
Other revenue
Sales
Sales
96,391
64,769
19,502
50,459
14,156
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
-
-
-
-
-
7 FDT FMT
YLSS
2
2
3
Accounts receivable
Sales
Sales
29,038
60,223
15,489
Based on regular terms
Based on regular terms
Based on regular terms
-
-
-
8 YYDCCL TZOCCL 3 Sales 16,194 Based on regular terms -
9 SIYDCCL CYCPCL
SYCPCL
SLCL
3
3
3
3
1
1
Accounts receivable
Sales
Accounts receivable
Sales
Accounts receivable
Sales
14,164
95,522
25,553
65,454
61,547
474,642
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
-
-
-
-
-
1
(Continued)
  • 113 -
Number Company Name Counterparty Relationship
(Note)
Transaction Details Transaction Details % to Total
Revenue or Assets
Financial Statement Account Amount Transaction Terms
10 HGYDC JYDC
YYDCCL
HYDCCL
ACCHC
3
3
3
3
3
3
2
2
Accounts receivable
Sales
Accounts receivable
Sales
Accounts receivable
Sales
Other receivables
Interest revenue
$ 22,070
96,513
11,001
37,271
51,854
411,455
881,890
10,290
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
-
-
-
-
-
1
-
-
11 SYTCL SIYDCCL
SLCL
3
3
3
3
Accounts receivable
Sales
Accounts receivable
Sales
23,821
67,844
27,826
177,247
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
-
-
-
-
12 SHYLCP JYDC 3 Sales 39,121 Based on regular terms -
13 CYCPCL SYCPCL 3 Accounts receivable 18,818 Based on regular terms -
14 JYDC NYDC
WYDC
YYDCCL
HYDCCL
SHYLCP
NYLC
ACCHC
TZOCCL
RYNM
SIYDCCL
WYXC
1
1
3
3
3
3
3
3
3
1
1
2
2
3
3
3
1
3
3
3
3
Accounts receivable
Sales
Accounts receivable
Sales
Accounts receivable
Sales
Accounts receivable
Sales
Other receivables
Accounts receivable
Sales
Other receivables
Interest revenue
Accounts receivable
Sales
Other receivables
Sales
Other receivables
Other revenue
Accounts receivable
Sales
49,970
366,140
190,370
656,266
234,490
2,240,819
39,923
159,956
131,184
38,348
166,620
2,630,584
46,161
109,686
920,027
131,700
292,589
11,461
20,052
31,841
37,434
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
-
-
-
1
-
3
-
-
-
-
-
1
-
-
1
-
-
-
-
-
-
15 JYLTC JYDC
NYDC
HGYDC
2
2
3
3
3
Accounts receivable
Sales
Accounts receivable
Sales
Sales
46,773
218,348
10,398
63,569
25,950
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
-
-
-
-
-
(Continued)
  • 114 -
Number Company Name Counterparty Relationship
(Note)
Transaction Details Transaction Details % to Total
Revenue or Assets
Financial Statement Account Amount Transaction Terms
16 NYDC JYDC 2
2
Accounts receivable
Sales
$ 207,856
1,163,920
Based on regular terms
Based on regular terms
-
1
17 NYLC JYDC 2
2
Accounts receivable
Sales
14,225
127,293
Based on regular terms
Based on regular terms
-
-
18 RYNM JYDC
YYDCCL
HYDCCL
NYLC
2
3
3
3
Prepayment
Sales
Sales
Sales
647,541
32,242
40,550
19,838
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
-
-
-
-
19 WYDC SYCPCL
ACCHC
3
2
Other receivables
Other receivables
174,491
441,180
Based on regular terms
Based on regular terms
-
-
20 WYCPCL HYDCCL 3 Sales 23,271 Based on regular terms -
21 SLCL SIYDCCL
SYCPCL
SLCCL
2
3
1
Sales
Accounts receivable
Other receivables
30,693
17,003
143,955
Based on regular terms
Based on regular terms
Based on regular terms
-
-
-
22 HYTCL WYDC
HYDCCL
3
2
Sales
Sales
11,996
47,926
Based on regular terms
Based on regular terms
-
23 HYDCCL JYDC
WYDC
SIYDCCL
SYCPCL
ACCHC
WYCPCL
WYXC
SLCL
HGYDC
3
3
3
3
3
2
2
3
3
1
3
3
3
Sales
Sales
Accounts receivable
Sales
Other receivables
Other receivables
Interest revenue
Accounts receivable
Sales
Sales
Accounts receivable
Sales
Sales
59,264
75,418
15,127
60,347
87,246
1,323,539
34,749
50,461
83,518
31,458
13,826
61,027
15,044
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
Based on regular terms
-
-
-
-
-
-
-
-
-
-
-
-
-
24 OIH ACCHC 2 Other receivables 195,767 Based on regular terms -
25 WYXC WYDC 3 Sales 24,020 Based on regular terms -
  • Note: 1. Parent to subsidiary.

  • Subsidiary to parent.

  • Between subsidiaries.

(Concluded)

  • 115 -

TABLE 11

ASIA CEMENT CORPORATION AND SUBSIDIARIES

INFORMATION OF MAJOR SHAREHOLDERS FOR THE YEAR ENDED DECEMBER 31, 2020

Name of Major Shareholder Shares Shares
Number of
Shares
Percentage of
Ownership (%)
FENC
Far Eastern Medical Foundation
750,511,324
181,566,797
22.32
5.40

Note: The information of major shareholders presented in this table is provided by the Taiwan Depository & Clearing Corporation based on the number of ordinary shares and preferred shares held by shareholders with ownership of 5% or greater, that have been issued without physical registration (including treasury shares) by the Corporation as of the last business day for the current quarter. The share capital in the parent company only financial statements may differ from the actual number of shares that have been issued without physical registration because of different preparation basis.

  • 116 -

Asia Cement Corporation

Financial Statements for the Years Ended December 31, 2020 and 2019 and Independent Auditors’ Report

INDEPENDENT AUDITORS’ REPORT

The Board of Directors and Shareholders Asia Cement Corporation

Opinion

We have audited the accompanying financial statements of Asia Cement Corporation (the “Corporation”), which comprise the balance sheets as of December 31, 2020 and 2019, and the statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the financial statements, including a summary of significant accounting policies (collectively referred to as the “financial statements”).

In our opinion, based on our audits and the reports of other auditors (refer to the Other Matter section), the accompanying financial statements present fairly, in all material respects, the financial position of the Corporation as of December 31, 2020 and 2019, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

Basis for Opinion

We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Corporation in accordance with The Norm of Professional Ethics for Certified Public Accountant of the Republic of China, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements for the year ended December 31, 2020. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The key audit matters identified in the Corporation’s financial statements for the year ended December 31, 2020 are stated as follows:

Estimated Impairment of Trade Receivables of Subsidiaries

The estimated provision for impairment of trade receivables is based on the assumptions of defaults and expected loss rates. The assumptions and selection of inputs for impairment calculation are based on the historical experience, existing market conditions as well as the forward-looking estimates of the Corporation’s subsidiaries. When the actual future cash flows are less than expected, a material impairment loss may arise. Because key assumptions and inputs used for measuring expected credit losses

  • 1 -

on trade receivables involve significant judgments and uncertainties, we considered the estimated impairment of trade receivables as one of the key audit matters.

The corresponding audit procedures that we performed for the estimated impairment of trade receivables of the subsidiaries were as follows:

  1. We obtained an understanding of the internal control procedures with respect to management’s allowance for impairment loss of trade receivables.

  2. We evaluated the reasonableness of allowance for impairment loss by testing the aging of trade receivables and by quantifying the potential risk of trade receivables that were overdue at the balance sheet date.

  3. We tested the recoverability of the trade receivables by vouching cash receipts after the balance sheet date.

  4. For the estimated impairment of accounts receivable, we evaluated the adequacy of management’s provision for impairment based on customers’ past default experience, current financial position, any collateral pledged, existing market conditions as well as forward-looking estimates.

Fair Value Measurement of Investment Properties

The Corporation’s and its subsidiaries’ investment properties are subsequently measured using the fair value model and valued by an independent qualified professional appraiser, a member of the ROC certified real estate appraisers, refer to Notes 5 and 15 to the financial statements. Because the valuation of investment properties involves significant judgments and uncertainties, we considered the fair value measurement of investment properties as one of the key audit matters.

The corresponding audit procedures that we performed for the fair value measurement of investment properties were as follows:

  1. We assessed the professional competence and independence of the appraiser engaged by management and we obtained an understanding of the appraiser’s scope of work and process of engagement to confirm that no circumstances affect the appraiser’s independence and limit the scope of his work.

  2. We obtained an understanding of and assessed the reasonableness of management’s assumptions and methods used in the valuation.

  3. We sample-tested items from management’s supporting documents, which include the effective gross income, expenses, and property rights of land and buildings to verify the valuation process used by management and recalculated the fair value of investment properties to assess the reasonableness of management’s calculation.

Other Matter

The financial statements of China Shanshui Cement Group Limited (CSCGL), an associate accounted for using the equity method, were audited by other auditors as of December 31, 2020 and 2019. Our opinion, insofar as it relates to the amounts included in the accompanying financial statements for CSCGL, is based solely on the reports of other auditors. As of December 31, 2020 and 2019, the aggregate carrying value of the equity-method investments in CSCGL was NT$14,380,091 thousand and NT$12,022,105 thousand, respectively, representing 7% and 6%, respectively, of the total assets. For the years ended December 31, 2020 and 2019, the share of profit or loss of CSCGL was NT$2,146,187 thousand and NT$2,211,060 thousand, respectively, representing 14% and 12%, respectively, of the profit before income tax

  • 2 -

Responsibilities of Management and Those Charged with Governance for the Financial Statements

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

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

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

Auditors’ Responsibilities for the Audit of the Financial Statements

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

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

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

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

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

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

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

  6. 3 -

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

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

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

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements for the year ended December 31, 2020 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

The engagement partners on the audits resulting in this independent auditors’ report are Tai, Xin Wei and Fan, Yu Wei.

Deloitte & Touche Taipei, Taiwan Republic of China

March 31, 2021

Notice to Readers

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

For the convenience of readers, the independent auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors’ report and financial statements shall prevail.

  • 4 -

ASIA CEMENT CORPORATION

BALANCE SHEETS DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

ASSETS
CURRENT ASSETS
Cash and cash equivalents (Notes 6 and 30)

Financial assets at fair value through profit or loss - current (Note 7)
Financial assets at fair value through other comprehensive income - current (Notes 8 and 31)
Financial assets at amortized cost (Notes 6, 9 and 30)
Notes receivable
Third parties
Trade receivables
Third parties (Note 10)
Related parties (Notes 10 and 30)
Other receivables (Note 30)
Inventories (Note 11)
Prepayments (Note 17)
Other current assets

Total current assets

NON-CURRENT ASSETS
Investments accounted for using the equity method (Notes 12, 30 and 31)

Financial assets at fair value through other comprehensive income - non-current (Note 8)
Property, plant and equipment (Notes 13, 30 and 31)
Right-of-use assets (Note 14)
Investment properties (Notes 15, 30 and 31)
Intangible assets (Note 16)
Deferred tax assets (Note 25)
Other non-current assets (Notes 17, 21 and 30)

Total non-current assets

TOTAL

LIABILITIES AND EQUITY

CURRENT LIABILITIES
Short-term bills payable (Note 18)

Financial liabilities at fair value through profit or loss - current (Notes 7 and 30)
Contract liabilities - current (Note 23)
Accounts payable and accrued expenses
Third parties
Related parties (Note 30)
Dividends and bonuses payable
Current tax liabilities (Note 25)
Lease liabilities - current (Note 14)
Deferred revenue - current (Note 20)
Current portion of long-term liabilities (Note 19)

Total current liabilities

NON-CURRENT LIABILITIES
Bonds payable (Note 19)
Long-term borrowings (Note 19)
Provisions - non-current
Deferred tax liabilities (Note 25)
Lease liabilities - non-current (Note 14)
Deferred revenue - non-current (Note 20)
Other non-current liabilities

Total non-current liabilities

Total liabilities

EQUITY (Note 22)
Ordinary shares

Capital surplus

Retained earnings
Legal reserve
Special reserve
Unappropriated earnings

Total retained earnings

Other equity

Total equity

TOTAL
2020
Amount
%
$ 4,228,490
2
1,939,437
1
1,899,303
1
1,038,147
-
90,204
-
432,838
-
517,239
-
96,468
-
1,385,906
1
144,765
-

6,637

-


11,779,434

5

146,952,667
68
6,051,238
3
4,137,094
2
477,318
-
42,479,693
20
3,171
-
94,337
-

3,923,293

2

204,118,811
95

$ 215,898,245
100

$ 2,199,722
1
425,693
-
89,566
-
1,717,146
1
165,403
-
235,301
-
326,235
-
76,819
-
75,912
-

9,370,305

5


14,682,102

7

38,800,000
18
3,950,000
2
98,000
-
9,733,184
5
64,629
-
771,981
-

29,790

-


53,447,584
25


68,129,686
32


33,614,472
15


1,492,584

1

18,473,057
9
65,267,773
30

27,842,666
13

111,583,496
52


1,078,007

-

147,768,559
68

$ 215,898,245
100
2019






































































Amount
%
$ 2,475,739
1

1,690,528
1

2,237,578
1

1,763,189
1

80,634
-

513,070
-

447,234
-

75,865
-

1,545,309
1

45,581
-

6,234

-

10,880,961

5
135,143,849
67

6,588,692
3

4,234,288
2

441,661
-

42,114,210
21

4,957
-

16,463
-

4,515,418

2
193,059,538
95
$ 203,940,499
100
$ 10,757,906
5

112,070
-

83,726
-

1,478,744
1

201,804
-

224,335
-

298,368
-

40,370
-

75,912
-

3,000,000

2

16,273,235

8

19,280,807
9

11,795,000
6

98,000
-

9,503,629
5

44,787
-

847,893
-

29,790

-

41,599,906
20

57,873,141
28

33,614,472
17

1,456,054

1

16,727,089
8

64,463,426
32

27,373,840
13
108,564,355
53

2,432,477

1
146,067,358
72
$ 203,940,499
100

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

(With Deloitte & Touche auditors’ report dated March 31, 2021)

  • 5 -

ASIA CEMENT CORPORATION

STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE (Notes 23 and 30)

OPERATING COSTS (Notes 11, 24 and 30)

GROSS PROFIT
UNREALIZED GAIN ON TRANSACTIONS WITH
SUBSIDIARIES AND ASSOCIATES

REALIZED GROSS PROFIT

OPERATING EXPENSES
Administrative expenses (Notes 24 and 30)
Expected credit (gain) loss (Note 10)

Total operating expenses

OPERATING INCOME (LOSS)

NON-OPERATING INCOME AND EXPENSES
Interest income
Other income (Note 24)
Other gains and losses (Note 24)
Finance costs (Note 24)
Share of profit of subsidiaries and associates

Total non-operating income and expenses

PROFIT BEFORE INCOME TAX
INCOME TAX EXPENSE (Note 25)

NET INCOME FOR THE YEAR
2020
Amount
%
$ 8,991,169 100

7,927,392
88

1,063,777 12

(2,479)

-


1,061,298
12

554,056
6

(3,386)

-


550,670

6


510,628

6

241,043
3
484,912
5
(299,831) (3)
(365,013) (4)

14,891,791
165


14,952,902
166

15,463,530 172

753,044

9


14,710,486
163
2019



























Amount
%
$ 8,985,917 100

8,507,992
95

477,925
5

(8,442)

-

469,483

5

678,405
7

3,753

-

682,158

7

(212,675)
(2)

299,327
3

513,468
6

814,110
9

(369,349) (4)

17,111,219
190

18,368,775
204

18,156,100 202

696,427

8

17,459,673
194
(Continued)
  • 6 -

ASIA CEMENT CORPORATION

STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OTHER COMPREHENSIVE INCOME, NET
Items that will not be reclassified subsequently to
profit or loss:
Unrealized (loss) gain on investments in equity
instruments at fair value through other
comprehensive income

Remeasurement of defined benefit plans
Share of other comprehensive (loss) income of
subsidiaries and associates


Items that may be reclassified subsequently to profit
or loss:
Share of other comprehensive loss of subsidiaries
and associates

Other comprehensive (loss) income for the year,
net of income tax

TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

EARNINGS PER SHARE (Note 26)
Basic
Diluted
2020
Amount
%
$ (875,729) (10)
(42,895)
-

(372,105)
(4)


(1,290,729)
(14)


(164,177)
(2)


(1,454,906)
(16)

$ 13,255,580
147

$ 4.70
$ 4.41
2019











Amount
%
$ 329,435
4

467,246
5

2,650,225
29

3,446,906
38

(3,254,043)
(36)

192,863

2
$ 17,652,536
196
$ 5.56
$ 5.25




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

(With Deloitte & Touche auditors’ report dated March 31, 2021) (Concluded)

  • 7 -

ASIA CEMENT CORPORATION

STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

BALANCE AT JANUARY 1, 2019
Appropriation of 2018 earnings
Legal reserve
Special reserve
Cash dividends - $2.8 per share
Changes in capital surplus from investments in subsidiaries and
associates accounted for using the equity method
Net profit for the year ended December 31, 2019
Other comprehensive income (loss) for the year ended
December 31, 2019, net of income tax
Disposal of investments in equity instruments designated as at fair
value through other comprehensive income by associates
Other changes in equity from investments in subsidiaries and
associates accounted for using the equity method

BALANCE AT DECEMBER 31, 2019
Appropriation of 2019 earnings
Legal reserve
Special reserve
Cash dividends - $3 per share
Changes in capital surplus from investments in subsidiaries and
associates accounted for using the equity method
Net profit for the year ended December 31, 2020
Other comprehensive income (loss) for the year ended
December 31, 2020, net of income tax
Actual acquisition of interests in subsidiaries
Changes in percentage of ownership interests in subsidiaries
Disposal of investments in equity instruments designated as at fair
value through other comprehensive income by associates
Other changes in equity from investments in subsidiaries and
associates accounted for using the equity method

BALANCE AT DECEMBER 31, 2020
Share Capital Issued
Shares
Amount
Capital Surplus
3,361,447 $ 33,614,472 $ 1,362,554
-
-
-
-
-
-
-
-
-
-
-
93,500
-
-
-
-
-
-
-
-
-

-

-

-

3,361,447
33,614,472
1,456,054
-
-
-
-
-
-
-
-
-
-
-
36,112
-
-
-
-
-
-
-
-
418
-
-
-
-
-
-

-

-

-


3,361,447
$ 33,614,472
$ 1,492,584
Retained Earnings

Unappropriated
Legal Reserve Special Reserve
Earnings
$ 15,615,380 $ 63,945,145 $ 20,215,361

1,111,709
-
(1,111,709)

-
518,281
(518,281)

-
-
(9,412,052)

-
-
-

-
-
17,459,673

-
-
676,889

-
-
79,711

-

-

(15,752)


16,727,089
64,463,426
27,373,840

1,745,968
-
(1,745,968)

-
804,347
(804,347)

-
-
(10,084,341)

-
-
-

-
-
14,710,486

-
-
(103,026)

-
-
(1,424,920)

-
-
(20,704)

-
-
2,590

-

-

(60,944)

$ 18,473,057
$ 65,267,773
$ 27,842,666
Other Equity Total
$ 2,996,214

-

-

-

-

-

(484,026)

(79,711)

-


2,432,477

-

-

-

-

-

(1,351,880)

-

-

(2,590)

-

$ 1,078,007
Total Equity
$ 137,749,126

-

-

(9,412,052)

93,500

17,459,673

192,863

-

(15,752)
146,067,358

-

-

(10,084,341)

36,112

14,710,486

(1,454,906)

(1,424,502)

(20,704)

-

(60,944)
$ 147,768,559
Exchange
Differences on
Translating the
Unrealized
Gain (Loss) on
Financial Assets
Financial
at Fair Value
Statements of Through Other

Foreign
Comprehensive
Operations
Income
$ (2,641,364) $ 5,268,916

-
-

-
-

-
-

-
-

-
-

(3,271,837)
2,719,118

-
(79,711)

-

-


(5,913,201)
7,908,323

-
-

-
-

-
-

-
-

-
-

(195,754)
(1,491,574)

-
-

-
-

-
(2,590)

-

-

$ (6,108,955)
$ 6,414,159
Gains on
Property
Revaluation
$ 307,728

-

-

-

-

-

77,486

-

-


385,214

-

-

-

-

-

331,756

-

-

-

-

$ 716,970
Cash Flow
Hedge
$ 60,934

-

-

-

-

-

(8,793)

-

-


52,141

-

-

-

-

-

3,692

-

-

-

-

$ 55,833























Shares
3,361,447
-
-
-
-
-
-
-

-

3,361,447
-
-
-
-
-
-
-
-
-

-


3,361,447

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

(With Deloitte & Touche auditors’ report dated March 31, 2021)

  • 8 -

ASIA CEMENT CORPORATION

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax

Adjustments for:
Depreciation expenses
Amortization expenses
Expected credit loss (reversed) recognized on trade receivables
Net loss (gain) on fair value changes of financial assets and
liabilities designated as at fair value through profit or loss
Finance costs
Interest income
Dividend income
Share of profit of subsidiaries and associates

Gain on disposal of property, plant and equipment
Unrealized gain on transactions with subsidiaries and associates
Unrealized loss on foreign exchange
Gain on changes in fair value of investment properties
Changes in operating assets and liabilities:
Notes receivable
Trade receivables
Other receivables
Inventories
Prepayments
Other current assets
Net defined benefit assets
Contract liabilities
Accounts payable and accrued expenses
Deferred revenue

Cash generated from operations
Interest received
Dividend received
Interest paid
Income tax paid

Net cash generated from operating activities

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of financial assets at fair value through other comprehensive
income
Purchase of financial assets at amortized cost
Proceeds from sale of financial assets at amortized cost
Payments for property, plant and equipment
Proceeds from disposal of property, plant and equipment
Decrease in refundable deposits
2020
$ 15,463,530
476,738
2,155
(3,386)
64,714
365,013
(241,043)
(316,139)
(14,891,791)
(509)
2,479
89,606
(363,140)
(9,570)
(1,550)
(25,096)
156,566
(99,184)
(403)
(37,541)
5,840
129,525

(75,912)

690,902
245,536
6,780,804
(208,551)

(562,772)


6,945,919

-
-
695,706
(253,796)
525
567,920
2019
$ 18,156,100

523,626

3,589

3,753

(673,850)

369,349

(299,327)

(422,860)
(17,111,219)

(40)

8,442

143,442

(399,682)

14,578

27,930

(35,221)

67,546

107,544

5,891

(48,810)

43,065

57,642

(75,912)

465,576

288,178

7,345,508

(257,528)

(35,186)

7,806,548

(123,395)

(1,365,160)

-

(183,122)

46

679,526
(Continued)
  • 9 -

ASIA CEMENT CORPORATION

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars)

Payments for intangible assets

Payments for investment properties

Net cash generated from (used in) investing activities

CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in short-term bills payable
Proceeds from issuance of bonds
Repayments of bonds
Proceeds from long-term borrowings
Repayments of long-term borrowings

Decrease in guarantee deposits received
Repayment of the principal portion of lease liabilities
Dividends paid

Acquisition of additional interests in subsidiaries

Net cash used in financing activities

EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE
OF CASH AND CASH EQUIVALENTS HELD IN FOREIGN
CURRENCIES

NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE
YEAR

CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR

The accompanying notes are an integral part of the financial statements.
2020
$ (369)

(2,343)


1,007,643

(8,560,000)
28,800,000
(3,000,000)
4,643,000
(12,488,000)
-
(83,756)
(10,084,585)

(5,390,490)


(6,163,831)


(36,980)

1,752,751

2,475,739

$ 4,228,490
2019
$ (202)

(24,834)

(1,017,141)

(680,000)

10,000,000

(4,000,000)

58,508,000
(61,746,000)

(785)

(86,929)

(9,412,164)

-

(7,417,878)

(61,585)

(690,056)

3,165,795
$ 2,475,739

(With Deloitte & Touche auditors’ report dated March 31, 2021) (Concluded)

  • 10 -

NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

ASIA CEMENT CORPORATION

1. ORGANIZATION AND OPERATIONS

Asia Cement Corporation (the “Corporation”) was incorporated in March 1957. It manufactures and sells cement, clinker, cement-related products and ready-mixed concrete, and engages in leasing activities. The Corporation is also required to undertake reforestation activities in designated areas. The Corporation’s stock have been listed on the Taiwan Stock Exchange since June 1962.

In June 1992 and September 1996, certain shares of the Corporation were sold by Far Eastern New Century Corporation (FENC) in the form of global depositary shares (GDSs). Such GDSs have been quoted through the SEAQ system of the London Stock Exchange and traded through the portal system of the National Association of Securities Dealers, Inc. As of December 31, 2020, the issued and outstanding GDSs aggregated 27,237 units, representing 272,367 shares of the Corporation.

The financial statements are presented in the Corporation’s functional currency, New Taiwan dollar.

2. APPROVAL OF FINANCIAL STATEMENTS

The financial statements were approved by the Corporation’s board of directors and authorized for issue on March 25, 2021.

3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS

  • a. Initial application of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)

Except for the following, the initial application of the IFRSs endorsed and issued into effect by the FSC did not have any material impact on the Corporation’s accounting policies:

Amendment to IFRS 16 “Covid-19 - Related Rent Concessions”

The Corporation elected to apply the practical expedient provided in the amendment to IFRS 16 with respect to rent concessions negotiated with the lessor as a direct consequence of the COVID-19. The related accounting policies are stated in Note 4. Prior to the application of the amendment, the Corporation shall determine whether or not the abovementioned rent concessions need to be accounted for as lease modifications.

The Corporation applied the amendment from January 1, 2020. Because the abovementioned rent concessions affect only in 2020, retrospective application of the amendment has no impact on the retained earnings as of January 1, 2020.

  • 11 -

  • b. The IFRSs endorsed by the FSC for application starting from 2020

New IFRSs
Amendments to IFRS 4 “Extension of the Temporary Exemption from
Applying IFRS 9”

Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16
“Interest Rate Benchmark Reform - Phase 2”
Effective Date
Announced by IASB
Effective immediately upon
promulgation by the IASB
January 1, 2021

As of the date the financial statements were authorized for issue, the Corporation assessed that the application of the above standards and interpretations did not have any material impact on the Corporation’s financial position and financial performance.

  • c. New IFRSs in issue but not yet endorsed and issued into effect by the FSC
New IFRSs
“Annual Improvements to IFRS Standards 2018-2020”

Amendments to IFRS 3 “Reference to the Conceptual Framework”

Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets
between an Investor and its Associate or Joint Venture”

IFRS 17 “Insurance Contracts”

Amendments to IFRS 17

Amendments to IAS 1 “Classification of Liabilities as Current or
Non-current”

Amendments to IAS 1 “Disclosure of Accounting Policies”

Amendments to IAS 8 “Definition of Accounting Estimates”

Amendments to IAS 16 “Property, Plant and Equipment - Proceeds
before Intended Use”

Amendments to IAS 37 “Onerous Contracts - Cost of Fulfilling a
Contract”
Effective Date
Announced by IASB (Note 1)
January 1, 2022 (Note 2)
January 1, 2022 (Note 3)
To be determined by IASB
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2023 (Note 4)
January 1, 2023 (Note 5)
January 1, 2022 (Note 6)
January 1, 2022 (Note 7)
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.

  • Note 2: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoptions of IFRSs” will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.

  • Note 3: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.

  • Note 4: The amendments will be applied prospectively for annual reporting periods beginning on or after January 1, 2023.

  • Note 5: The amendments are applicable to changes in accounting estimates and changes in accounting policies that occur on or after the beginning of the annual reporting period beginning on or after January 1, 2023.

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  • Note 6: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.

  • Note 7: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.

As of the date the financial statements were authorized for issue, the Corporation is continuously assessing the possible impact that the application of above standards and interpretations will have on the Corporation’s financial position and financial performance, and will disclose the relevant impact when the assessment is completed.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  • a. Statement of compliance

The parent company only financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.

  • b. Basis of preparation

The parent company only financial statements have been prepared on the historical cost basis except for financial instruments, investment properties which are measured at fair value and net defined benefit assets which are measured at the present value of the defined benefit obligation less the fair value of plan assets.

The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:

  • 1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;

  • 2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for an asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and

  • 3) Level 3 inputs are unobservable inputs for an asset or liability.

When preparing its parent company only financial statements, the Corporation used equity method to account for its investment in subsidiaries and associates. In order for the amounts of the net profit for the year, other comprehensive income for the year and total equity in the parent company only financial statements to be the same with the amounts attributable to the owner of the Corporation in its consolidated financial statements, adjustments arising from the differences in accounting treatment between parent company only basis and consolidated basis were made to investments accounted for using the equity method, share of profit or loss of subsidiaries and associates, share of other comprehensive income or loss of subsidiaries and associates and related equity items, as appropriate, in the parent company only financial statements.

The properties were leased out to subsidiaries for their operation, and are classified as property plant and equipment in consolidated financial statements. Under IFRSs, these properties are classified as investment properties in parent company only financial statements. In 2014, the subsequent fair value model.

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In order for the amounts of the net profit for the year and total equity in the parent company only financial statements to be the same with the amounts attributable to the owners of the Corporation in its consolidated financial statements, the investment properties leased out to entities were measured at fair value model with the decrease in total equity and net profit for the year recorded in “investments accounted for using the equity method” and “share of profit or loss of subsidiaries and associates”.

  • c. Classification of current and non-current assets and liabilities

Current assets include:

  • 1) Assets held primarily for the purpose of trading;

  • 2) Assets expected to be realized within twelve months after the reporting period; and

  • 3) Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

Current liabilities include:

  • 1) Liabilities held primarily for the purpose of trading;

  • 2) Liabilities due to be settled within 12 months after the reporting period, even if an agreement to refinance, or to reschedule payments, on a long-term basis is completed after the reporting period and before the parent company only financial statements are authorized for issue; and

  • 3) Liabilities for which the Corporation does not have an unconditional right to defer settlement for at least 12 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.

Assets and liabilities that are not classified as current are classified as non-current.

  • d. Foreign currencies

In preparing the parent company only financial statements, transactions in currencies other than the Corporation’s functional currency (i.e., foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.

At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.

Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Exchange differences arising from the retranslation of non-monetary items are included in profit or loss for the period except for exchange differences arising from the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which cases, the exchange differences are also recognized directly in other comprehensive income.

Non-monetary items that are measured at historical cost in a foreign currency are translated using the exchange rate at the date of the transaction.

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For the purpose of presenting parent company only financial statements, the assets and liabilities of the Corporation’s foreign operations (including subsidiaries and associates in other countries that use currencies which are different from the currency of the Corporation) are translated into the presentation currency, the New Taiwan dollar, as follows: Assets and liabilities are translated at the exchange rates prevailing at the end of the reporting period; and income and expense items are translated at the average exchange rates for the period. The resulting currency translation differences are recognized in other comprehensive income.

e. Inventories

Inventories consist of raw materials, supplies, finished goods and work-in-process and are stated at the lower of cost or net realizable value. Inventory write-downs are made by item, except where it may be appropriate to group similar or related items. The net realizable value is the estimated selling price of inventories less all estimated costs of completion and costs necessary to make the sale. Inventories are recorded at weighted-average cost on the balance sheet date.

f. Investment in subsidiaries

The Corporation uses the equity method to account for its investments in subsidiaries.

A subsidiary is an entity that is controlled by the Corporation.

Under the equity method, an investment in a subsidiary is initially recognized at cost and adjusted thereafter to recognize the Corporation’s share of profit or loss and other comprehensive income (loss) of the subsidiary. The Corporation also recognizes the changes in the Corporation’s share of equity of subsidiaries.

Changes in the Corporation’s ownership interest in a subsidiary that do not result in the Corporation losing control of the subsidiary are equity transactions. The Corporation recognizes directly in equity any difference between the carrying amount of the investment and the fair value of the consideration paid or received.

Any excess of the cost of acquisition over the Corporation’s share of net fair value of the identifiable assets and liabilities of a subsidiary at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any excess of the Corporation’s share of net fair value of the identifiable assets and liabilities over the cost of acquisition is recognized immediately in profit or loss.

The Corporation assesses its investment for any impairment by comparing the carrying amount with the estimated recoverable amount as assessed based on the entire financial statements of the invested company. Impairment loss is recognized when the carrying amount exceeds the recoverable amount. If the recoverable amount of the investment subsequently increases, the Corporation recognizes the reversal of the impairment loss; the adjusted post-reversal carrying amount should not exceed the carrying amount that would have been recognized (net of amortization or depreciation) had no impairment loss been recognized in prior years. An impairment loss recognized on goodwill cannot be reversed in a subsequent period.

When the Corporation loses control of a subsidiary, it recognizes the investment retained in the former subsidiary at its fair value at the date when control is lost. The difference between the fair value of the retained investment plus any consideration received and the carrying amount of the previous investment at the date when control is lost is recognized as a gain or loss in profit or loss. Besides, the Corporation accounts for all amounts previously recognized in other comprehensive income in relation to that subsidiary on the same basis as would be required if the Corporation had directly disposed of the related assets or liabilities.

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Profits or losses resulting from downstream transactions are eliminated in full only in the parent company only financial statements. Profits and losses resulting from upstream transactions and transactions between subsidiaries are recognized only in the parent company only financial statements only to the extent of interests in the subsidiaries that are not related to the Corporation.

  • g. Investment in associates

An associate is an entity over which the Corporation has significant influence and which is neither a subsidiary nor an interest in a joint venture.

The Corporation uses the equity method to account for its investments in associates.

Under the equity method, investments in an associate are initially recognized at cost and adjusted thereafter to recognize the Corporation’s share of profit or loss and other comprehensive income of the associate. The Corporation also recognizes the changes in the Corporation’s share of equity of associates.

Any excess of the cost of acquisition over the Corporation’s share of net fair value of the identifiable assets and liabilities of an associate at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any excess of the Corporation’s share of net fair value of the identifiable assets and liabilities over the cost of acquisition, after reassessment, is recognized immediately in profit or loss.

When the Corporation subscribes for additional new shares of an associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Corporation’s proportionate interest in the associate. The Corporation records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus - changes in capital surplus from investments in associates accounted for using the equity method. If the Corporation’s ownership interest is reduced due to its additional subscription of the new shares of the associate, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate is reclassified to profit or loss on the same basis as would be required if the investee had directly disposed of the related assets or liabilities. When the adjustment should be debited to capital surplus, but the capital surplus recognized from investments accounted for using the equity method is insufficient, the shortage is debited to retained earnings.

The entire carrying amount of an investment (including goodwill) is tested for impairment as a single asset by comparing its recoverable amount with its carrying amount. Any impairment loss recognized is deducted from the carrying amount of the investment. Any reversal of that impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases.

When the Corporation transacts with its associate, profits and losses resulting from the transactions with the associate are recognized in the parent company only financial statements only to the extent of unrelated parties’ interests in the associate.

The Corporation’s share of comprehensive income of associates is recognized using the treasury stock method if there are reciprocal holdings between investors and investees. The reciprocally held shares of the Corporation are treated as treasury stocks and are deducted from the outstanding shares in computing basic earnings per share.

  • h. Property, plant and equipment

Property, plant and equipment are stated at cost, less accumulated depreciation and accumulated impairment loss. Major renewals and betterments are capitalized, while maintenance and repairs are expensed currently.

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Properties in the course of construction are depreciated and classified to the appropriate categories of property, plant and equipment when completed and ready for intended use.

Except for freehold land which is not depreciated, the depreciation of property, plant and equipment is recognized using the fixed-percentage-on-declining-balance method or the straight-line method. Each significant part is depreciated separately. The estimated useful lives, residual values and depreciation methods are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

On derecognition of an item of property, plant and equipment, the difference between the sales proceeds and the carrying amount of the asset is recognized in profit or loss.

i. Investment properties

Investment properties are properties held to earn rentals and/or for capital appreciation. Investment properties also include land held for a currently undetermined future use.

Freehold investment properties are initially measured at cost, including transaction costs, and are subsequently measured using the fair value model. Changes in the fair value of investment properties are included in profit or loss for the period in which they arise.

For a transfer from property, plant and equipment to investment property at the end of owner-occupation, any difference between the fair value and the carrying amount of the property at the date of transfer is recognized in other comprehensive income.

On derecognition of an investment property, the difference between the net disposal proceeds and the carrying amount of the asset is included in profit or loss.

  • j. Intangible assets

Intangible assets with finite useful lives that are acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment loss. Amortization is recognized on a straight-line basis. The estimated useful life, residual value, and amortization method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.

On derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.

  • k. Impairment of property, plant and equipment, right-of-use asset and intangible assets other than goodwill

At the end of each reporting period, the Corporation reviews the carrying amounts of its property, plant and equipment, right-of-use asset and intangible assets, excluding goodwill, to determine whether there is any indication that those assets have suffered any impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Corporation estimates the recoverable amount of the cash-generating unit to which the asset belongs. Corporate assets are allocated to the smallest group of cash-generating units on a reasonable and consistent basis of allocation.

The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.

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When an impairment loss is subsequently reversed, the carrying amount of the corresponding asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized on the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized in profit or loss.

  • l. Financial instruments

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

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to an acquisition or issuance of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.

Financial assets

All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.

  • 1) Measurement category

Financial assets are classified into the following categories: Financial assets at FVTPL, financial assets at amortized cost, and investments in equity instruments at FVTOCI.

  • a) Financial assets at FVTPL

Financial asset is classified as at FVTPL when the financial asset is mandatorily classified as at FVTPL. Financial assets mandatorily classified as at FVTPL include investments in equity instruments which are not designated as at FVTOCI and debt instruments that do not meet the amortized cost criteria or the FVTOCI criteria.

Financial assets at FVTPL are subsequently measured at fair value, and any dividends or interest earned on such financial assets are recognized in other income and interest income, respectively; any remeasurement gains or losses on such financial assets are recognized in other gains or losses. Fair value is determined in the manner described in Note 29.

  • b) Financial assets at amortized cost

Financial assets that meet the following conditions are subsequently measured at amortized cost:

  • i. The financial asset is held within a business model whose objective is to hold financial asset in order to collect contractual cash flows; and

  • ii. The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

Subsequent to initial recognition, financial assets at amortized cost, including cash and cash equivalents, trade receivables, other receivables and debt instruments at amortized cost, are measured at amortized cost, which is the gross carrying amount determined by the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.

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Interest income is calculated by applying the effective interest rate to the gross carrying amount of the financial asset.

Cash equivalents include time deposits, bonds sold under repurchase agreements and commercial papers with original maturities within 3 months from the date of acquisition, which are highly liquid, readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments.

  • c) Investments in equity instruments at FVTOCI

On initial recognition, the Corporation may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.

Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments, instead, they will be transferred to retained earnings.

Dividends on these investments in equity instruments are recognized in profit or loss when the Corporation’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.

  • 2) Impairment of financial assets

The Corporation recognizes a loss allowance for expected credit losses (ECLs) on financial assets at amortized cost (including trade receivables) as well as finance lease receivables at the end of each reporting period.

The Corporation always recognizes lifetime ECLs for trade receivables. For all other financial instruments and finance lease receivables, the Corporation recognizes lifetime ECLs when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on the financial instrument has not increased significantly since initial recognition, the Corporation measures the loss allowance for that financial instrument at an amount equal to 12-month ECLs.

ECLs reflect the weighted average of credit losses with the respective risks of default occurring as the weights. Lifetime ECLs represent the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECLs represent the portion of lifetime ECLs that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.

Impairment loss on all financial instruments is recognized with a corresponding adjustment to their carrying amount through a loss allowance account.

  • 3) Derecognition of financial assets

The Corporation derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.

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On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. On derecognition of an investment in an equity instrument at FVTOCI, the cumulative gain or loss which had been recognized in other comprehensive income is transferred directly to retained earnings, without recycling through profit or loss.

Financial liabilities

  • 1) Subsequent measurement

Except the following situation, all financial liabilities are measured at amortized cost using the effective interest method:

Financial liabilities are held for trading and are stated at fair value, with any gain or loss arising on remeasurement recognized in profit or loss and any interest paid on such liabilities is recognized in finance costs. The net gain or loss recognized in profit or loss does not incorporate any interest or dividends paid on the financial liability. Fair value is determined in the manner described in Note 29.

  • 2) Derecognition of financial liabilities

The difference between the carrying amount of the financial liability derecognized and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

Convertible bonds

The component parts of convertible bonds issued by the Corporation are classified separately as financial liabilities and equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.

On initial recognition, the fair value of the liability component is estimated using the prevailing market interest rate for similar non-convertible instruments. This amount is recorded as a liability on an amortized cost basis using the effective interest method until extinguished upon conversion or upon the instrument’s maturity date. Any embedded derivative liability is measured at fair value.

The conversion option classified as equity is determined by deducting the amount of the liability component from the fair value of the compound instrument as a whole. This is recognized and included in equity, net of income tax effects, and is not subsequently remeasured. In addition, the conversion option classified as equity will remain in equity until the conversion option is exercised; in which case, the balance recognized in equity will be transferred to capital surplus - share premiums. When the conversion option remains unexercised at maturity, the balance recognized in equity will be transferred to capital surplus - share premiums.

Transaction costs that relate to the issuance of the convertible notes are allocated to the liability and equity components in proportion to the allocation of the gross proceeds. Transaction costs relating to the liability component are included in the carrying amount of the liability component. Transaction costs relating to the equity component are recognized directly in equity.

Derivative financial instruments

The Corporation enters into cross-currency swap contracts to manage its exposure to interest rate and foreign exchange rate risks.

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Derivatives are initially recognized at fair value at the date the derivative contracts are entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in profit or loss immediately. When the fair value of a derivative financial instrument is positive, the derivative is recognized as a financial asset; when the fair value of a derivative financial instrument is negative, the derivative is recognized as a financial liability.

Derivatives embedded in hybrid contracts that contain financial asset hosts that is within the scope of IFRS 9 are not separated; instead, the classification is determined in accordance with the entire hybrid contract. Derivatives embedded in non-derivative host contracts that are not financial assets that is within the scope of IFRS 9 (e.g. financial liabilities) are treated as separate derivatives when they meet the definition of a derivative; their risks and characteristics are not closely related to those of the host contracts; and the mixed contracts are not measured at FVTPL.

m. Provisions

Provisions are measured at the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows

n. Revenue recognition

The Corporation identifies the contract with the customers, identifies the performance obligations in the contract, allocates the transaction price to the performance obligations, and recognizes revenue when performance obligations are satisfied.

When another party is involved in providing goods or services to a customer, the Corporation is a principal if it controls the specified good or service before that good or service is transferred to a customer; otherwise, the Corporation is acting as an agent. The principal recognizes revenues and costs associated with providing the goods or services at the gross amount, while an agent recognizes revenue at the net amount. When a specified good or service is a distinct good or service, the Corporation determines whether it is a principal or an agent for each specified good or service.

The Corporation is a principal if it obtains control of any one of the following:

  • 1) Before the good or another asset transfers to the customer, the Corporation acquire the good or the control of asset from another party.

  • 2) The right to a service to be performed by another party which gives the Corporation the ability to direct that party to provide the service to the customer on its behalf.

  • 3) A good or service from another party that it then combines with other goods or services in providing a specified good or service to the customer.

Indicators to support the Corporation’s assessment of whether it controls a specified good or service include, but are not limited to, the following:

  • 1) The Corporation is primarily responsible for fulfilling the promise to provide the specified good or service.

  • 2) The Corporation has inventory risk before or after the specified good or service is transferred to the customer.

  • 3) The Corporation has discretion in establishing the price of the specified good or service.

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o. Leases

At the inception of a contract, the Corporation assesses whether the contract is, or contains, a lease.

For a contract that contains a lease component and non-lease components, the Corporation allocates the consideration in the contract to each component on the basis of the relative stand-alone price and accounts for each component separately.

1) The Corporation as lessor

Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.

Under finance leases, the lease payments comprise fixed payments, variable lease payments which depend on an index or a rate, and residual value guarantees. The net investment in a lease is measured at (a) the present value of the sum of the lease payments receivable by a lessor and any unguaranteed residual value accrued to the lessor plus (b) initial direct costs and is presented as a finance lease receivable. Finance lease income is allocated to the relevant accounting periods so as to reflect a constant, periodic rate of return on the Corporation’s net investment outstanding in respect of leases.

Lease payments from operating leases are recognized as income on a straight-line basis over the terms of the relevant leases. Initial direct costs incurred in obtaining operating leases are added to the carrying amounts of the underlying assets and recognized as expenses on a straight-line basis over the lease terms.

Variable lease payments that do not depend on an index or a rate are recognized as income in the periods in which they are incurred.

When a lease includes both land and building elements, the Corporation assesses the classification of each element separately as a finance or an operating lease based on the assessment as to whether substantially all the risks and rewards incidental to ownership of each element have been transferred to the lessee. The lease payments are allocated between the land and the building elements in proportion to the relative fair values of the leasehold interests in the land element and building element of the lease at the inception of a contract. If the allocation of the lease payments can be made reliably, each element is accounted for separately in accordance with its lease classification. When the lease payments cannot be allocated reliably between the land and building elements, the entire lease is generally classified as a finance lease unless it is clear that both elements are operating leases; in which case, the entire lease is classified as an operating lease.

2) The Corporation as lessee

The Corporation recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease, except for short-term leases and low-value asset leases accounted for applying a recognition exemption where lease payments are recognized as expenses on a straight-line basis over the lease terms.

Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities adjusted for lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs needed to restore the underlying assets, and less any lease incentives received. Right-of-use assets are subsequently measured at cost less accumulated depreciation and impairment losses and adjusted for any remeasurement of the lease liabilities. Right-of-use assets are presented on a separate line in the balance sheets.

Right-of-use assets are depreciated using the straight-line method from the commencement dates to the earlier of the end of the useful lives of the right-of-use assets or the end of the lease terms.

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Lease liabilities are initially measured at the present value of the lease payments, which comprise fixed payments and variable lease payments which depend on an index or a rate. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily determined. If that rate cannot be readily determined, the Corporation uses the lessee’s incremental borrowing rate.

Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. When there is a change in a lease term or a change in future lease payments resulting from a change in an index or a rate used to determine those payments, the Corporation remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. For a lease modification that is not accounted for as a separate lease, the Corporation accounts for the remeasurement of the lease liability by (a) decreasing the carrying amount of the right-of-use asset of lease modifications that decreased the scope of the lease, and recognizing in profit or loss any gain or loss on the partial or full termination of the lease; (b) making a corresponding adjustment to the right-of-use asset of all other lease modifications. Lease liabilities are presented on a separate line in the balance sheets.

The Corporation negotiates with the lessor for rent concessions as a direct consequence of the Covid-19 to change the lease payments originally due by June 30, 2021, that results in the revised consideration for the lease substantially the same as, or less than, the consideration for the lease immediately preceding the change. There is no substantive change to other terms and conditions. The Corporation elects to apply the practical expedient to all of these rent concessions and, therefore, does not assess whether the rent concessions are lease modifications. Instead, the Corporation recognizes the reduction in lease payment in profit or loss as a deduction of expenses of variable lease payments, in the period in which the events or conditions that trigger the concession occur (recognized in other gains and losses), and makes a corresponding adjustment to the lease liability.

Variable lease payments that do not depend on an index or a rate are recognized as expenses in the periods in which they are incurred.

  • p. Employee benefits

  • 1) Short-term employee benefits

Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related services.

2) Retirement benefits

Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions.

Defined benefit costs (including service cost, net interest and remeasurement) under defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost (including current service cost, past service cost, as well as gains and losses on settlements) and net interest on the net defined benefit liabilities (assets) are recognized as employee benefits expense in the period in which they occur. Remeasurement, comprising actuarial gains and losses and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which it occurs. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss.

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Net defined benefit liabilities (assets) represent the actual deficit (surplus) in the Corporation’s defined benefit plans. Any surplus resulting from this calculation is limited to the present value of any refunds from the plans or reductions in future contributions to the plans.

  • 3) Termination benefits

A liability for a termination benefit is recognized at the earlier of when the Corporation can no longer withdraw the offer of the termination benefit and when the Corporation recognizes any related restructuring costs.

  • q. Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

1) Current tax

Income tax payable (recoverable) is based on taxable profit (loss) for the year determined according to the applicable tax laws of each tax jurisdiction.

According to the Income Tax Law in the ROC, an additional tax of unappropriated earnings is provided for as income tax in the year the shareholders approve to retain earnings.

Adjustments of prior years’ tax liabilities are added to or deducted from the current year’s tax provision.

  • 2) Deferred tax

Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the parent company only financial statements and the corresponding tax bases used in the computation of taxable profit.

Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.

Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and associates, except where the Corporation is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

  • 24 -

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realized, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Corporation expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities. If investment properties measured using the fair value model are non-depreciable assets, or are held under a business model whose objective is not to consume substantially all of the economic benefits embodied in the assets over time, the carrying amounts of such assets are presumed to be recovered entirely through sale.

  • 2) Current tax and deferred tax for the year

Current tax and deferred tax are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income, in which case, the current tax and deferred tax are also recognized in other comprehensive income, respectively.

5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Corporation’s accounting policies, management is required to make judgments, estimations and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.

The Corporation considers the economic implications of the COVID-19 when making its critical accounting estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised if the revisions affect only that period or in the period of the revisions and future periods if the revisions affect both current and future periods.

Key Sources of Estimation Uncertainty

Fair value measurements and valuation process

If some of the Corporation’s assets and liabilities measured at fair value have no quoted prices in active markets, the Corporation determines whether to engage third party qualified appraisers for the application of appropriate valuation techniques for fair value measurements in accordance with related regulations or professional standards.

Where Level 1 inputs are not available, the engaged appraisers would determine appropriate inputs by referring to the existing lease contracts and rentals of similar properties in the vicinity of the Corporation’s investment properties. If the actual changes of inputs in the future differ from expectation, fair value might vary accordingly.

Information about the valuation techniques and inputs used in determining the fair value of various assets and liabilities is disclosed in Note 15.

  • 25 -

6. CASH AND CASH EQUIVALENTS

Checking accounts and demand deposits

Petty cash
Cash on hand
Cash equivalents (investments with original maturities of less than 3
months)
Time deposits
Repurchase agreements collateralized by bonds

December 31 December 31


2020
$ 1,951,736

815
331
1,281,913
993,695

$ 4,228,490
2019
$ 778,468
815
345
1,346,850

349,261
$ 2,475,739

The market rate intervals of time deposits and repurchase agreements collateralized by bonds at the end of the reporting period were as follows:

Time deposits
Repurchase agreements collateralized by bonds
**December 31 **
2020
2019
2.32%-2.91%
2.33%-2.40%
0.42%-0.55%
0.53%-2.36%

Time deposits with original maturities of more than 3 months in the amounts of $1,038,147 thousand and $1,763,189 thousand as of December 31, 2020 and 2019, respectively, are classified as financial assets at amortized cost in the balance sheets. Refer to Note 9.

7. FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS - CURRENT

Financial assets at FVTPL
Financial assets mandatorily classified as at FVTPL
Derivative financial assets (not under hedge accounting)
Bond options (Note 19)

Non-derivative financial assets
Beneficiary certificates
Listed stocks


Financial liabilities at FVTPL
Financial liabilities held for trading
Derivative financial liabilities (not under hedge accounting)
Bond options (Note 19)

Cross-currency swap contracts

December 31 December 31





2020
$ 94,743

273,100
1,571,594

$ 1,939,437

$ -

425,693

$ 425,693
2019
$ -
204,700

1,485,828
$ 1,690,528
$ 81,724

30,346
$ 112,070
  • 26 -

The Corporation entered into cross-currency swap contracts to manage exposures to exchange rate fluctuations. The Corporation’s financial hedging strategy is to avoid most of the cash flow risk exposure. As of December 31, 2020 and 2019, outstanding cross-currency swap contracts not under hedge accounting were as follows:

Notional Amounts Range of Interest Range of Interest
(In Thousands) Maturity Date Rates Paid Rates Received
US$215,000 2021.9.15 - 2.68%-2.80%

8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME

Domestic investments
Listed stocks

Unlisted stocks


Foreign investments
Unlisted stocks

**December 31 ** **December 31 ** **December 31 ** **December 31 ** **December 31 **
2020



2019




Current

$ 1,899,303

-


1,899,303


-

$ 1,899,303
Non-current
$ 5,177,016

591,992


5,769,008


282,230

$ 6,051,238
Current

$ 2,237,578

-


2,237,578


-

$ 2,237,578
Non-current
$ 5,513,975

586,459

6,100,434

488,258
$ 6,588,692

These investments in equity instruments are not held for trading. Instead, they are held for medium to long-term strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in these investments’ fair value in profit or loss would not be consistent with the Corporation’s strategy of holding these investments for long-term purposes.

Refer to Note 31 for information relating to financial assets at fair value through other comprehensive income pledged as collaterals.

9. FINANCIAL ASSETS AT AMORTIZED COST

Time deposits with original maturities of more than 3 months
December 31 December 31
2020
$ 1,038,147
2019
$ 1,763,189

Based on the Corporation’s assessment, the credit risk of these financial assets is not expected to be high and has not increased since initial recognition.

  • 27 -

10. TRADE RECEIVABLES

At amortized cost
Trade receivables - sales

Operating lease receivable
Less: Allowance for impairment loss - sales

December 31 December 31


2020
$ 906,585

50,365
(6,873)

$ 950,077
2019
$ 947,444
23,119

(10,259)
$ 960,304

Trade Receivables - Sales

The average credit period of receivables from sales of goods was 30-150 days. Specific customers with good credit records were given longer credit period occasionally.

The Corporation reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts. The Corporation obtains sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults.

The Corporation measures the loss allowance for trade receivables at an amount equal to lifetime ECLs. The expected credit losses on trade receivables are estimated by reference to past default experience of the debtor and an analysis of the debtor’s current financial position, adjusted for general economic conditions of the industry in which the debtors operate and an assessment of both the current as well as the forecast direction of economic conditions at the reporting date.

The Corporation writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. For trade receivables that have been written off, the Corporation continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.

December 31, 2020


Gross carrying amount

Loss allowance (lifetime ECLs)


Amortized cost

December 31, 2019

Gross carrying amount

Loss allowance (lifetime ECLs)


Amortized cost
Less than
90 Days
$ 855,918

-

$ 855,918

Less than
90 Days
$ 887,685

-

$ 887,685
91 to 180
Days
$ 18,486

(6,873)

$ 11,613

91 to 180
Days
$ 26,783

(10,259)

$ 16,524
181 to 365
Days
$ 25,621

-

$ 25,621

181 to 365
Days
$ 29,518

-

$ 29,518
Over 366
Days
$ 6,560

-

$ 6,560

Over 366
Days
$ 3,458

-

$ 3,458
Total
$ 906,585

(6,873)
$ 899,712
Total
$ 947,444

(10,259)
$ 937,185

The above aging schedule was based on the invoice date.

  • 28 -

The movements of the loss allowance of trade receivables were as follows:

Balance at January 1
Add: (Reversal of) impairment losses recognized on receivables
Balance at December 31
December 31


2020
$ 10,259


(3,386)

$ 6,873
2019
$ 6,506

3,753
$ 10,259

11. INVENTORIES

Finished goods

Work in progress
Raw materials
Supplies

**December 31 ** **December 31 **


2020
$ 177,397

343,894
524,093
340,522

$ 1,385,906
2019
$ 167,759
421,293
644,380

311,877
$ 1,545,309

The cost of inventories recognized as cost of goods sold for the years ended December 31, 2020 and 2019 were $7,736,880 thousand and $8,339,743 thousand, respectively.

12. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

Investments in subsidiaries

Investments in associates


Less: Effect of investment properties at fair value method

December 31 December 31




2020
$ 87,727,372

62,230,502

149,957,874

3,005,207

$ 146,952,667
2019
$ 74,533,619
63,580,304
138,113,923
2,970,074
$ 135,143,849

a. Investments in subsidiaries

Listed stocks
Asia Cement (China) Holdings Corp. (ACCHC)

Unlisted stocks
Der Ching Investment Corp. (DCI)
Chiahui Power Corp. (CHP)
Asia Cement (Singapore) Pte. Ltd. (ACSPL)
Asia Investment Corp. (AIC)
December 31 December 31
2020
$ 47,586,336

14,281,783
10,353,439
4,723,244
3,960,734
2019
$ 41,411,828

13,656,200

6,059,603

4,141,226

3,243,862
(Continued)
  • 29 -
Ya Tung Ready-Mixed Concrete Corp. (YTRMC)

Yuan Long Stainless Steel Corp. (YLSS)
Fu Ming Transport Corp. (FMT)
Nan Hwa Cement Corp. (NHC)
Yali Transport Corp. (YLT)
Asia Engineering Enterprise Corp. (AEE)
Ya Li Precast and Prestressed Concrete Industries Corp.
(YLPPC)
Sunrise Industrial Holdings Ltd. (SIHL)


**December 31 ** **December 31 **



2020
$ 2,509,572
1,940,989
1,473,729
321,626
256,364
178,713
87,216

53,627


40,141,036

$ 87,727,372
2019
$ 1,801,331

1,969,817

1,410,458

261,372

265,154

182,274

75,572

54,922

33,121,791
$ 74,533,619
(Concluded)

At the end of the reporting period, the percentages of owners’ voting rights in subsidiaries held by the Corporation were as follows:

Name of Subsidiary
ACCHC
DCI
CHP
ACSPL
AIC
YTRMC
YLSS
FMT
NHC
YLT
AEE
YLPPC
SIHL
December 31
2020
2019
67.73%
67.73%
99.99%
99.99%
99.69%
59.59%
99.96%
99.96%
100.00%
100.00%
99.99%
99.99%
100.00%
100.00%
99.95%
99.82%
99.98%
99.94%
51.61%
51.00%
99.74%
98.23%
83.92%
83.81%
100.00%
100.00%

From April to December 2020, the Corporation acquired non-controlling interests in subsidiaries, including CHP, YTRMC, DCI, FMT, NHC, AEE, YLT and YLPPC; refer to Note 27.

Fair values (Level 1) of investments in subsidiaries with available published price quotation are summarized as follows:

Name of Subsidiary
ACCHC
**December 31 ** **December 31 **
2020
$ 27,332,515
2019
$ 47,174,102
  • 30 -

b. Investment in associates

Material associates
Listed stocks
Far Eastern New Century Corporation (FENC)

U-Ming Marine Transport Corp. (U-Ming)
CSCGL


Associates that are not individually material
Unlisted stocks
Yuan Ding Leasing Corp. (YDC)
Yue Yuan Investment Corp. (YYI)
Oriental Securities Corp. (OSC)
FEDS Development Ltd. (FEDSDL)
Yuan Ding Leasing Corp. (YDLC)
Everstrong Iron & Steel Foundry Ltd. (EISF)


December 31 December 31





2020
$ 38,290,925
9,022,163

6,277,053


53,590,141

3,149,431
2,453,784
1,942,089
634,350
377,260

83,447


8,640,361

$ 62,230,502
2019
$ 39,074,139

10,462,271

5,248,933

54,785,343

3,218,379

2,560,533

1,921,049

640,867

373,481

80,652

8,794,961
$ 63,580,304

At the end of the reporting period, the percentages of owners’ voting rights in associates held by the Corporation were as follows:

Name of Associate
FENC
U-Ming
CSCGL
YDC
YYI
OSC
FEDSDL
YDLC
EISF
December 31
2020
2019
23.77%
23.77%
39.25%
39.25%
7.62%
7.62%
35.50%
35.50%
29.92%
29.92%
18.93%
18.93%
25.00%
25.00%
43.60%
43.60%
40.40%
40.40%

The Corporation is the single largest shareholder with 39.25% and 23.77% of the voting rights of associates U-Ming and FENC, respectively. Considering the size of the Corporation’s holding of voting rights relative to the size and dispersion of holdings of the other shareholders and the voting patterns at previous shareholders’ meetings, which indicate that other shareholders are not passive, the Corporation is not able to appoint more than half of the members of those charged with governance of U-Ming and FENC. Consequently, the Corporation considered and classified U-Ming and FENC as associates of the Corporation as it is merely able exercise significant influence over U-Ming and FENC.

  • 31 -

As of December 31, 2020 and 2019, the information of associates was as follows:

  • 1) Fair values (Level 1) of investments in associates with available published price quotation are summarized as follows:
Name of Associate
FENC

U-Ming

CSCGL
December 31 December 31


2020
$ 36,832,422

$ 12,239,773

$ 2,212,530
2019
$ 37,977,471
$ 11,145,159
$ 3,865,702
  • 2) The summarized financial information in respect of the Corporation’s material associates is set out below:

FENC:

Current assets

Non-current assets

Current liabilities
Non-current liabilities

Equity

Proportion of the Corporation’s ownership
Equity attributable to the Corporation
Cross shareholdings

Carrying amount


Operating revenue

Net profit for the year

Other comprehensive loss

Total comprehensive income for the year

Dividends received from FENC

U-Ming:
Current assets

Non-current assets
Current liabilities
Non-current liabilities

Equity
Proportion of the Corporation’s ownership
Equity attributable to the Corporation
Unrealized gain or loss with associates

Carrying amount
December 31 December 31
2020
2019
$ 30,257,013 $ 31,823,888
296,195,063 297,297,715
22,380,382
24,007,226
100,042,507
100,592,089
204,029,187 204,522,288
23.77%
23.77%
48,497,738
48,614,948

(10,206,813)

(9,540,809)
$ 38,290,925
$ 39,074,139
**For the Year Ended December 31 **




2020
2019
$ 38,768,801
$ 46,477,960
$ 8,062,699 $ 10,732,669

(26,143)

(186,100)
$ 8,036,556
$ 10,546,569
$ 1,908,416
$ 2,290,099
December 31



2020
$ 2,088,840
47,537,505
14,349,470

12,101,381

23,175,494
39.25%
9,096,382

(74,219)

$ 9,022,163
2019
$ 2,225,116

49,594,962

11,281,141

13,694,378

26,844,559

39.25%

10,536,490

(74,219)
$ 10,462,271
  • 32 -

Operating revenue

Net profit for the year

Other comprehensive (loss) income

Total comprehensive (loss) income for the year

Dividends received from U-Ming

CSCGL:
Current assets

Non-current assets
Current liabilities
Non-current liabilities
Non-controlling interests

Equity attributable to CSCGL
Proportion of the Corporation’s ownership
Equity attributable to the Corporation
Goodwill
Quarry right

Carrying amount


Operating revenue

Net profit for the year

Other comprehensive income

Total comprehensive income for the year
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **




2020
2019
$ 1,039,426
$ 1,062,972
$ 878,425
$ 1,621,695
(2,941,713)

1,118,819
$ (2,063,288)
$ 2,740,514
$ 630,232
$ 597,062
**December 31 **
2020
2019
$ 31,277,287 $ 26,673,504
89,317,484
88,426,257
42,872,156
47,973,181
8,522,285
13,066,715

780,884

442,928
68,419,446
53,616,937
7.62%
7.62%
5,205,672
4,109,625
810,993
810,993

260,388

328,315
$ 6,277,053
$ 5,248,933
For the Year Ended December 31



2020
$ 89,543,906

$ 14,034,527

93,155

$ 14,127,682
2019
$ 96,302,852
$ 13,578,105

8,286
$ 13,586,391
  • 3) Aggregate information of associates that are not individually material

The Corporation’s share of:
Profit for the year

Other comprehensive (loss) income

Total comprehensive income for the year
For the Year Ended For the Year Ended December 31


2020
$ 287,474

(122,696)

$ 164,778
2019
$ 425,625

377,763
$ 803,388

4) The amounts of investments in associates pledged as collateral for bank borrowings are disclosed in Note 31.

All the subsidiaries and associates are accounted for using the equity method.

  • 33 -

The investments accounted for using the equity method and the share of profit or loss and other comprehensive income of those investments for the years ended December 31, 2020 and 2019 were based on the subsidiaries’ and associates’ financial statements which have been audited for the same years.

Refer to Table 8 “Information on Investees” and Table 9 “Information on Investments in Mainland China” for the nature of activities, principal place of business and country of incorporation of the subsidiaries and associates.

13. PROPERTY, PLANT AND EQUIPMENT

Assets used by the Corporation


Cost


Balance at January 1, 2020

Additions
Disposals
Transferred from completed
construction

Balance at December 31, 2020

Accumulated depreciation and
impairment


Balance at January 1, 2020

Disposals

Depreciation expense

Balance at December 31, 2020

Carrying amounts at
December 31, 2020


Cost


Balance at January 1, 2019

Additions
Disposals
Transferred from completed
construction
Transferred from prepayments
for leases

Balance at December 31, 2019

Accumulated depreciation and
impairment


Balance at January 1, 2019

Disposals

Depreciation expense

Balance at December 31, 2019

Carrying amounts at
December 31, 2019
Land
$ 2,779,088
301
-

-


2,779,389

-
-

-


-

$ 2,779,389

$ 2,779,088
-
-
-

-


2,779,088

-
-

-


-

$ 2,779,088
Buildings
$ 4,208,692

3,937

-

1,623


4,214,252


3,706,896

-

48,752


3,755,648

$ 458,604

$ 4,217,415

837

(9,560 )

-

-


4,208,692


3,662,692

(9,560 )

53,764


3,706,896

$ 501,796
Equipment
$ 16,783,451

21,225

(42,899 )

22,277


16,784,054


16,539,039

(42,899 )

79,631


16,575,771

$ 208,283

$ 16,780,128

95

(12,051 )

15,279

-


16,783,451


16,435,209

(12,051 )

115,881


16,539,039

$ 244,412
Other
Equipment
$ 5,881,197

69,118

(42,863 )

70,656


5,978,108


5,339,644

(42,847 )

245,438


5,542,235

$ 435,873

$ 5,758,416

126,077

(101,418 )

70,554

27,568


5,881,197


5,193,447

(101,412 )

247,609


5,339,644

$ 541,553
Property
Under
Construction
$ 167,439

182,062

-

(94,556 )


254,945




-

-

-


-

$ 254,945

$ 130,351

122,921

-

(85,833 )

-


167,439




-

-

-


-

$ 167,439
Total
$ 29,819,867
276,643
(85,762 )

-

30,010,748

25,585,579
(85,746 )

373,821

25,873,654
$ 4,137,094
$ 29,665,398
249,930
(123,029 )

-

27,568

29,819,867

25,291,348
(123,023 )

417,254

25,585,579
$ 4,234,288

No impairment assessment was performed for the year ended December 31, 2020 and 2019 as there was no indication of impairment.

  • 34 -

The above items of property, plant and equipment are depreciated on a fixed-percentage-ondeclining-balance basis or on a straight-line basis over the estimated useful life of the asset taken apart into major component elements:

Building Main buildings 15-55 years Other facilities 5-15 years Equipment 2-20 years Other equipment 3-15 years

Refer to Note 31 for the carrying amount of property, plant and equipment pledged by the Corporation as collaterals for borrowings.

14. LEASE ARRANGEMENTS

  • a. Right-of-use assets
Carrying amounts
Land

Buildings
Equipment



Additions to right-of-use assets

Depreciation charge for right-of-use assets
Land

Buildings
Equipment

December 31 December 31
2020
$ 21,499

349,193

106,626

$ 477,318

For the Year Ended
2019
$ 19,429
376,924

45,308
$ 441,661
December 31



2020
$ 138,573

$ 4,396

38,885
59,636

$ 102,917
2019
$ -
$ 4,425
40,337

61,610
$ 106,372

b. Lease liabilities

Carrying amounts
Current
Non-current
December 31
2020
$ 76,819
$ 64,629
2019
$ 40,370
$ 44,787
  • 35 -

Range of discount rate for lease liabilities was as follows:

Land
Buildings
Equipment
December 31
2020
2019
1.30%-1.32%
1.30%
1.30%-1.32%
1.30%
1.30%-1.32%
1.30%

c. Material lease-in activities and terms

The Corporation leases harbors, land, buildings and equipment for the use in business operations. Certain lease contracts specifies that lease payment will be adjusted on the basis of changes in market rental rates or announced land value prices. The Corporation does not have bargain purchase options to acquire the leasehold assets at the end of the lease terms.

d. Other lease information

Lease arrangements under operating leases for the leasing out of investment properties are set out in Note 15.


Expenses relating to short-term leases

Expenses relating to low-value asset leases

Expenses relating to variable lease payments not included in the
measurement of lease liabilities

Total cash outflow for leases
For the Year Ended For the Year Ended December 31



2020
$ 86,790

$ 52

$ -

$ (170,598)
2019
$ 84,817
$ 50
$ 9,643
$ (181,439)

The Corporation has elected to apply the recognition exemption and, thus, did not recognize right-of-use assets and lease liabilities for leases that qualify as short-term leases or low-value asset leases.

15. INVESTMENT PROPERTIES

Leased investment properties

Undeveloped investment properties

December 31 December 31


2020
$ 36,514,151

5,965,542

$ 42,479,693
2019
$ 36,082,384

6,031,826
$ 42,114,210
  • 36 -

The movements of investment property were as follows:

Leased Undeveloped Undeveloped Undeveloped
Investment Investment
Property Property Total
Balance at January 1, 2019 $ 35,525,301 $ 6,164,393 $ 41,689,694
Changes in fair value of investment properties 532,249 (132,567)
399,682
Additions 24,834
-

24,834
Balance at December 31, 2019 $ 36,082,384
$
6,031,826
$ 42,114,210
Balance at January 1, 2020 $ 36,082,384 $ 6,031,826 $ 42,114,210
Changes in fair value of investment properties 429,424 (66,284)
363,140
Additions 2,343
-

2,343
Balance at December 31, 2020 $ 36,514,151
$
5,965,542
$ 42,479,693

The investment properties for lease were as follows:

  • a. On January 1, 1998, the Corporation granted FEDSDL the right to construct a shopping center on a parcel of land it owned with an area of 6,976 square meters located in Lin-Ya, Kaohsiung. As consideration for the right to construct and the continued use of the land for fifty years, FEDSDL shall pay the following: (a) land use right in the amount of $1,073,000 thousand and (b) annual rental at 5% of the reference price of such land announced by the local government. The proceeds of the land use rights were recorded as long-term deferred revenue, and recognized as rental revenue on a periodic basis.

  • b. The Corporation and Far Eastern Resources Development Co. (FERD) equally owned a parcel of land located at Tun Hwa South Road, Taipei City. Under an agreement entered into with YDC, the Corporation and FERD had agreed on the following: (a) construction of a twin tower building (Taipei Metro) by YDC on the said land, (b) continued use of the land without additional compensation for 30 years starting from the date of the completion of the building, (c) transfer to each of the Corporation and FERD 12% of the usable area of the building, and (d) transfer to FERD and the Corporation the remaining usable area of the building after the end of 30 years in exchange for the carrying amount of the property. In view of the foregoing agreement, the Corporation recorded the 12% of the building construction cost or $1,402,753 thousand as building acquired and as long-term deferred revenue, and recognized as revenue on a periodic basis.

  • c. Others mainly included the following:

  • 1) Land in Shu-Lin - leased to YLPPC;

  • 2) Land in Taichung Guan-Lien Industrial Zone - leased to NHC;

  • 3) Land and buildings in Lin-Ko, Taichung and Hsi-Chih - leased to YTRMC;

  • 4) Asia-Cement Building - leased to FEDS;

  • 5) Pao-Ching Building - leased to Sofiva Genomics;

  • 6) Land and building in Chayi City;

  • 7) Land and building in Hwalien - leased to YLT;

  • 37 -

The lease terms of the abovementioned land and buildings are 1-10 years and the rents are paid monthly.

The Corporation’s undeveloped investment properties included a parcel of land located in Lin-Ya, Kaohsiung.

The fair values of investment properties were valued by independent qualified professional appraisers. According to local requirements, entities are required to have independent appraisal for the investment properties with individual carrying amount of $300 million or higher. The fair values of investment properties as of December 31, 2020 and 2019 were determined by qualified professional appraisers, Mr. Chang from Savills (Taiwan) Limited and Mr. Tsai and Ms. Hu from DTZ real estate appraisers firm on March 2, 2021 and March 4, 2020, respectively.

The fair value of investment properties was estimated using unobservable inputs (Level 3). The movements in the fair value were as follows:

Balance at January 1, 2019

Recognized in profit or loss (gain or loss from
changes in fair value of investment property)
Purchases

Balance at December 31, 2019

Balance at January 1, 2020

Recognized in profit or loss (gain or loss from
changes in fair value of investment property)
Purchases

Balance at December 31, 2020
Leased
Investment
Property
$ 35,525,301
532,249

24,834

$ 36,082,384

$ 36,082,384
429,424

2,343

$ 36,514,151
Undeveloped
Investment
Property
$ 6,164,393

(132,567)

-

$ 6,031,826

$ 6,031,826

(66,284)

-

$ 5,965,542
Total
$ 41,689,694

399,682

24,834
$ 42,114,210
$ 42,114,210

363,140

2,343
$ 42,479,693

The fair value measurement of undeveloped land located in Lin-Ya, Kaohsiung, was measured by land development analysis. The increase in estimated total selling price, the increase in rate of return, or the decrease in overall capital interest rate would result in an increase in the fair value. The significant assumptions used were as follows:

Estimated total selling price

Rate of return
Overall capital interest rate
December 31 December 31
2020
$ 19,492,803

22%
5.29%
2019
$ 19,379,643
22%
5.99%

The total selling price is estimated on the basis of the most effective use of the land or property available for sale after development is completed, taking into account the related regulations, domestic macroeconomic prospects, local land use, and market rates.

  • 38 -

The fair value of investment properties, except for undeveloped land, was measured using the income approach. The significant assumptions used were stated below. The increase in estimated future net cash inflows, or the decrease in discount rates would result in increase in the fair value.

Expected future cash inflows

Expected future cash outflows

Expected future cash inflows, net

Discount rate
**December 31 ** **December 31 **


2020
$ 45,305,471

1,620,734

$ 43,684,737

1.98%-4.40%
2019
$ 45,637,919

1,936,955
$ 43,700,964
2.07%-4.50%

The market rentals in the area where the investment property is located were between $1 thousand and $5 thousand per ping (i.e., per 3.3 square meters).

The rental income generated for the years ended December 31, 2020 and 2019 was $401,040 thousand and $371,120 thousand, respectively.

The expected future cash inflows to be generated by investment properties include rental income, interest income on rental deposits and disposal value. The rental income was extrapolated using the Corporation’s current rental contract, regional and market quotation, taking into account the annual rental growth rate; the income analysis covers a 10-year period, the interest income on rental deposits was extrapolated using the interest rate for one-year central bank-announced demand deposit interest rate; the disposal value was determined using the direct capitalization method under the income approach. The expected future cash outflows to be incurred by investment properties include expenditure such as land value taxes, house taxes, insurance premium, maintenance costs and others. This expenditure was extrapolated on the basis of the current level of expenditure, taking into account the future adjustment to the government-announced land value, and the tax rate promulgated under the House Tax Act.

The discount rate was determined by reference to the interest rate for two-year time deposits as posted by Chunghwa Post Co., Ltd., plus 0.75%, or estimated income capitalization rate, whichever is higher, as well as any asset-specific risk premiums. As of December 31, 2020 and 2019, the risk premiums were 0.39%2.80% and 0.23%-2.66%, respectively.

Refer to Note 31 for the carrying amount of investment properties pledged by the Corporation as collaterals for borrowings.

16. INTANGIBLE ASSETS

Cost

Balance at January 1, 2019

Additions

Balance at December 31, 2019
Computer
Software
$ 162,304

202

162,506
(Continued)
  • 39 -
Balance at January 1, 2019

Amortization expense

Balance at December 31, 2019

Carrying amounts at December 31, 2019

Cost

Balance at January 1, 2020

Additions
Disposals

Balance at December 31, 2020

Accumulated amortization and impairment
Balance at January 1, 2020
Amortization expense
Disposals

Balance at December 31, 2020

Carrying amounts at December 31, 2020
Computer
Software
$ 153,960

3,589

157,549
$ 4,957
$ 162,506
369

(54,871)

108,004
157,549
2,155

(54,871)

104,833
$ 3,171
(Concluded)

The above items of intangible assets are amortized on a straight-line basis over the estimated useful life of the asset. The estimated useful life of computer software is from 2 to 5 years.

17. OTHER ASSETS-NON-CURRENT

Net defined benefit assets (Note 21)

Prepaid investments
Refundable deposits
Others

**December 31 ** **December 31 **


2020
$ 2,503,523

1,294,905
124,734
131

$ 3,923,293
2019
$ 2,519,601
1,294,905
700,781

131
$ 4,515,418

On March 23, 2017, the Corporation acquired 155 thousand issued shares of China Shanshui Investment Company Limited (CSI) in the amount of HK$577,662 thousand from six shareholders of CSI under a share purchase agreement. The Corporation already obtained the physical share certificates of the acquired shares of CSI. Pursuant to the Articles of Association of CSI, the share ownership can only be recorded on the register of shareholders if the board of directors of CSI approves the share transfer. The Corporation has submitted all necessary documents to CSI for registration of the share transfer, among which the registration of the shares of CSI acquired from two of the six shareholders were completed and the related prepaid investments in the balance sheets were therefore reclassified to financial assets at FVTOCI - non-current.

  • 40 -

In addition, Chan Hongqing, a PRC individual, claimed that the shares of CSI which the Corporation acquired from the other four shareholders were pledged as collaterals under a loan contract signed with him on August 17, 2015 and thus applied for arbitration with China International Economic and Trade Arbitration Commission in Beijing. Later, according to an order of the High Court of Hong Kong announced on June 27, 2017, it requested the appointment of interim receivers in respect of the shares of CSI held by the four shareholders until the end of the arbitral proceedings. On May 17, 2018, the High Court of Hong Kong set aside the order before the final award of the arbitration. The arbitral proceeding was therefore withdrawn on June 12, 2018.

On October 2, 2018, Chan Hongqing applied to the High Court of Hong Kong for interlocutory relief in another proceedings against the Corporation to prohibit the Corporation and the four CSI shareholders from transferring and registering their CSI shares. The application for interlocutory relief was heard in the High Court of Hong Kong on April 3, 2019 and was dismissed by the High Court of Hong Kong on March 16, 2021. In view of this order, the registration of share transfer by CSI’s board of directors will no longer be restricted to the above-mentioned application for interlocutory relief. Therefore, the Corporation will apply to CSI’s board of directors for registration of the share transfer after re-obtaining the physical share certificates of the shares of CSI.

18. SHORT-TERM BILLS PAYABLE

Commercial paper

Less: Unamortized discounts on bills payable


Interest rate
**December 31 ** **December 31 **


2020
$ 2,200,000

278

$ 2,199,722

0.27%-0.28%
2019
$ 10,760,000

2,094
$ 10,757,906
0.38%-0.68%

Short-term bills payable were issued under guarantee obtained from financial institutions.

19. LONG-TERM LIABILITIES

Bank loans

Bonds
Domestic bonds
1stunsecured bonds issued in 2016
1stunsecured bonds issued in 2019

2ndunsecured bonds issued in 2019
1stunsecured bonds issued in 2020
2ndunsecured bonds issued in 2020-A
2ndunsecured bonds issued in 2020-B
3rdunsecured bonds issued in 2020-A
3rdunsecured bonds issued in 2020-B
4thunsecured bonds issued in 2020-A
4thunsecured bonds issued in 2020-B

December 31 December 31



2020
$ 3,950,000

3,000,000
6,500,000
3,500,000
7,700,000
2,800,000
2,700,000
4,000,000
2,200,000
4,100,000

5,300,000


41,800,000
2019
$ 11,795,000

6,000,000
6,500,000

3,500,000

-

-

-

-

-

-

-

16,000,000

(Continued)

  • 41 -
Overseas bonds
3rdEuro convertible bonds issued in 2018 - US$215,000
thousand

Less: Current portion

**December 31 ** **December 31 **


2020
$ 6,370,305

52,120,305

9,370,305

$ 42,750,000
2019
$ 6,280,807

34,075,807

3,000,000
$ 31,075,807
(Concluded)
  • a. Bank loans are repayable in installments at varying amounts or in one lump-sum payment prior to November 6, 2022. The Corporation has signed long-term revolving credit facilities with banks. As of December 31, 2020 and 2019, interest rate intervals were 0.74%-1.65% and 0.89%-1.75%, respectively.

  • b. Domestic bonds are repayable in installments at varying amounts or in one lump-sum on maturity prior to December 23, 2027. As of December 31, 2020 and 2019, interest rates were 0.57%-0.88% and 0.79%-0.88%, respectively.

  • c. In order to repay debt, save interest expenses, and strengthen the Corporation’s financial structure, on September 21, 2018, the Corporation issued 3[rd] US$215,000 thousand (equivalent to NT$6,620,710 thousand) zero coupon Euro convertible bonds due 2023.

The terms of the zero coupon Euro convertible bonds included the following:

1) Final redemption

Unless previously redeemed, repurchased and canceled, or converted, the Bonds will be redeemed on the maturity date at the settlement equivalent of 103.04% of the unpaid principal amount thereof.

  • 2) The bonds are convertible into the Corporation’s common shares (“Shares”) at any time on or after December 21, 2018 and prior to the close of business on August 22, 2023. The initial conversion price was NT$42.24 per Share, determined on the basis of a fixed exchange rate of NT$30.794=US$1.00.

  • 3) Redemption at the option of the Corporation

At any time on or after September 21, 2021, the Corporation may redeem the bonds in whole, or from time to time in part, at the early redemption amount, if the closing price of the Shares, translated into U.S. dollars at the prevailing rate, during a period of 30 consecutive trading days, is at least 130% of the quotient of the early redemption amount divided by the number of Shares to be issued upon conversion of US$200,000 principal amount of the bonds on the applicable trading day based on the conversion price then in effect, translated into U.S. dollars at a fixed exchange rate of NT$30.794=US$1.00. Notwithstanding the foregoing, at any time, the Corporation may redeem the bonds in whole, but not in part, at the early redemption amount in U.S. dollars if at least 90% in principal amount of the bonds has already been redeemed, repurchased and cancelled, or converted.

  • 42 -

  • 4) Redemption at the option of the bondholders

Unless previously redeemed, repurchased and cancelled or converted, each holder will have the right to require the Corporation to redeem in whole or in part of the bonds held by such holder on September 21, 2021 at a redemption price equal to the settlement equivalent of 101.81% of the principal amount in U.S. dollars. Any U.S. dollar denominated amount payable in respect of the bonds will be converted into NT dollars using a fixed exchange rate and then converted back to a U.S. dollar amount using the applicable prevailing rate at the time of redemption.

  • 5) The conversion price shall be subject to adjustment when there is occurrence of, including (but not limited to), the following:

  • a) Declaration of dividend in Shares or free distribution or bonus issue of Shares.

  • b) Subdivision, consolidation and reclassification of Shares.

  • c) Rights issues to shareholders.

  • d) Employee stock bonus.

  • e) Warrants issued to holders of Shares.

  • f) Issues of rights or warrants for equity-related securities to holders of Shares.

  • g) Capital distributions, other distributions to shareholders.

  • h) Issue of convertible or exchangeable securities other than to holders of Shares or on exercise of warrants.

  • i) Other issues of Shares.

  • j) Issue of equity related securities.

  • k) Capital reduction.

  • l) Tender or exchange offer.

  • m) Any other event or circumstance which would have an effect analogous to any of the events in a) to l) above. The conversion price was NT$37.11 as of December 31, 2020.

20. DEFERRED REVENUE

Land use right

Others


Current

Non-current
December 31 December 31




2020
$ 722,667

125,226

$ 847,893

$ 75,912

$ 771,981
2019
$ 790,753

133,052
$ 923,805
$ 75,912
$ 847,893
  • a. The deferred revenue on land use rights in Lin-Ya, Kaohsiung granted to FEDSDL (Note 15) is amortized to income over 50 years on a straight-line basis.

  • 43 -

  • b. The deferred revenue on land use rights of Taipei Metro granted to YDC (Note 15) is amortized to income over 30 years on a straight-line basis.

21. RETIREMENT BENEFIT PLANS

  • a. Defined contribution plans

The Corporation adopted a pension plan under the Labor Pension Act (LPA), which is a state-managed defined contribution plan. Under the LPA, an entity makes monthly contributions to employees’ individual pension accounts at specified percentage of monthly salaries and wages.

  • b. Defined benefit plans

The defined benefit plan adopted by the Corporation in accordance with the Labor Standards Law is operated by the government. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the six months before retirement. The Corporation contributes amounts equal to 8% of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name. Before the end of each year, the Corporation assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Corporation is required to fund the difference in one appropriation that should be made before the end of March of the next year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor (the “Bureau”); the Corporation has no right to influence the investment policy and strategy.

The amounts included in the balance sheets in respect of the Corporation’s defined benefit plans were as follows:

Present value of defined benefit obligation

Fair value of plan assets

Surplus

Net defined benefit asset
December 31 December 31



2020
$ 745,990

(3,249,513)

(2,503,523)

$ (2,503,523)
2019
$ 803,450
(3,323,051)
(2,519,601)
$ (2,519,601)

Movements in net defined benefit assets were as follows:

Present Value Present Value
of the Defined Net Defined
Benefit Fair Value of Benefit
Obligation the Plan Assets Liability (Asset)
Balance at January 1, 2019 $
804,119
$ (2,690,853)
$ (1,886,734)
Service cost
Current service cost 5,970 - 5,970
Net interest expense (income) 8,845

(29,599)

(20,754)
Recognized in profit or loss 14,815

(29,599)

(14,784)
(Continued)
  • 44 -
Present Value Present Value
of the Defined Net Defined
Benefit Fair Value of Benefit
Obligation the Plan Assets Liability (Asset)
Remeasurement
Return on plan assets (excluding amounts
included in net interest) $
-
$ (661,669) $
(661,669)
Actuarial loss - changes in financial
assumptions 6,530 - 6,530
Actuarial loss - experience adjustments 71,081
-
71,081
Recognized in other comprehensive income 77,611
(661,669)
(584,058)
Benefits paid (93,095)
59,070
(34,025)
Balance at December 31, 2019 $
803,450
$ (3,323,051)
$ (2,519,601)
Balance at January 1, 2020 $
803,450
$ (3,323,051)
$ (2,519,601)
Service cost
Current service cost 5,761 - 5,761
Net interest expense (income) 8,035
(33,231)
(25,196)
Recognized in profit or loss 13,796
(33,231)
(19,435)
Remeasurement
Return on plan assets (excluding amounts
included in net interest) - 45,007 45,007
Actuarial loss - changes in financial
assumptions 14,579 - 14,579
Actuarial loss - experience adjustments (5,967)
-
(5,967)
Recognized in other comprehensive income 8,612
45,007
53,619
Benefits paid (79,868)
61,762
(18,106)
Balance at December 31, 2020 $
745,990
$ (3,249,513)
$ (2,503,523)
(Concluded)

Through the defined benefit plans under the Labor Standards Law, the Corporation is exposed to the following risks:

  • 1) Investment risk: The plan assets are invested in domestic and foreign equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.

  • 2) Interest risk: A decrease in the corporate bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plan’s debt investments.

  • 3) Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.

  • 45 -

The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The significant assumptions used for the purposes of the actuarial valuations were as follows:

Discount rate(s)
Expected rate(s) of salary increase
**December 31 **
2020
2019
0.75%
1.00%
2.00%
2.00%

If possible reasonable change in each of the significant actuarial assumptions will occur and all other assumptions will remain constant, the present value of the defined benefit obligation would increase (decrease) as follows:

Discount rate(s)
0.25% increase
0.25% decrease
Expected rate(s) of salary increase
1% increase
1% decrease
December 31



2020
$ (14,579)

$ 15,036

$ 61,601

$ (55,610)
2019
$ (16,169)
$ 16,697
$ 68,726
$ (61,703)

The major categories of plan assets at the end of the reporting period are disclosed based on the information announced by the Bureau:

Equity instruments
Deposited in financial institutions
Others
**December 31 ** **December 31 **
2020
83.77
10.87

5.36
100.00
2019
86.82
8.26

4.92
100.00

The sensitivity analysis presented above may not be representative of the actual change in the present value of the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

The expected contributions to the plan for the next year
The average duration of the defined benefit obligation
December 31
2020
$ -

8.9 years
2019
$ -
9.3 years
  • 46 -

22. EQUITY

a. Share capital

Number of shares authorized (in thousands)

Shares authorized

Number of shares issued and fully paid (in thousands)

Shares issued
**December 31 ** **December 31 **



2020

4,000,000

$ 40,000,000


3,361,447

$ 33,614,472
2019

4,000,000
$ 40,000,000

3,361,447
$ 33,614,472

Fully paid ordinary shares, which have a par value of $10, carry one vote per share and carry a right to dividends.

The total of 350,000 thousand and 10,000 thousand shares of the Corporation’s authorized shares are reserved for the issuance of convertible bonds and employee share option, respectively.

b. Capital surplus

May be used to offset a deficit, distributed as cash dividends, or
transferred to share capital (1)
Donation

The difference between consideration received or paid and the
carrying amount of the subsidiaries’ net assets during actual
acquisition or disposal
Change of capital surplus of subsidiaries and associates
accounted for using the equity method (2)


May be used to offset a deficit only
Change of capital surplus of subsidiaries and associates
accounted for using the equity method (3)

May not be used for any purpose
Share warrants
Change of capital surplus of subsidiaries and associates
accounted for using the equity method


**December 31 ** **December 31 **






2020
$ 41,790

55,325
992,530

1,089,645

128,456

185,411
89,072

274,483

$ 1,492,584
2019
$ 41,790
54,907

992,530

1,089,227

128,141
185,411

53,275

238,686
$ 1,465,054
  • 1) Such capital surplus may be used to offset a deficit; in addition, when the Corporation has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of the Corporation’s capital surplus and to once a year).

  • 2) Such capital surplus from the effect of changes in associate’s ownership interest in its subsidiary that resulted from actual acquisition and disposal of equity may be used to offset a deficit or distributed as cash dividends or share dividends under Article 241-1 of Company Act.

  • 47 -

  • 3) Such capital surplus from the effect of changes in associate’s ownership interest in its subsidiary that resulted from equity transactions other than actual acquisition and disposal may be used to offset a deficit under Article 239-1 of Company Act.

  • c. Retained earnings and dividends policy

Under the dividends policy as set forth in the Corporation’s Articles of Incorporation (the “Articles”), apart from paying all its income taxes in the case where there are net incomes at the end of the year, the Corporation shall make up for accumulated losses in past years. Providing that there is any remaining profit, 10% of the unappropriated earnings from the net profit after tax for the current period coupled with other items that recognized in retained earning directly for the current period shall be set aside as legal reserve. Subject to certain business conditions under which the Corporation may retain a portion of the remaining balance, the Corporation may distribute to the shareholders the remainder together with undistributed profits from previous years in proportion to the number of the shares held by each shareholder as shareholders’ dividend. However in the case of increase in the Corporation's share capital, the shareholders' dividend to be distributed to the shareholders of increased shares for the year shall be decided by the shareholders' meeting. For the policies on distribution of employees’ compensation and remuneration of directors, refer to employees’ compensation and remuneration of directors in Note 24(f).

The distribution of shareholders’ dividend shall take into consideration the changes in the outlook of the Corporation’s businesses, the lifespan of the various products or services that have an impact on future capital needs and taxation. Shareholders’ dividend shall be distributed with the aim of maintaining stable shareholders’ dividend distributions. Save for the purposes of improving the financial structure, reinvestments, production expansion or other capital expenditures in which capital is required, when distributing shareholders’ dividend, the dividend payout ratio each fiscal year shall be no less than 50% of the final surplus which is the sum of after-tax profit of the fiscal year to withhold previous loss, if any, legal reserve and special reserve as required by law; the cash dividend shall not be less than 10% of the total shareholders’ dividend distributed in the same year.

These appropriations shall be resolved by the shareholders in the following year and given effect to in the financial statements of that year.

The legal reserve may be used to offset deficits. If the Corporation has no deficit and the legal reserve has exceeded 25% of the Corporation’s paid-in capital, the excess may be transferred to capital or distributed in cash.

The Corporation is required to appropriate to or reverse from special reserve amounts that pertains to items referred to under Rule No. 1010012865, Rule No. 1010047490 and Rule No. 1030006415 issued by the FSC and the directive titled “Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs”.

The appropriation of earnings and dividends per share for 2019 and 2018 approved in the shareholders’ meetings on June 23, 2020 and June 24, 2019, respectively, were as follows:


Legal reserve

Special reserve

Cash dividends

Cash dividends per share (NT$)
Appropriation of Earnings Appropriation of Earnings Appropriation of Earnings
For the Year Ended December 31



2019
$ 1,745,968

$ 804,347

$ 10,084,341

$ 3.0
2018
$ 1,111,709
$ 518,281
$ 9,412,052
$ 2.8
  • 48 -

The appropriation of earnings for 2020 had been proposed by the Corporation’s board of directors on March 25, 2021. The proposed appropriation of earnings and dividend per share were as follows:

Legal reserve

Special reserve

Cash dividends

Cash dividends per share (NT$)
For the Year
Ended
December 31,
2020
$ 1,310,348
$ 1,209,096
$ 11,933,138
$ 3.55

Assuming that the shares reciprocally held by associates were not treated as treasury stock and not deducted from weighted average number of shares outstanding, the basic EPS would be NT$4.38 for the year ended December 31, 2020.

The appropriations of earnings for 2020 are subject to the resolution of the shareholders’ meeting to be held on June 25, 2021.

  • d. Special reserve recognized at the date of transition

In the first-time adoption of IFRSs, the amounts of adjusted unrealized revaluation increments, cumulative translation adjustments and unappropriated earnings recognized from the investment properties of associates which used fair value as deemed cost were $10,715,430 thousand, $3,163,258 thousand and $52,494 thousand, respectively; the Corporation appropriated the amounts to special reserve.

In addition, on the initial application of the fair value model to investment properties, the Corporation appropriated to special reserve the amount of the net increase in fair value of investment properties and transferred it to retained earnings. Additional special reserve should be appropriated for subsequent net increases in fair value. The amount appropriated may be reversed to the extent that the cumulative net increases in fair value decrease or on the disposal of investment properties.

The Corporation and its associates used and disposed of some of the related assets; accordingly, special reserve reversed to unappropriated earnings amounted to $548,152 thousand as of December 31, 2020.

e. Other equity items

  • 1) Exchange differences on translating the financial statements of foreign operations

Balance at January 1

Share of exchange difference of subsidiaries and associates
accounted for using the equity method

Balance at December 31
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2020
$ (5,913,201)
(195,754)

$ (6,108,955)
2019
$ (2,641,364)
(3,271,837)
$ (5,913,201)
  • 49 -

2) Unrealized gain (loss) on financial assets at FVTOCI


Balance at January 1

Recognized for the year
Unrealized (loss) gain of equity instruments
Share from subsidiaries and associates accounted for using
the equity method
Equity instruments
Debt instruments
Cumulative unrealized loss of equity instruments transferred
to retained earnings due to disposal

Balance at December 31

3) Cash flow hedges

Balance at January 1
Share of cash flow hedging reserve of subsidiaries and
associates accounted for using the equity method
Balance at December 31
4) Gains on property revaluation

Balance at January 1

Share from subsidiaries and associates accounted for using
the equity method

Balance at December 31
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2020
2019
$ 7,908,323
$ 5,268,916
(875,729)
329,435
(643,730)
2,363,096
27,885
26,587

(2,590)

(79,711)
$ 6,414,159
$ 7,908,323
For the Year Ended December 31
2020
$ 52,141

3,692
$ 55,833
**For the Year Ended **
2019
$ 60,934

(8,793)
$ 52,141
**December 31 **


2020
$ 385,214

331,756

$ 716,970
2019
$ 307,728

77,486
$ 385,214

23. OPERATING REVENUE AND COSTS

a. Detail of client revenues contract


Operating revenues
Sales of goods

Rental revenue

Total operating revenue, net

Operating costs
Cost of goods sold
Rental cost

Total operating cost

Gross profit
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **





2020
$ 8,562,701

428,468

8,991,169

7,736,880
190,512

7,927,392

$ 1,063,777
2019
$ 8,612,328

373,589

8,985,917
8,339,743

168,249

8,507,992
$ 477,925
  • 50 -

b. Contract balances


Contract liabilities
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2020
$ 89,566
2019
$ 83,726

The changes in the balance of contract liabilities primarily result from the timing difference between the Corporation’s performance and the respective customer’s payment. NET PROFIT

24. NET PROFIT

Net profit was as follows:

a. Other income


Dividends

Others


Other gains and losses

Net (loss) gain on fair value changes of financial assets and
liabilities designated as at fair value through profit or loss

Gain on changes in fair value of investment properties
Net foreign exchange losses

Bank charges
Gain on disposal of property, plant and equipment
Miscellaneous expenses

**For the Year Ended ** **For the Year Ended ** **December 31 **
2020
$ 316,139


168,773

$ 484,912

For the Year Ended
2019
$ 422,860

90,608
$ 513,468
December 31



2020
$ (64,714)

363,140
(137,178)
(38,488)
509
(423,100)

$ (299,831)
2019
$ 673,850
399,682
(69,940)
(56,435)
40
(133,087)
$ 814,110

b. Other gains and losses

c. Finance costs


Interest on bank loans

Interest on lease liabilities
Other interest expenses
Less: Amounts included in the cost of qualifying assets
(capitalized interest)

For the Year Ended For the Year Ended December 31


2020
$ 363,837

1,474
1
(299)

$ 365,013
2019
$ 367,573
1,618
388

(230)
$ 369,349
  • 51 -

Information about capitalized interest was as follows:


Capitalized interest
Capitalization rate
For the Year Ended December 31
2020
2019
$ 299
$ 230
0.652%-0.937% 0.758%-0.988%

d. Depreciation and amortization


An analysis of depreciation by function
Operating costs

Operating expenses
Non-operating expenses


An analysis of amortization by function
Operating expenses
**For the Year Ended ** **For the Year Ended ** **December 31 **



2020
$ 473,609

1,736
1,393

$ 476,738

$ 2,155
2019
$ 521,270
1,380

976
$ 523,626
$ 3,589

e. Employee benefits expense


Post-employment benefits (Note 21)
Defined contribution plans

Defined benefit plans
Short-term benefits
Salary

Remuneration of directors
Labor and health insurance
Other employees-related expenses
Total employee benefits expense


Post-employment benefits (Note 21)
Defined contribution plans

Defined benefit plans
Short-term benefits
Salary

Remuneration of directors
Labor and health insurance
Other employees-related expenses
Total employee benefits expense
For the Year Ended December 31, 2020 For the Year Ended December 31, 2020





Operating
Costs
Operating
Expenses
Non-operating
Expenses


$ 10,141
$ 4,130
$ -

(11,503)
(7,932)
-
418,703
157,146
8,024

-
167,478
-

31,319
11,662
-

10,476

4,079

-

$ 459,136
$ 336,563
$ 8,024

For the Year Ended December 31, 2019
Total
$ 14,271
(19,435)
583,873
167,478
42,981

14,555
$ 803,723





Operating
Costs

$ 10,018

(8,885)
391,835

-

31,264

9,946

$ 434,178
Operating
Expenses
Non-operating
Expenses

$ 3,987
$ -

(5,899)
-
232,757
9,492

231,712
-

11,290
(1)

4,350

6

$ 478,197
$ 9,497
Total
$ 14,005
(14,784)
634,084
231,712
42,553

14,302
$ 921,872
  • 52 -

  • 1) For the years of 2020 and 2019, the Corporation had average 496 and 495 employees, respectively, which included 11 and 12 non-employee directors for both years.

  • 2) The Corporation’s average labor cost were $1,312 thousand and $1,429 thousand, respectively, for the years ended 2020 and 2019. Average salary and bonus were $1,204 thousand and $1,313 thousand, respectively, for the years ended 2020 and 2019. The Corporation’s average salary and bonus increased by (8.3%) year over year.

  • 3) The Corporation did not have supervisors for the years ended December 31, 2020 and 2019.

  • 4) The Corporation’s compensation policies of directors, managers and employees are as follows:

Directors

  • a) Executive directors may be paid according to the Articles, and shall be approved by the board of directors with reference to industry and peer standards. Every year, the annual performance evaluation is made based on individual performance and company performance, which is similar to senior managers.

  • b) Attendance fee paid to independent directors serving as members of the remuneration committee and audit committee is in the same standards of affiliated companies. Additional fee is paid to independent directors serving as convener of the remuneration committee and audit committee.

  • c) The Articles stipulates that the remuneration for directors shall not be more than 2.5% of profit of the current year. The directors' remuneration shall be distributed according to the following principles after the board of directors has considered the Corporation's operating performance and passed the distribution ratio amount:

  • i. The remuneration of directors is allocated first to the legal person. The legal person is then redistributed based on the director's role and performance to the directors.

  • ii. For a director who is a natural person, his contribution and professional field to the board of directors, remuneration committee and audit committee would be the reference standard of payment.

  • d) Performance evaluation and remuneration are reviewed by the remuneration committee and the board of directors at any time depending on actual operating conditions, industrial operating risks, trends, and laws.

Managers and employees

  • a) Based on the Corporation's remuneration policy, bonus and compensation are distributed mainly in consideration of the Corporation's overall operating performance and financial status as well as employees’ (including managers’) individual annual performance in order to plan a fair and reasonable remuneration system and incentive variable rewards. The Corporation also participates in salary surveys organized by professional consulting companies every year to review employee salaries in a timely manner and to grasp the market salary dynamics, and make appropriate salary adjustments or promotions based on individual performance results to actively retain outstanding talents.

  • 53 -

  • b) The remuneration of managers comprises fixed salary, performance bonus and employees’ compensation. The Articles stipulates that if a profit is made in the year, 0.1% to 4% shall be set aside for employees’ compensation. The actual ratio and amount of the profit distributable as employees’ compensation shall also be determined by the remuneration committee and the board of directors, and a report of such distribution shall be submitted to the shareholders' meeting. The performance evaluation of managers will affect their employee compensation.

  • f. Employees’ compensation and remuneration of directors

According to the Articles, the Corporation accrued employees’ compensation and remuneration of directors at the rates between 0.1% and 4% and no higher than 2.5%, respectively, of net profit before income tax, employees’ compensation, and remuneration of directors. The employees’ compensation and remuneration of directors for the years ended December 31, 2020 and 2019 which have been approved by the Corporation’s board of directors on March 25, 2021 and March 25, 2020, respectively, were as follows:

Employees’ compensation

Remuneration of directors
**For the Year Ended December 31 ** **For the Year Ended December 31 **
2020
Cash
Share
$ 189,834
$ -
166,104
-
2019
Cash
Share
$ 261,064
$ -
230,296
-

If there is a change in the amounts after the annual financial statements are authorized for issue, the differences are recorded as a change in the accounting estimate.

There is no difference between the actual amounts of employees’ compensation and remuneration of directors paid and the amounts recognized in the financial statements for the years ended December 31, 2019 and 2018.

Information on the employees’ compensation and remuneration of directors resolved by the Corporation’s board of directors in 2021 and 2020 is available at the Market Observation Post System website of the Taiwan Stock Exchange.

25. INCOME TAXES RELATING TO CONTINUING OPERATIONS

a. Major components of tax expense (income) recognized in profit or loss:


Current tax
In respect of the current year

Income tax on unappropriated earnings
Adjustments for prior years


Deferred tax
In respect of the current year

Income tax expense recognized in profit or loss
For the Year Ended For the Year Ended December 31




2020
$ 327,289

264,949
(1,599)

590,639

162,405

$ 753,044
2019
$ 308,961
-

25,138

334,099

362,328
$ 696,427
  • 54 -

A reconciliation of accounting profit and income tax expenses is as follows:


Profit before tax from continuing operations

Income tax expense calculated at the statutory rate

Nondeductible expenses in determining taxable income
Tax-exempt income
Unrecognized temporary differences
Tax on changes in fair value of investment properties
Unrecognized loss carryforwards
Adjustments for prior years’ tax
Tax credit - income from sources in Mainland China

Income tax expense recognized in profit or loss
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31



2020
$ 15,463,530

$ 3,092,706
28,735
(1,378,513)
(1,205,813)
70,441
264,949
(1,599)

(117,862)

$ 753,044
2019
$ 18,156,100
$ 3,631,220

20,062

(1,477,601)

(1,274,745)

(16,328)

-

25,138

(211,319)
$ 696,427

In July 2019, the president of the ROC announced the amendments to the Statute for Industrial Innovation, which stipulate that the amounts of unappropriated earnings in 2018 and thereafter that are reinvested in the construction or purchase of certain assets or technologies are allowed as deduction when computing the income tax on unappropriated earnings. When calculating the tax on unappropriated earnings, the Corporation only deducts the amount of the unappropriated earnings that has been reinvested in capital expenditure.

b. Income tax recognized in other comprehensive income

c.
Deferred tax
In respect of the current year:
Remeasurement on defined benefit plans

Current tax assets and liabilities
Current tax liabilities
Income tax payable
For the Year Ended For the Year Ended December 31
2020
2019
$ 10,724
$ (116,811)
December 31
2020
$ 326,235
2019
$ 298,368
  • 55 -

d. Deferred tax assets and liabilities

The movements of deferred tax assets and deferred tax liabilities were as follows:

For the year ended December 31, 2020

Deferred tax assets
Temporary differences
Other financial assets and liabilities
Property, plant and equipment
Others


Deferred tax liabilities
Temporary differences
Investment properties

Land value increment tax
Unappropriated earnings of
subsidiaries and associates
Defined benefit obligation
Property, plant and equipment
Allowance for impairment loss

Opening
Balance
Recognized in
Profit or Loss
Recognized in
Other
Comprehensive
Income
$ 12,748
$ 73,563
$ -
1,167
3,003
-

2,548

1,308

-

$ 16,463
$ 77,874
$ -

$ 3,581,956
$ 70,441 $ -
3,427,438
-
-
1,990,344
154,671
-
464,209
7,508
(10,724)
39,682
6,584
-

-

1,075

-

$ 9,503,629
$ 240,279
$ (10,724)
Closing
Balance
$ 86,311

4,170

3,856

$ 94,337

$ 3,652,397
3,427,438
2,145,015

460,993
46,266

1,075

$ 9,733,184

For the year ended December 31, 2019

Deferred tax assets
Temporary differences
Other financial assets and liabilities
Property, plant and equipment
Others


Deferred tax liabilities
Temporary differences
Investment properties

Land value increment tax
Unappropriated earnings of
subsidiaries and associates
Defined benefit obligation
Property, plant and equipment
Other financial assets and liabilities
Allowance for impairment loss
Others

Opening
Balance
Recognized in
Profit or Loss
Recognized in
Other
Comprehensive
Income
$ 8,944
$ 3,804
$ -
3,659
(2,492)
-

-

2,548

-

$ 12,603
$ 3,860
$ -

$ 3,598,284
$ (16,328) $ -
3,427,438
-
-
1,610,261
380,083
-
337,636
9,762
116,811
32,876
6,806
-

11,371
(11,371)
-
296
(296)
-

2,468

(2,468)

-

$ 9,020,630
$ 366,188
$ 116,811
Closing
Balance
$ 12,748

1,167

2,548

$ 16,463

$ 3,581,956
3,427,438
1,990,344
464,209
39,682
-
-

-
$ 9,503,629
  • 56 -

  • e. The aggregate amount of temporary differences associated with investments for which deferred tax liabilities have not been recognized:

As of December 31, 2020 and 2019, the taxable temporary differences associated with investments in subsidiaries for which no deferred tax liabilities have been recognized were $6,841,286 thousand and $5,750,255 thousand, respectively.

  • f. The income tax returns through 2018, have been assessed by the tax authorities.

26. EARNINGS PER SHARE


Basic earnings per share
Diluted earnings per share
For Unit: NT$ Per Share
the Year Ended December 31
Unit: NT$ Per Share
the Year Ended December 31

2020
$ 4.70

$ 4.41
2019
$ 5.56
$ 5.25

The earnings and weighted average number of ordinary shares outstanding used for the earnings per share computation were as follows:

Net Profit for the Year


Profit for the period attributable to owners of the Corporation

Effect of potentially dilutive ordinary shares:
Convertible bonds

Earnings used in the computation of diluted earnings per share
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **


2020
$ 14,710,486

(88,804)

$ 14,621,682
2019
$ 17,459,673

(55,373)
$ 17,404,300

Weighted average number of ordinary shares outstanding (in thousand shares):


Weighted average number of ordinary shares in computation of basic
earnings per share

Effect of potentially dilutive ordinary shares:
Employees’ compensation
Convertible bonds

Weighted average number of ordinary shares used in the
computation of diluted earnings per share
For the Year Ended For the Year Ended December 31


2020
3,129,384

5,931
178,408

3,313,723
2019
3,138,664
6,888

166,769
3,312,321

The weighted average number of ordinary shares used in the computation of basic earnings per share is the weighted average outstanding shares after subtracting the shares of the Corporation held by the associates treated as treasury stock.

  • 57 -

When an entity pays employee compensation that may be settled in shares or cash at the entity’s option, the entity shall presume that the employee compensation will be settled in shares, and the resulting potential shares shall be included in diluted earnings per share if the effect is dilutive. The number of shares is estimated by dividing the entire amount of the compensation by the closing price of the shares at the balance sheet date. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.

27. ACQUISITION OR DISPOSAL OF SUBSIDIARIES - WITHOUT LOSS OF CONTROL

From April to December 2020, the Corporation acquired non-controlling interests in subsidiaries and, thus, increased its continuing interest in these subsidiaries; refer to Note 12.

In September 2020, the Corporation acquired 227,284 thousand ordinary shares of subsidiary CHP in the amount of $5,369,000 thousand from J-POWER INVESTMENT NETHERLANDS B.V. under a share purchase agreement. The transaction has been completed in November 2020 and, thus, increased the Corporation’s interest in CHP to 99.69%.

The above transactions were accounted for as equity transactions, since it did not have effect on the Corporation’s control over these subsidiaries; refer to Note 32 to the consolidated financial statements for the year ended December 31, 2020.

28. CAPITAL MANAGEMENT

The Corporation manages its capital to ensure that it will be able to continue as a going concern while maximizing the return to stakeholders through the optimization of the debt and equity balance.

The capital structure of the Corporation consists of net debt (borrowings offset by cash and cash equivalents) and equity of the Corporation (comprising issued capital, reserves, retained earnings, other equity).

The Corporation is not subject to any externally imposed capital requirements.

Key management personnel of the Corporation review the capital structure on an annual basis. As part of this review, the key management personnel consider the cost of capital and the risks associated with each class of capital. Based on recommendations of the key management personnel, in order to balance the overall capital structure, the Corporation may adjust the amount of dividends paid to shareholders and the amount of new debt issued or existing debt redeemed.

29. FINANCIAL INSTRUMENTS

  • a. Fair value of financial instruments not measured at fair value

December 31, 2020

Carrying
Amount

Financial liabilities


Financial liabilities measured at
amortized cost

Bonds payable (included
current portion)
$ 48,170,305
FairValue
Level 1
Level 2
Level 3
Total
















$ 49,777,749 $ - $ - $ 49,777,749
  • 58 -

December 31, 2019

b. Carrying
Fair Value
Amount
Level 1
Level 2
Level 3



Financial liabilities






Financial liabilities measured at
amortized cost



Bonds payable (included
current portion)
$ 22,280,807 $ 24,156,832 $ - $ -
Fair values of financial instruments measured at fair value on a recurring basis
1) Fair value hierarchy
December 31, 2020
Level 1
Level 2
Level 3
Financial assets at FVTPL
Overseas listed stocks
$ 1,571,594 $ - $ -
Beneficiary certificates
273,100
-
-
Bond options

-

-

94,743

$ 1,844,694
$ -
$ 94,743

Financial assets at FVTOCI
Investments in equity
instruments at FVTOCI
Domestic listed stocks
$ 7,076,319 $ - $ -
Domestic unlisted stocks
-
-
591,992
Overseas unlisted shares
-

-

282,230

$ 7,076,319
$ -
$ 874,222

Financial liabilities at
FVTPL
Cross-currency swap
contracts
$ -
$ -
$ 425,693
Fair Value
Total




$ 24,156,832
Total
$ 1,571,594

273,000

94,743
$ 1,939,437
$ 7,076,319

591,992

282,230
$ 7,950,541
$ 425,693
  • 59 -

December 31, 2019

Financial assets at FVTPL
Overseas listed stocks

Beneficiary certificates


Financial assets at FVTOCI
Investments in equity
instruments at FVTOCI
Domestic listed stocks

Domestic unlisted stocks
Overseas unlisted shares

Bond options

Cross-currency swap
contracts

Level 1
$ 1,485,828

204,700

$ 1,690,528

$ 7,751,553

-

-

$ 7,751,553

$ -

-

$ -
Level 2
$ -

-

$ -

$ -

-

-

$ -

$ -

-

$ -
Level 3
$ -

-

$ -

$ -

586,459

488,258

$ 1,074,717

$ 81,724

30,346

$ 112,070
Total
$ 1,485,828

204,700

$ 1,690,528

$ 7,751,553

586,459

488,258

$ 8,826,270

$ 81,724

30,346

$ 112,070

There were no transfers between Levels 1 and 2 for the years ended December 31, 2020 and 2019.

  • 2) Reconciliation of Level 3 fair value measurements of financial instruments
Balance at January 1, 2020
Recognized in profit or loss
Net gain (loss) on
financial liabilities at
FVTPL
Recognized in other
comprehensive income
Unrealized loss on
financial assets at
FVTOCI

Balance at December 31,
2020
Financial Assets at FVTPL
Derivatives
Financial
Assets
Financial
Liabilities
$ - $(112,070)

94,743
(313,623)

-

-

$ 94,743
$ (425,693)
Financial
Assets
at FVTOCI
Equity
Instruments
$1,074,717


-

(200,495)

$ 874,222
Total
$ 962,647
(218,880)
(200,495)
$ 543,272




Financial
Assets
$ -
94,743


-

$ 94,743
  • 60 -
Balance at January 1, 2019

Recognized in profit or loss
Net gain on financial liabilities at FVTPL
Recognized in other comprehensive income
Unrealized loss on financial assets at FVTOCI
Purchases
Transfers into Level 3

Balance at December 31, 2019
Financial
Liabilities at
Financial Assets
at FVTOCI
FVTPL
Equity
Derivatives
Instruments
$ (268,218) $ 573,372
156,148
-
-
(232,982)
-
118,055
-

616,272
$ (112,070)
$ 1,074,717
  • 3) Valuation techniques and inputs applied for Level 3 fair value measurement

    • a) The fair values of convertible bond options are determined using the information available from the counterparty for valuation based on the option pricing model. The option pricing model incorporates the present value techniques and reflects both the time value and the intrinsic value of options.

    • b) The fair value of cross currency swap contracts is determined using the information available from the counterparty for valuation. The counterparty measures the fair value of a cross currency swap contracts using the discounted cash flows model. Future cash flows are estimated based on observable forward exchange rates at balance sheet dates and contract forward rates and discounted at rates that reflect the credit risk of various counterparties.

    • c) The fair values of unlisted stocks are determined by using the asset approach or the market approach. In the asset approach, the fair values are estimated by using the net asset value measured at fair value based on the unlisted investees’ latest financial statements, while taking into account the liquidity discount and non-controlling interest discount. In the market approach, the fair values are estimated based on the market transaction prices of comparable companies with similar industrial and business characteristics and liquidity discount are considered.

  • c. Categories of financial instruments

Financial assets
Fair value through profit or loss

Financial assets at amortized cost (1)
Financial assets at FVTOCI
Financial liabilities
Financial liabilities at FVTPL
Financial liabilities at amortized cost (2)
December 31
2020
2019
$ 1,939,437 $ 1,690,528
6,403,386
5,355,731
7,950,541
8,826,270
425,693
112,070
56,202,576
46,514,261
  • 1) The balances include financial assets at amortized cost, which comprise cash and cash equivalents, debt investments, notes receivable, trade receivables and other receivables.

  • 2) The balances include financial liabilities at amortized cost, which comprise short-term bills payable, trade and other payables, bonds issued and long-term loans.

  • 61 -

d. Financial risk management objectives and policies

The Corporation’s major financial instruments include equity and debt investments, trade receivables, trade payables, bonds payable, borrowings and lease liabilities. The Corporation’s Corporate Treasury function provides services to the business, coordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Corporation through internal risk reports which analyze exposures by degree and magnitude of risks. These risks include market risk (including foreign currency risk, interest rate risk and other price risk), credit risk and liquidity risk.

The Corporation mitigates the effects of these risks by using derivative financial instruments to hedge risk exposures. The use of financial derivatives is governed by the Corporation’s policies approved by the board of directors, which provides written principles on foreign currency risk, interest rate risk, credit risk, the use of financial derivatives and non-derivative financial instruments, and the investment of excess liquidity. Compliance with policies and exposure limits is reviewed by the internal auditors on a continuous basis.

1) Market risk

The Corporation’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates (see (a) below) and interest rates (see (b) below). The Corporation enters into cross-currency swap contracts to mitigate its exposure to foreign currency risk and interest risk.

a) Foreign currency risk

The Corporation have foreign currency sales and purchases and foreign currency financing activities, which expose the Corporation to foreign currency risk.

The carrying amounts of the Corporation’s foreign currency denominated monetary assets and monetary liabilities and derivatives exposed to foreign currency risk at the end of the reporting period are set out in Note 34.

Sensitivity analysis

The Corporation was mainly exposed to the RMB and USD.

The following table details the Corporation’s sensitivity to a 5% increase and decrease in the functional currency against the relevant foreign currencies. The sensitivity rate of 5% is used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis included only outstanding foreign currency denominated monetary items less notional amounts of cross-currency swap. The analysis assumed a 5% change in foreign currency rates at the end of the reporting period. A positive number below indicates an increase in pre-tax profit assuming the New Taiwan dollars weakened by 5% against the relevant currency. For a 5% strengthening of New Taiwan dollars against the relevant currency, there would be an equal and opposite impact on pre-tax profit and the balances shown below would be negative.

Increase (decrease) in
pre-tax profit
RMB Impact
For the Year Ended
December 31
2020
2019
$ 86,023
$ 41,450
USD Impact
For the Year Ended
December 31
2020
2019
$ 432,922
$ 507,924
  • 62 -

b) Interest rate risk

The Corporation is exposed to interest rate risk because the Corporation borrows funds at both fixed and floating interest rates. The risk is managed by the Corporation by maintaining an appropriate mix of fixed and floating rate borrowings and using cross-currency swap contracts.

The carrying amounts of the Corporation’s financial assets and financial liabilities with exposure to changes in interest rates at the end of the reporting period were as follows:

Fair value interest rate risk
Financial assets

Financial liabilities
Cash flow interest rate risk
Financial assets
Financial liabilities
Sensitivity analysis
December 31
2020
2019
$ 3,354,478 $ 3,474,879
50,511,475
33,235,940
1,833,251
743,930
3,950,000
11,795,000

The sensitivity analysis below is based on the Corporation’s exposure to changes in interest rates of non-derivative instruments at the end of the reporting period.

If interest rates had been 0.01% higher/lower and all other variables were held constant, the Corporation’s pre-tax profit for the years ended December 31, 2020 and 2019 would have decreased/increased by $658 thousand and $977 thousand, respectively, mainly due to the Corporation’s exposure to changes in interest rates of its variable-rate bank borrowings and bank deposits.

  • c) Other price risk

The Corporation is exposed to price risk through its investments in listed equity securities and beneficiary certificates of funds.

Sensitivity analysis

The sensitivity analysis below is based on the exposure to investment position price risks at the end of the reporting period.

If investment position prices had been 1% higher/lower, pre-tax profit for the year ended December 31, 2020 and 2019 would have increased/decreased by $18,447 thousand and $16,905 thousand, respectively, as a result of the changes in fair value of financial assets at fair value through profit or loss, and the pre-tax other comprehensive income for the year ended December 31, 2020 and 2019 would have increased/decreased by $70,763 thousand and $77,516 thousand, respectively, as a result of the changes in fair value of financial assets at fair value through other comprehensive income.

  • 63 -

2) Credit risk

Credit risk refers to the risk that counterparty will default on its contractual obligations resulting in financial loss to the Corporation. As at the end of the reporting period, the Corporation’s maximum exposure to credit risk which would cause a financial loss to the Corporation due to the failure of counterparties to discharge an obligation and financial guarantees provided by the Corporation is equal to the carrying amount of the financial assets as stated in the balance sheets. The Corporation adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults. The Corporation only transacts with entities that are rated the equivalent of investment grade and above. The Corporation uses publicly available financial information and its own trading records to rate its major customers. The Corporation’s exposure and the credit ratings of its counterparties are continuously monitored.

The counterparties in trade receivables consist of a large number of clients in different industries and regions. The Corporation evaluates clients’ financial condition continuously.

Credit risk represents the potential negative impact on the financial assets of the Corporation if counterparties or third parties breach the contracts. The Corporation evaluates credit risk exposure on contracts with positive carrying value. The Corporation evaluated the credit risk exposure as immaterial because all counterparties are reputable financial institutions and companies with good credit ratings.

3) Liquidity risk

The Corporation manages liquidity risk by monitoring and maintaining a level of cash and cash equivalents deemed adequate to finance the Corporation’s operations and mitigate the effects of fluctuations in cash flows. In addition, management monitors the utilization of bank borrowings and ensures compliance with loan covenants.

a) Liquidity and interest rate tables for non-derivative financial liabilities

The following tables detail the Corporation’s remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The tables had been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Corporation can be required to pay. The tables included both interest and principal cash flows.

December 31, 2020

On Demand or On Demand or On Demand or
Less than 3 Months to
1 Month 1-3 Months 1 Year 1-5 Years 5+ Years
Non-derivative financial liabilities
Non-interest bearing $ 990,062 $ 267,807 $ 617,083 $
5,579
$ 2,018
Lease liabilities 6,508 13,017 58,576 54,284 12,802
Variable interest rate liabilities - - - 3,950,000 -
Fixed interest rate liabilities 2,199,722
-
9,370,305
28,600,000
10,200,000
$ 3,196,292
$ 280,824
$ 10,045,964
$ 32,609,863
$ 10,214,820
Additional information about the maturity analysis for lease liabilities
Less than 1
Year 1-5 Years 5-10 Years 10-15 Years 15-20 Years 20+ Years
Lease liabilities
$ 78,101 $ 54,284
$ 5,819 $ 5,819 $ 1,164 $ -
  • 64 -

December 31, 2019

On On Demand or
Less than 3 Months to
1 Month 1-3 Months 1 Year 1-5 Years 5+ Years
Non-derivative financial liabilities
Non-interest bearing $ 492,858 $ 534,475 $ 551,707 $
101,508
$ -
Lease liabilities 3,427 6,854 30,844 32,865 13,966
Variable interest rate liabilities - - - 11,795,000 -
Fixed interest rate liabilities -
10,757,906
3,000,000
19,280,807
-
$ 496,285
$ 11,299,235
$ 3,582,551
$ 31,210,180
$ 13,966
Additional information about the maturity analysis for lease liabilities
Less than 1
Year 1-5 Years 5-10 Years 10-15 Years 15-20 Years 20+ Years
Lease liabilities
$ 41,125
$ 32,865
$ 5,819 $ 5,819 $ 2,328 $ -

The amounts above of variable interest rate non-derivative financial assets and liabilities are subject to change if actual variable interest rates differ from those estimates of interest rates at the end of the reporting period.

b) Liquidity and interest rate risk table for derivative financial liabilities

The following table details the Corporation’s liquidity analysis of its derivative financial instruments. The table is based on the undiscounted contractual net cash inflows and outflows on derivative instruments that settle on a net basis. When the amount payable or receivable is not fixed, the amount disclosed is determined by reference to the projected interest rates as illustrated by the yield curves at the end of the reporting period.

December 31, 2020

On
Demand or
Less than
1 Month
1-3 Months
3 Months to
1 Year

Net settled
Cross-currency swap
contracts
$ -
$ (42,155)
$ (86,183)

December 31, 2019
On
Demand or
Less than
1 Month
1-3 Months
3 Months to
1 Year

Net settled
Cross-currency swap
contracts
$ -
$ (44,872)
$ (135,109)
1-5 Years
$ -

1-5 Years
$ (135,109)
5+ Years
$ -
5+ Years
$ -
  • e. Transfers of financial assets. None.

  • 65 -

  • f. Offsetting financial assets and financial liabilities. None.

  • g. Reclassifications. None.

30. TRANSACTIONS WITH RELATED PARTIES

Details of transactions between the Corporation and other related parties are disclosed below.

Transactions with related parties are conducted under normal terms.

Balances and transactions between the Corporation and single related party are disclosed separately except when the amount is less than 10% of the total balances or transactions; otherwise, the amounts are lumped together as others.

  • a. Related party name and category
Related Party Name
FMT
DCI
YLPPC
ACSPL
NHC
AEE
AIC
YTRMC
ACCHC
YLT
Ya Sing Ready-Mixed Concrete Corp. (YSRMC)
Fu Shan Mineral Stone Co., Ltd. (FSMS)
Fu Da Transportation Corp. (FDT)
Jiangxi Yadong Cement Co., Ltd. (JYDC)
Kowloon Cement Corp. Ltd. (KCC)
Asia Oriental Concrete, LLC (AOC)
FENC
U-Ming
EISF
OSC
FEDSDL
YDC
Pao-Good Industry Co., Ltd. (PGIC)
Shih Hsin Storage & Transportation Co., Ltd. (SHSTC)
Far EasTone Telecommunications Co., Ltd.
Far Eastern Department Store Ltd.
Chu Feng Power Corporation, Preparatory Office
Oriental Union Chemical Corp.
Far Eastern Memorial Foundation
Far Eastern Medical Foundation
New Century InfoComm Tech Co., Ltd.
CHC Resources Corporation
Far Eastern Resources Development Co.
Far Eastern General Construction Inc.
Far Eastern International Leasing Corporation
Related Party Category
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Subsidiary
Sub-subsidiary
Sub-subsidiary
Sub-subsidiary
Sub-subsidiary
Sub-subsidiary
Sub-subsidiary
Associate
Associate
Associate
Associate
Associate
Associate
Associate
Associate
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
Other
(Continued)
  • 66 -

Related Party Category

Related Party Name

U-Ming Transport (Singapore) Private Limited Other
Ding Hotel Co., Ltd. Other
Ding & Ding Management Consultants Co., Ltd. Other
Ya Tung Department Store Ltd. Other
Far Eastern Apparel Co., Ltd. Other
Far Eastern Leasing Corporation Other
Far Eastern International Bank (FEIB) Other
Far Eastern New Century (China) Corporation Other
Yuan Ze University Other
Chubei New Century Shopping Mall Co., Ltd. Other
Oriental Institute of Technology Other
YDT Technology International Co., Ltd. Other
Far Eastern Ai Mai Co., Ltd. Other
Far Eastern Technical Consultants Co., Ltd.
Y.F. Chang Related party in substance
Z.P. Chang Related party in substance
Peter Hsu Related party in substance
Tsai Hsiung Chang Related party in substance
Kun Yen Lee Related party in substance
Alice Hsu Related party in substance
Lin Seng Chang Related party in substance
Cheng Chen Fong Related party in substance
Chen Kun Chang Related party in substance
Raymond Hsu Related party in substance
Fang Lu Hsing Related party in substance
Johnny Shih Related party in substance
Douglas Tong Hsu Related party in substance
Nancy Hsu Related party in substance
Richard Yang Related party in substance
Frederica Yang Related party in substance
(Concluded)

Note: Other related party relationships mainly include associates’ subsidiaries, legal person in which the chairman is the same as the Corporation’s chairman and the director is also the Corporation’s chairman.

b. Operating transactions


Operating revenues
Subsidiaries

Associates
Others



Operating cost

Subsidiaries

Associates
Others

For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31







2020
$ 2,526,833

253,236
161,441

$ 2,941,510

$ 480,048

606,277
236,747

$ 1,323,072
2019
$ 2,519,628
250,841

130,451
$ 2,900,920
$ 501,149
612,257

237,420
$ 1,350,826
  • 67 -

Receivables from related parties (including notes receivable, trade receivables and other receivables):

Subsidiaries
YTRMC

Others

Associates
Others

December 31 December 31



2020
$ 372,929

147,306

520,235
11,851
59,112

$ 591,198
2019
$ 348,763

93,564
442,327
12,012

9,485
$ 463,824

Accounts payable and accrued expenses to related parties:

Subsidiaries

Associates
Others

December 31 December 31


2020
$ 61,999

98,059
5,345

$ 165,403
2019
$ 82,820
113,621

5,363
$ 201,804

The outstanding trade payables and receivables from related parties are unsecured. For the years ended December 31, 2020 and 2019, no impairment losses were recognized for trade receivables from related parties.

Prepayments:

Associates

c. Transactions with FEIB
Bank deposits (Note)

Cross-currency swap contracts
December 31 December 31
2020
2019
$ 15,000
$ 15,000
December 31

2020
$ 1,555,527

$ (26,854)
2019
$ 930,024
$ (1,415)

As of December 31, 2020 and 2019, the notional principal of the above outstanding cross-currency swap contracts were both US$15,000 thousands.

Note: The balances included amounts recognized as financial assets measured at amortized cost, and other non-current assets (refundable deposits).

  • 68 -

  • d. Compensation of key management personnel

The amounts of the compensation of directors and other key management personnel for the years ended December 31, 2020 and 2019 were as follows:


Short-term employee benefits

Post-employment benefits

For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2020
$ 232,734

864

$ 233,598
2019
$ 291,657

864
$ 292,521

The remuneration of directors and key executives is determined by the remuneration committee based on the performance of individuals and market trends.

  • e. Other transactions with related parties

  • 1) Operating expense - rental


Associates

Others


Acquisitions of property, plant and equipment

Others
**For the Year Ended December 31 ** **For the Year Ended December 31 ** **For the Year Ended December 31 **
2020
2019
$ 44,943
$ 44,924

4,957

5,597
$ 49,900
$ 50,521
**For the Year Ended December 31 **
2020
$ 877
2019
$ -
  • 2) Acquisitions of property, plant and equipment

  • 3) Due to changes in circumstances, the Corporation’s donations to Yuan Ze University in 2010 and 2013 were not able to be proceeded and, thus, were returned and recognized in other income of $61,304 thousand and interest income of $3,248 thousand, respectively. Consequently, the Corporation proposed to transfer donation amounting to $64,552 thousand to Far Eastern Memorial Foundation to support its ”International Conference Center Project” and recognized the donation in miscellaneous expenses.

  • 4) From April to December 2020, the Corporation acquired further interests in associate YYI and non-controlling interests in subsidiaries, including CHP, YTRMC, DCI, FMT, NHC, AEE, YLT and YLPPC, from related party in substance with a total amount of $21,415 thousand; refer to Note 12.

  • 69 -

31. ASSETS PLEDGED AS COLLATERAL

The following assets are provided as collaterals for short-term and long-term bank borrowings:

Investment properties

Investments accounted for using the equity method
Financial assets at fair value through other comprehensive income -
current
Property, plant and equipment, net

**December 31 ** **December 31 **


2020
$ 13,857,984
6,948,790
-

848,022

$ 21,654,796
2019
$ 13,855,572

11,287,882

1,045,450

857,003
$ 27,045,907

32. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

As of December 31, 2020, the Corporation had the following significant commitments and contingencies:

  • a. Unused letters of credit of US$1,065 thousand and RMB1,186 thousand.

  • b. Guarantee notes issued for related parties:

The Corporation
AIC

DCI
NHC
YTRMC
YLPPC
AEE
YSRMC
FSMS

$ 13,605,800
12,110,750
1,174,300
1,000,000
497,642
300,000
150,000

30,000
$ 28,868,492
  • c. On December 4, 2015 and December 17, 2015, CSCGL, China Shanshui Cement Group (Hong Kong) Company Limited and China Pioneer Cement (Hong Kong) Company Limited (collectively referred as “Shanshui Cement Group”) commenced legal proceedings against former directors of CSCGL in respect of the alleged dishonest breaches of fiduciary duty or alleged conspiracy to cause damages to CSCGL during their tenures. The proceedings arose from disputes between CSCGL’s present and former board of directors over the changes in management and the takeover of the headquarters of CSCGL. On April 7, 2016, the Corporation was added as the 10th defendant. The Corporation engaged lawyers to take legal actions in connection with the unqualified claim to defend its reputation and interests. As of the auditors’ report date, the trial was set to take place, starting from April to June 2021. The Corporation considered that it is premature to evaluate at this stage the possible outcome of the proceedings and, therefore, did not recognize any contingent liabilities.

  • d. Tianrui Group Company Limited and Tianrui (International) Holding Company Limited (collectively referred as “Tianrui Group”), CSI and former directors of CSCGL, in breach of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, the Codes on Takeovers and Mergers and share Buy-backs issued by the Hong Kong Securities and Futures Commission and the fiduciary duties, have engaged in unfair prejudicial conducts in favor of Tianrui directly and indirectly through CSCGL which are detrimental to the interests of the shareholders including the Corporation. The Corporation filed a writ of summons to the High Court of Hong Kong in June 2017 and has been seeking legal advice in relation to the legal proceedings. As the respondents’ applications to strike out

  • 70 -

the petition for technical reasons, the Corporation amended the applications accordingly. As of the auditors’ report date, no further decision has been rendered yet.

  • e. On August 30, 2018, Tianrui (International) Holding Company Limited (“Tianrui”) presented a petition to the Grand Court of the Cayman Islands (the “Grand Court”) seeking to wind up CSCGL, and Tianrui further filed an application for the appointment of joint provisional liquidators (“JPLs”) over CSCGL, which was accepted by the Grand Court on September 4, 2018. On August 12, 2019, CSCGL had made applications to the Grand Court for the above-mentioned winding-up petition to be struck out and/or stayed. However, the Grand Court dismissed CSCGL’s applications according to the announcement dated April 7, 2020 at the news website of the Hong Kong Exchanges and Clearing Limited. Pursuant to the Grand Court’s decision, the winding up petition filed by Tianrui is considered a dispute between CSCGL’s shareholders and thus needs to be amended. The amendments shall include but not limited to adding the Corporation as defendants. Later, Tianrui filed an application with the Grand Court to amend its winding-up petition and the Corporation was added as defendants in the petition. By an order of the Grand Court announced on January 27, 2021, the Grand Court granted Tianrui’s amendments to the winding-up petition against CSCGL and added the Corporation as defendants. On March 19, 2021, the Corporation received the legal documents from Tianrui and has appointed legal counsel in relation to the petition. Since no further verdict has been rendered yet, the Corporation considered that it is premature to evaluate at this stage the possible outcome of the proceedings. Therefore, the Corporation assessed that the winding-up petition did not have any material impact on its investments in CSCGL.

33. OTHER ITEMS

Due to the impact of the COVID-19 pandemic, the Corporation considered the economic implications of the epidemic when making its critical accounting estimates based on the information available as of the balance sheet date; refer to Note 5. With this, the Corporation assessed that there are no doubts in the aspects of the Corporation’s ability to continue as a going concern, risk of asset impairment and financing activities as of the date the parent company only financial statements were authorized for issue. The Corporation will stay alert to the development and situation of the COVID-19 and will take necessary action to mitigate the business risk

34. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

The significant financial assets and liabilities denominated in foreign currencies were as follows:

December 31, 2020

Foreign New Taiwan
Currencies Exchange Rate Dollars
Financial assets
Monetary items
RMB $
394,860
4.35715
$ 1,720,464
USD 89,553 28.43 2,545,992
Non-monetary items
HKD 508,873 3.643 1,853,824
USD 3,333 28.43 94,757
Financial liabilities
Non-monetary items
USD 14,973 28.43 425,682
  • 71 -

December 31, 2019

Foreign New Taiwan New Taiwan
Currencies Exchange Rate Dollars
Financial assets
Monetary items
RMB $
193,225
4.29032
$ 828,996
USD 124,408 29.93 3,723,523
Non-monetary items
HKD 389,062 3.819 1,485,828
Financial liabilities
Non-monetary items
USD 3,744 29.93 112,070

For the years ended December 31, 2020 and 2019, the total amounts of realized and unrealized net foreign exchange losses were $137,178 thousand and $69,940 thousand, respectively. It is impractical to disclose net foreign exchange losses by each significant foreign currency because of the variety of the foreign currency transactions and functional currencies of the entities.

35. SEPARATELY DISCLOSED ITEMS

  • a. Information about significant transactions and investees:

  • 1) Financing provided to others (Table 1)

  • 2) Endorsements/guarantees provided (Table 2)

  • 3) Marketable securities held (excluding investments in subsidiaries, associates and joint ventures) (Table 3)

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

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

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

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

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

  • 9) Information on investees (Table 8)

  • 10) Trading in derivative instruments (Note 7)

  • 72 -

  • b. Information on investments in mainland China

  • 1) Information on any investee company in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, net income of investees, investment income or loss, carrying amount of the investment at the end of the year, repatriations of investment income, and limit on the amount of investment in the mainland China area (Table 9)

  • 2) Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses (Table 9):

    • a) The amount and percentage of purchases and the balance and percentage of the related payables at the end of the year

    • b) The amount and percentage of sales and the balance and percentage of the related receivables at the end of the year

    • c) The amount of property transactions and the amount of the resultant gains or losses

    • d) The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the year and the purposes

    • e) The highest balance, the ending balance, the interest rate range, and total current period interest with respect to the financing of funds

    • f) Other transactions that have a material effect on the profit or loss for the year or on the financial position, such as the rendering or receipt of services

  • c. Information of major shareholders: list all shareholders with ownership of 5% or greater showing the name of the shareholder, the number of shares owned, and percentage of ownership of each shareholder (Table 10)

  • 73 -

TABLE 1

ASIA CEMENT CORPORATION

FINANCING PROVIDED TO OTHERS YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No. Lender Borrower Financial
Statement Account
Related
Parties
Highest Balance
for the Period
Ending Balance
(Note 2)
Actual
Borrowing
Amount
Interest Rate
(Note 3)
Nature of Financing Business
Transaction
Amounts
Reasons for
Short-term
Financing
Allowance for
Impairment Loss
Collateral Collateral Financing Limit for
Each Borrower
(Note 1)
Aggregate Financing
Limits (Note 1)
Item Value
1 OIHPL ACCHC Other receivables Y $ 192,543 $ 191,715 $ 191,715 3.61% Necessary for short-term financing $ - Operating capital $ - - $ - 20% of net worth
$10,948,707
50% of net worth
$27,371,769
2 OHC SIYDCCL
SLCL
ACCHC
Other receivables
Other receivables
Other receivables
Y
Y
Y
875,193
1,531,588
1,311,603

871,431

1,089,288

1,307,146

-

-

-
-
-
-
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
-
-
-
Operating capital
Operating capital
Operating capital

-

-

-
-
-
-
-
-
-
20% of net worth
$2,780,745
Same as above
Same as above
50% of net worth
$6,951,862
Same as above
Same as above
3 JYDC YYDCCL
TZOCCL
SIYDCCL
SLCL
SHYLCP
ACCHC
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Y
Y
Y
Y
Y
Y
612,635
612,635
218,798
875,193
393,837
3,063,176

435,715

522,858

-

-

392,144

2,614,292

-

130,715

-

-

130,715

2,614,292
-
3.85%
-
-
3.85%
2.77%
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
-
-
-
-
-
-
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital

-

-

-

-

-

-
-
-
-
-
-
-
-
-
-
-
-
-
20% of net worth
$5,269,275
Same as above
Same as above
Same as above
Same as above
Same as above
50% of net worth
$13,173,187
Same as above
Same as above
Same as above
Same as above
Same as above
4 NYDC SIYDCCL
SLCL
Other receivables
Other receivables
Y
Y
87,519
131,279

-

-

-

-
-
-
Necessary for short-term financing
Necessary for short-term financing
-
-
Operating capital
Operating capital

-

-
-
-
-
-
20% of net worth
$151,808
Same as above
50% of net worth
$379,521
Same as above
5 HYDCCL WYXC
HXMC
WYCPCL
SLCL
SYCPCL
ACCHC
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Y
Y
Y
Y
Y
Y
87,519
107,211
87,519
437,597
87,519
1,750,386

87,143

43,572

87,143

-

87,143

1,307,146

-

-

-

-

87,143

1,307,146
-
-
-
-
3.85%
2.77%
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
-
-
-
-
-
-
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital

-

-

-

-

-

-
-
-
-
-
-
-
-
-
-
-
-
-
20% of net worth
$2,093,664
Same as above
Same as above
Same as above
Same as above
Same as above
50% of net worth
$5,234,160
Same as above
Same as above
Same as above
Same as above
Same as above
6 WYDC WYXC
WYCPCL
SYCPCL
SLCL
ACCHC
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Y
Y
Y
Y
Y
306,318
109,399
175,039
393,837
437,201

108,929

108,929

174,286

-

435,715

-

-

174,286

-

435,715
-
-
3.85%
-
2.77%
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
-
-
-
-
-
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital

-

-

-

-

-
-
-
-
-
-
-
-
-
-
-
20% of net worth
$549,427
Same as above
Same as above
Same as above
Same as above
50% of net worth
$1,373,567
Same as above
Same as above
Same as above
Same as above
7 CYCPCL SIYDCCL
SLCL
Other receivables
Other receivables
Y
Y
52,512
52,512

-

-

-

-
-
-
Necessary for short-term financing
Necessary for short-term financing
-
-
Operating capital
Operating capital

-

-
-
-
-
-
20% of net worth
$64,899
Same as above
50% of net worth
$162,249
Same as above
8 HGYDC SIYDCCL
SLCL
ACCHC
Other receivables
Other receivables
Other receivables
Y
Y
Y
153,159
306,318
874,402

-

-

871,431

-

-

871,431
-
-
2.77%
Necessary for short-term financing
Necessary for short-term financing
Necessary for short-term financing
-
-
-
Operating capital
Operating capital
Operating capital

-

-

-
-
-
-
-
-
-
20% of net worth
$1,124,609
Same as above
Same as above
50% of net worth
$2,811,522
Same as above
Same as above
9 SLCL SLCCL Other receivables Y 175,039
174,286

143,786
3.85% Necessary for short-term financing - Operating capital
-
- - 20% of net worth
$1,668,262
50% of net worth
$4,170,655
10 SIYDCCL SYCPCL Other receivables Y 131,160
130,715

-
- Necessary for short-term financing - Operating capital
-
- - 20% of net worth
$4,796,562
50% of net worth
$11,991,406

Note 1: The net value was calculated based on audited financial statements as of December 31, 2020.

Note 2: The ending balance is the financing credit lines to the respective borrowers approved by the board of directors of lenders.

Note 3: The interest rate was for the year ended December 31, 2020.

Note 4: The foreign currency amounts are expressed in New Taiwan dollars at exchange rate as of December 31, 2020.

  • 74 -

TABLE 2

ASIA CEMENT CORPORATION

ENDORSEMENTS/GUARANTEES PROVIDED YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

No. Endorser/
Guarantor
Endorsee/Guarantee Endorsee/Guarantee Limits on Each
Endorsement/
Guarantee Given on
Behalf of Each Party
(Note 1)
Maximum
Amount
Endorsed/
Guaranteed
During the
Period
Outstanding
Endorsement/
Guarantee at
the End of the
Period
Actual
Borrowing
Amount
Amount
Endorsed/
Guaranteed by
Collaterals

Ratio of
Accumulated
Endorsement/
Guarantee to
Net Equity in
Latest
Financial
Statements
(%)
Aggregate
Endorsement/
Guarantee Limit
(Note 1)
Endorsement/
Guarantee
Given by
Parent on
Behalf of
Subsidiaries
Endorsement/
Guarantee
Given by
Subsidiaries
on Behalf of
Parent
Endorsement/
Guarantee
Given on
Behalf of
Companies in
Mainland
China
Name Relationship
(Note 3)
0 The Corporation AIC
DCI
FSMS
NHC
AEE
YLPPC
YSRMC
YTRMC
b
b
b
b
b
b
b
b
50% of net worth
($73,884,280)
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
$ 13,666,400
12,136,000
30,000
1,512,800
330,200
497,642
150,000
1,000,000
$ 13,605,800
12,110,750
30,000
1,174,300
300,000
497,642
150,000
1,000,000
$ 9,850,000
8,010,000
30,000
380,000
190,000
156,800
5,000
290,000
None
None
None
None
None
None
None
None
9.21
8.20
0.02
0.79
0.20
0.34
0.10
0.68
100% of net worth
($147,768,559)
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Y
Y
Y
Y
Y
Y
Y
Y
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1 DCI FSMS b 50% of net worth
($7,141,035)
50,000
50,000

20,000
None 0.35 100% of net worth
($14,282,069)
Y - -
2 AOG AOC b 50% of net worth
($4,120)
15,100
-

-
None - 100% of net worth
($8,240)
Y - -
3 YLSS YLSS - 50% of net worth
($891,884)
100,000
100,000

30,000
100,000 5.61 100% of net worth
($1,783,768)
- - -
4 YTRMC AOC
YSRMC
b
b
50% of net worth
($1,255,573)
Same as above
15,100
66,889

-
66,889

-
66,889
None
None
-
2.66
100% of net worth
($2,511,145)
Same as above
Y
Y
-
-
-
-
5 FMT FDT b 50% of net worth
($737,233)
1,000
-

-
None - 100% of net worth
($1,474,466)
Y - -
6 FDT FMT d 50% of net worth
($429,642)
3,000
2,000

2,000
None 0.23 100% of net worth
($859,283)
- Y -

Note 1: The net value was calculated based on audited financial statements as of December 31, 2020.

Note 2: The foreign currency amounts are expressed in New Taiwan dollars at exchange rate as of December 31, 2020.

(Continued)

  • 75 -

(Concluded)

  • Note 3: The relationship between guarantor and guarantee are as follows:

  • a. A company with which the Corporation engages business.

  • b. A company in which the Corporation directly and indirectly holds more than 50% of the voting shares.

  • c. A company that directly and indirectly holds more than 50% of the voting shares in the Corporation.

  • d. A company in which the Corporation directly and indirectly holds more than 90% of the voting shares.

  • e. The Corporation fulfills its contractual obligations by providing mutual endorsements/guarantees for another company in the same industry or for joint builders for purposes of undertaking a construction project.

  • f. All capital contributing shareholders make endorsements/guarantees for their jointly invested company in proportion to their shareholding percentages.

  • g. Companies in the same industry provide among themselves joint and several securities for a performance guarantee of a sales contract for pre-construction homes pursuant to the Consumer Protection Act for each other.

  • 76 -

TABLE 3

ASIA CEMENT CORPORATION

MARKETABLE SECURITIES HELD DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Holding Company Name Type and Name of Marketable Securities Relationship with the Holding Company Financial Statement Account December 31, 2020 December 31, 2020 Note
Shares or Units Carrying Amount Percentage of
Ownership (%)
Fair Value
The Corporation
DCI
Beneficiary certificates
Deutsche Far Eastern DWS Taiwan Flagship Security
Investment Trust Fund
Ordinary shares
China Conch Venture Holding
Far EasTone
Far Eastern Department Stores Ltd.
Oriental Union Chemical Corp.
CHC Resources Corporation
Far Eastern International Bank
Kaohsiung Rapid Transit
Taiwan Stock Exchange Corp.
Ding Ding Hotel Corp.
L’ Hotel de Chine Hotel
China Trade & Development Corp.
Pan Asia Engineers & Constructors Corp.
Linkou Recreation Corporation
China Shanshui Investment Corp
Beneficiary certificates
Polaris Taiwan Top 50 Tracker Fund
Mega Target Return Strategy Fund of ETF Funds
ChinaAMC CSI 300 Index ETF
Yuanta/P-shares Taiwan Dividend Plus ETF
Opas Fund Segregated Portfolio Tranche A
Chang An Fund
Ordinary shares
Industrial and Commercial Bank of China, A share
China Mobile Communications Corporation
Haitong Securities Co., Ltd.
Taiwan Cement Co., Ltd.
Hsing Ta Cement Co., Ltd.
Tong Yang Industry Co., Ltd
E Ink Holdings corporation
Hiwin Technologies Corporation
Eclat Textile Co., Ltd.
Merry Electronics Co., Ltd
Chunghwa Picture Tubes, Ltd.
BizLink Holding Inc.
-
-
The same chairman
The same chairman
The same chairman
The Corporation is its director
The chairman of the Corporation is its vice-chairman
-
-
The Corporation is its director
-
-
The Corporation is its director
-
-
-
-
-
-
Related party in substance
-
-
-
-
-
-
-
-
-
-
-
-
-
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - noncurrent
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through profit or
loss - current
Same as above
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through profit or
loss - current
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
10,000,000
11,443,000
31,034,372
80,052,950
63,766,522
22,801,185
81,047,743
15,873,243
8,683,279
555,638
598,121
250,003
1,551,395
5
49,928
400,000
1,000,811
160,000
6,899,000
7,200
145,000
2,000,000
210,000
1,800,000
6,191,654
3,037,854
2,204,000
3,300,000
432,898
418,000
1,071,000
275,223
500,000
$ 273,100
1,571,594
1,899,304
1,921,271
1,294,461
1,081,916
879,368
74,221
477,667
5,340
19,320
3,902
11,542
-
282,230
48,900
10,747
36,582
206,625
276,809
4,127,503
43,485
33,814
45,443
267,479
60,757
85,956
151,140
166,449
176,605
156,902
-
121,750
-
0.63
0.95
5.65
7.20
9.17
2.35
5.70
1.16
0.53
0.20
0.38
1.36
0.50
4.99
-
-
0.06
-
-
-
-
-
0.02
0.10
0.89
0.37
0.29
0.14
0.15
0.51
-
0.38
$ 273,100
1,571,594
1,899,304
1,921,271
1,294,461
1,081,916
879,368
74,221
477,667
5,340
19,320
3,902
11,542
-
282,230
48,900
10,747
36,582
206,625
276,809
4,127,503
43,485
33,814
45,443
267,479
60,757
85,956
151,140
166,449
176,605
156,902
-
121,750

(Continued)

  • 77 -
Holding Company Name Type and Name of Marketable Securities Relationship with the Holding Company Financial Statement Account December 31, 2020 December 31, 2020 Note
Shares or Units Carrying Amount Percentage of
Ownership (%)
Fair Value
DCI
NHC
YTRMC
FMT
FDT
AEE
TCI Co., Ltd.
Lite-On Technology Corporation
Micro-Star International Co., Ltd.
Synnex Technology International Corporation
Radiant Opto-Electronics Corporation
Chicony Electronics Co., Ltd.
Casetek Holdings Limited
China Life Insurance Company Limited, H share
Far Eastern International Bank
Oriental Union Chemical Corp.
Far EasTone
Mega Financial Holding Co., Ltd.
Tripod Technology Corporation
WPG Holdings Limited
Far Eastern International Bank
Far Eastern Department Stores Ltd.
Oriental Union Chemical Corp.
CHC Resources Corporation
Picvue Electronics Co., Ltd.
Ding Ding Hotel Corp.
Far Eastern International Leasing Corporation
Ordinary shares
Far EasTone
Ordinary shares
Far EasTone
Ordinary shares
Everest Textile Co., Ltd.
Oriental Union Chemical Corp.
Far Eastern Department Store Ltd.
Yi Tong Fiber Co., Ltd.
Ordinary shares
Far Eastern International Bank
Far Eastern Department Store Ltd.
Oriental Union Chemical Corp.
Ding & Ding Management Consultants Co., Ltd.
Ordinary shares
Far EasTone
Ding & Ding Management Consultants Co., Ltd.
-
-
-
-
-
-
-
-
The Corporation is its director
Same chairman with the major shareholder
Same chairman with the major shareholder
-
-
-
The Corporation is its director
The same chairman
The same chairman
The Corporation is its director
-
The Corporation is its director
The Corporation is its director
Same chairman with the major shareholder
Same chairman with the major shareholder
The chairman of the Corporation is its chairman
The chairman of the Corporation is its chairman by
the ultimate parent company
Same chairman with the major shareholder
-
The chairman of the Corporation is its vice-chairman
by the ultimate parent company
The chairman of the Corporation is its chairman by
the ultimate parent company
Same chairman with the ultimate parent company
The Corporation is its director
Same chairman with the major shareholder
The Corporation is its director
Financial assets at fair value through profit or
loss - current
Same as above
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through other
comprehensive income - current
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through other
comprehensive income - noncurrent
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - noncurrent
Same as above
Same as above
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - noncurrent
Same as above
Same as above
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through other
comprehensive income - noncurrent
400,000
1,519,000
1,050,000
1,650,000
840,000
1,130,000
595,000
457,000
38,729,718
41,246
215,000
9,958,000
1,700,000
4,814,000
100,119,299
13,630,966
10,506,792
4,812,514
161,700
213,442
45,258,938
50,000
230,000
13,279,219
2,256,782
1,185,713
5,256,454
304,157
935,029
3,254,125
1,336,064
120,000
420,867
$ 80,000
75,646
139,125
77,550
95,760
97,406
51,944
28,469
420,217
837
13,158
296,748
201,450
206,521
1,086,294
327,143
213,288
228,353
-
2,052
602,813
3,060
14,076
130,800
45,813
28,457
41,691
3,300
22,441
66,059
8,376
7,344
900
0.34
0.06
-
0.10
0.18
0.15
0.14
-
1.12
-
0.01
0.07
0.32
0.26
2.90
0.96
1.19
1.94
0.06
0.21
10.14
-
-
2.60
0.25
0.08
5.94
0.01
0.07
0.37
16.00
-
5.04
$ 80,000
75,646
139,125
77,550
95,760
97,406
51,944
28,469
420,217
837
13,158
296,748
201,450
206,521
1,086,294
327,143
213,288
228,353
-
2,052
602,813
3,060
14,076
130,800
45,813
28,457
41,691
3,300
22,441
66,059
8,376
7,344
900
Note 3

(Continued)

  • 78 -
Holding Company Name Type and Name of Marketable Securities Relationship with the Holding Company Financial Statement Account December 31, 2020 December 31, 2020 Note
Shares or Units Carrying Amount Percentage of
Ownership (%)
Fair Value
YLPPC
AIC
Asia Cement Pioneer Investment Ltd.
FSMS
Ordinary shares
Far EasTone
Yamay International Development Corp.
Beneficiary certificates
Grand Power Fund
ChinaAMC CSI 300 Index ETF
Yuanta/P-shares Taiwan Dividend Plus ETF
Ordinary shares
Hsing Ta Cement Co., Ltd
Foxconn Technology Co., Ltd
Hiwin Technologies Corporation
Eclat Textile Co., Ltd.
Merry Electronics Co., Ltd
E Ink Holdings corporation
Hon Hai Precision Industry Co., Ltd.
China Construction Bank Corporation, A share
China Life Insurance Company Limited, H share
China Mobile Communications Corporation
BizLink Holding Inc.
TCI Co., Ltd.
Lite-On Technology Corporation
Micro-Star International Co., Ltd.
Synnex Technology International Corporation
Radiant Opto-Electronics Corporation
Chicony Electronics Co., Ltd.
Far EasTone
Casetek Holdings Limited
Nan Ya Plastics Corporation
Inventec Corporation
Tripod Technology Corporation
WPG Holdings Limited
China Life Insurance Company Limited, H share
China Life Insurance Company Limited, A share
Far Eastern International Bank
Oriental Union Chemical Corp.
Far Eastern Department Store Ltd.
Ding Shen Investment Co., Ltd.
Hsin Nan Construction Co., Ltd.
Ordinary shares
Cementon Micronesia L.L.C.
Ordinary shares
Stone Industry Resource System Corp
The director of the Corporation is its chairman
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Same chairman with the major shareholder
-
-
-
-
-
-
-
The chairman of the Corporation’s major shareholder
is its vice-chairman
Same chairman with the major shareholder
Same chairman with the major shareholder
The Corporation is its director
-
-
-
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through other
comprehensive income - noncurrent
Financial assets at fair value through profit or
loss - current
Same as above
Same as above
Financial assets at fair value through profit or
loss - current
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through other
comprehensive income - current
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through other
comprehensive income - noncurrent
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through other
comprehensive income - noncurrent
Financial assets at fair value through other
comprehensive income - noncurrent
105,000
15
122,000
380,000
6,906,000
7,348,650
2,043,000
433,145
418,000
1,071,000
3,300,000
1,720,000
2,500,000
1,350,000
448,000
514,000
400,000
1,520,000
1,050,000
1,650,000
840,000
1,130,000
1,426,303
560,000
3,286,000
2,882,000
1,700,000
4,821,000
986,000
360,000
138,865,723
1,552,156
11,361,972
40,328,640
2,696
100
10,000
$ 6,426
-
3,471,374
86,881
206,835
146,973
109,096
166,544
176,605
156,902
151,140
158,240
68,407
84,099
72,137
125,159
80,000
75,696
139,125
77,550
95,760
97,406
87,290
48,888
236,263
69,168
201,450
206,821
61,423
60,218
1,506,693
31,509
272,687
443,212
-
110,877
70
-
-
-
0.14
-
2.15
0.14
0.14
0.15
0.51
0.29
0.01
-
-
-
0.39
0.34
0.06
-
0.10
0.18
0.15
0.04
0.13
0.04
0.08
0.32
0.26
-
-
4.03
0.18
0.80
18.00
-
10.00
0.15
$ 6,426
-
3,471,374
86,881
206,835
146,973
109,096
166,544
176,605
156,902
151,140
158,240
68,407
84,099
72,137
125,159
80,000
75,696
139,125
77,550
95,760
97,406
87,290
48,888
236,263
69,168
201,450
206,821
61,423
60,218
1,506,693
31,509
272,687
443,212
-
110,877
70
Note 4

(Continued)

  • 79 -
Holding Company Name Type and Name of Marketable Securities Relationship with the Holding Company Financial Statement Account December 31, 2020 December 31, 2020 Note
Shares or Units Carrying Amount Percentage of
Ownership (%)
Fair Value
YLT
YLSS
KCC
KCCL
ACSPL
OCPL
ACCHC
Beneficiary certificates
Polaris Taiwan Top 50 Tracker Fund
Ordinary shares
Far Eastern International Bank
Far EasTone
Ordinary shares
Far EasTone
Beneficiary certificates
CSOP FTSE China A50 ETF
Beneficiary certificates
Allianz US High Yield Fund
Opas Fund Segregated Portfolio Tranche
Beneficiary certificates
United Emerging Markets Bond Funds
United Growth Fund
Opas Fund Segregated Portfolio Tranche B
Ordinary shares
DBS Group
Guocoland Ltd.
Hong Leong Asia
INTRACO
Engro Corp Ltd.
Ordinary shares
Hiap Hoe Ltd.
Note Receivables
Wynn Fortune Global Limited
East Patron Limited
Marble Arch Industrial Limited
Prime Harbour Holdings Limited
Sino Horizon International Limited
-
The chairman of the Corporation’s major shareholder
is its vice-chairman
Same chairman with the major shareholder
Same chairman with the major shareholder
-
-
Related party in substance
-
-
Related party in substance
-
-
-
-
-
-
-
-
-
-
-
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through other
comprehensive income - noncurrent
Same as above
Financial assets at fair value through other
comprehensive income - current
Financial assets at fair value through profit or
loss - current
Financial assets at fair value through profit or
loss - current
Same as above
Financial assets at fair value through profit or
loss - current
Same as above
Same as above
Financial assets at fair value through profit or
loss - current
Same as above
Same as above
Same as above
Same as above
Financial assets at fair value through profit or
loss - current
Financial assets at amortized cost - current
Same as above
Same as above
Same as above
Same as above
350,000
3,103,945
71,099
130,000
300,000
97,741
1,606
3,232,758
745,068
6,660
33,976
26,666
20,000
46,875
2,000
44,260
790
700
700
790
700
$ 42,788
33,678
4,351
7,956
21,563
18,769
91,337
85,857
50,261
255,639
18,266
876
328
272
42
608
2,245,967
1,990,098
1,990,098
2,245,967
1,990,098
-
0.09
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 42,788
33,678
4,351
7,956
21,563
18,769
91,337
85,857
50,261
255,639
18,266
876
328
272
42
608
2,245,967
1,990,098
1,990,098
2,245,967
1,990,098
Note 5
Note 5
Note 5
Note 5
Note 5

Note 1: Marketable securities in this table are shares, bonds, beneficiary certificates and securities derived from these items under IFRS 9 “Financial Instruments: Recognition and Measurement”.

Note 2: The carrying amounts of financial instruments measured at fair values are adjusted for fair value less accumulated impairment loss; the carrying amounts of financial instruments not measured at fair values are the original cost or amortized cost less accumulated impairment loss.

Note 3: 5,000 thousand shares ($120,000 thousand) of the securities are pledged as collaterals for bank loans of DCI.

Note 4: 3,500 thousand shares ($84,000 thousand) of the securities are pledged as collaterals for bank loans of AIC.

Note 5: The price per subscription unit is US$100,000.

(Concluded)

  • 80 -

TABLE 4

ASIA CEMENT CORPORATION

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, 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Company Name Type and Name of Marketable
Securities
Financial Statement Account Counterparty Relationship Beginning Balance Beginning Balance **Acquisition ** **Acquisition ** **Disposal ** **Disposal ** **Ending ** Balance
Shares/Units Amount Shares/Units Amount Shares/Units Amount Carrying Value Gain (Loss) on
**Disposal **
Shares/Units Amount
DCI
AIC
The Corporation
ACCHC
Beneficiary certificates
Chang An Fund
Beneficiary certificates
Grand Power Fund
Subsidiaries
CHP
Note receivables
EastPatron Limited
Marble Arch
Industrial Limited
Prime Harbour
Holdings Limited
Sino Horizon
International Limited
Wynn Fortune
Global Limited
Financial assets at fair value
through profit or loss - current
Financial assets at fair value
through profit or loss - current
Investments accounted for using
the equity method
Financial assets at amortized cost
- current
-
Powership Capital
Management
Limited
-
AMC Wanhai
Securities
Limited
AMC Wanhai
Securities
Limited
AMC Wanhai
Securities
Limited
AMC Wanhai
Securities
Limited
AMC Wanhai
Securities
Limited
-
-
(Note 2)
-
-
-
-
-
-
-
280,093,521
-
-
-
-
-
$ -

-

6,059,603

-

-

-

-

-

145,000

122,000

228,441,964

700
(Note 4)

700
(Note 4)

790
(Note 4)

700
(Note 4)

790
(Note 4)
$ 4,268,800

3,544,100

5,382,073
1,990,098
1,990,098
2,245,967
1,990,098
2,245,967

-

-

-

-

-

-

-

-
$ -

-

-

-

-

-

-

-
$ -

-

-

-

-

-

-

-
$ -

-

-

-

-

-

-

-

145,000

122,000

568,261,136
(Note 3)

700
(Note 4)

700
(Note 4)

790
(Note 4)

700
(Note 4)

790
(Note 4)
$ 4,127,503
(Note 1)

3,471,374
(Note 1)
10,353,439
1,990,098
1,990,098
2,245,967
1,990,098
2,245,967

Note 1: The amounts included unrealized gains and losses on financial assets and adjustments to investments accounted for using the equity method.

Note 2: The Corporation acquired additional shares in CHP from J-POWER INVESTMENT NETHERLANDS B.V. and related parties in substance in 2020.

Note 3: The appropriation of stock dividends with 59,725,651 shares was approved in CHP’s shareholders’ meetings in 2020.

Note 4: The price per subscription unit is US$100,000.

  • 81 -

TABLE 5

ASIA CEMENT CORPORATION

ACQUISITION OF INDIVIDUAL REAL ESTATE AT COSTS OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2020

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

Buyer Property Event Date Transaction
Amount
Payment Status Counterparty Relationship **Information on Previous Title Transfer IfCounterparty ** **Information on Previous Title Transfer IfCounterparty ** **Information on Previous Title Transfer IfCounterparty ** **Is A Related Party ** Pricing Reference Purpose of
Acquisition
Other Terms
Property Owner Relationship Transaction Date
Amount
YTRMC Land and buildings September 22, 2020 $ 518,773
(Note)
According to the
contract
Changyu
International
Corporation
- N/A N/A N/A N/A Market price and
appraisal report
For operation and
production
None

Note: The proposed total transaction price of land and buildings acquired by YTRMC was $518,000 thousand in September 2020. Then the total transaction price has been updated to $518,773 thousand based on YTRMC’s actual trading information in November 2020.

  • 82 -

TABLE 6

ASIA CEMENT CORPORATION

TOTAL PURCHASE FROM OR SALE TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Purchasing or
(Selling)
Company Name
Related Party Relationship Transaction Details Transaction Details Transaction Details Abnormal Transaction Abnormal Transaction 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
The Corporation
ACSPL
YTRMC
NHC
FMT
YSRMC
FDT
YLT
YLPPC
JYDC
YTRMC
ACSPL
YSRMC
U-Ming
U-Ming Singapore
YLT
NHC
Alliance Concrete Singapore Pte. Ltd.
The Corporation
Far Eastern General Construction Inc.
Far Eastern Resources Development Co.
The Corporation
CHC Resources Corporation
The Corporation
CHC Resources Corporation
FENC
Air Liquide Far Eastern Co.
OUCC
The Corporation
Oriental Petrochemical (Taiwan) Co., Ltd.
The Corporation
CHC Resources Corporation
Far Eastern General Construction Inc.
TZOCCL
WYDC
YYDCCL
NYDC
NYDC
RYNM
NYLC
NYLC
WAMTC
JYLTC
HYDCCL
A subsidiary of the Corporation
A subsidiary of the Corporation
A sub-subsidiary of the Corporation
An investee accounted for by equity method
A subsidiary of an investee accounted for by
equity method
A subsidiary of the Corporation
A subsidiary of the Corporation
An investee accounted for by equity method
Parent company
Other related party
Other related party
Parent company
Other related party
Parent company
Other related party
An investee accounted for by equity method
Other related party
Other related party
Parent company
Other related party
Parent company
Other related party
Other related party
The same ultimate parent company
The same ultimate parent company
The same ultimate parent company
A subsidiary of the Corporation
A subsidiary of the Corporation
A subsidiary of the Corporation
A subsidiary of the Corporation
A subsidiary of the Corporation
An investee accounted for by equity method
A subsidiary of the Corporation
The same ultimate parent company
Sales
Sales
Sales
Sales freight expense
Freight-in
Sales freight expense
Purchase
Sales
Purchase
Sales
Sales
Purchase
Purchase
Sales
Sales
Sales
Sales
Sales
Purchase
Sales
Sales
Sales
Sales
Sales
Sales
Sales
Sales
Purchase
Sales
Sales
Purchase
Sales freight expense
Sales freight expense
Sales
$ (1,865,982)
(416,394)
(169,574)

522,786
204,433

134,237
222,799
(436,107)
416,394
(449,079)
(120,976)
1,865,982
474,562
(222,799)
(104,357)
(236,749)
(147,969)
(111,051)
169,574
(150,695)
(134,237)
(150,087)
(138,880)
(920,027)
(656,266)
(2,240,819)
(366,140)
1,163,920
(292,589)
(166,620)
127,293

144,032

218,348
(159,956)
(21)
(5)
(2)
6
2
1
3
(80)
77
(4)
(1)
20
5
(51)
(24)
(22)
(14)
(10)
23
(20)
(47)
(53)
(57)
(5)
(3)
(12)
(2)
10
(2)
(1)
1
1
1
(1)
Purchase 45 days after monthly closing
Average 30 days
Purchase 45 days after monthly closing
Purchase 30 days after monthly closing
Average 10 days
Average 30 days
Purchase 45 days after monthly closing
Average 60 days
Average 30 days
Average 90 days
Average 90 days
Purchase 45 days after monthly closing
Purchase 45 days after monthly closing
Purchase 45 days after monthly closing
Purchase 45 days after monthly closing
Purchase 30 days after monthly closing
Purchase 120 days after monthly closing
Purchase 75 days after monthly closing
Purchase 45 days after monthly closing
Purchase 110 days after monthly closing
Average 30 days
Purchase 30 days after monthly closing
Within 90 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 90 days
Within 50 days
Within 50 days
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 333,695
82,832
34,112
(69,513)
-
(22,751)
(18,906)
143,604
(82,832)
172,200
19,183
(333,695)
(62,188)
18,906
14,309
29,947
70,901
20,171
(34,112)
45,662
22,751
30,897
-
109,686
190,370
234,490
49,970
(207,856)
-
38,348
(1,150)
(6,899)
(37,725)
39,923
32
8
3
(3)
-
(1)
(1)
83
(52)
5
1
(21)
(5)
40
30
16
38
11
(27)
39
42
57
-
4
8
9
2
(37)
-
2
-
(1)
(7)
2

(Continued)

  • 83 -
Purchasing or
(Selling)
Company Name
Related Party Relationship Transaction Details Transaction Details Transaction Details Abnormal Transaction Abnormal Transaction 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
NYDC
NYLC
TZOCCL
WYDC
YYDCCL
HYDCCL
SIYDCCL
HGYDC
SLCL
JYLTC
SYTCL
RYNM
JYDC
JYDC
JYDC
JYDC
JYDC
JYDC
JYDC
WAMTC
HGYDC
HXMC
WAMTC
JYDC
SLCL
HYDCCL
SIYDCCL
SYTCL
JYDC
SLCL
JYDC
Parent company
Parent company
Parent company
Parent company
The same ultimate parent company
The same ultimate parent company
The same ultimate parent company
An investee accounted for by equity method
The same ultimate parent company
An investee accounted for by equity method
An investee accounted for by equity method
The same ultimate parent company
The same ultimate parent company
The same ultimate parent company
The same ultimate parent company
The same ultimate parent company
Parent company
The same ultimate parent company
Parent company
Sales
Purchase
Purchase
Sales
Purchase
Purchase
Purchase
Sales freight expense
Purchase
Purchase
Sales freight expense
Purchase
Sales
Sales
Purchase
Purchase
Sales
Sales
Purchase
$ (1,163,920)
366,140
166,620
(127,293)
920,027
656,266
2,240,819

121,791
411,455
106,892

143,529
159,956
(474,642)
(411,455)
474,642
177,247
(218,348)
(177,247)
292,589
(100)
35
23
(14)
94
60
67
3
10
3
2
4
(6)
(13)
14
3
(67)
(59)
96
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 50 days
Within 90 days
Within 50 days
Within 50 days
Within 90 days
Within 50 days
Within 90 days
Within 50 days
Within 90 days
Within 90 days
Within 50 days
Within 90 days
Within 50 days
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 207,856
(49,970)
(38,365)
1,150
(109,686)
(190,370)
(234,490)
(9,137)
(51,854)
16,238
-
(39,925)
61,547
51,854
(61,547)
(27,825)
46,773
27,826
-
100
(68)
(36)
-
(95)
(84)
(79)
(3)
(21)
(7)
-
(16)
2
19
(24)
(11)
72
24
-

(Concluded)

  • 84 -

TABLE 7

ASIA CEMENT CORPORATION

RECEIVABLES FROM RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Company Name Related Party Relationship Ending Balance Turnover
Rate
Overdue Overdue Amounts
Received in
Subsequent
Period
Allowance for
Impairment Loss
Amount Action Taken
The Corporation
YTRMC
JYDC
NYDC
ACSPL
JYDC
HYDCCL
HGYDC
WYDC
ACIHPL
WYDC
SLCL
YTRMC
Far Eastern General Construction Inc.
YYDCCL
WYDC
TZOCCL
JYDC
Alliance Concrete Singapore Pte. Ltd.
ACCHC
TZOCCL
SHYLCP
ACCHC
ACCHC
ACCHC
ACCHC
SYCPCL
SLCCL
A subsidiary of the Corporation
Other related party
The same ultimate parent company
The same ultimate parent company
The same ultimate parent company
Parent company
An investee accounted for by equity method
Parent company
The same ultimate parent company
The same ultimate parent company
Parent company
Parent company
Parent company
Parent company
The same ultimate parent company
A subsidiary of the Corporation
$ 372,594
172,200
234,490
190,370
109,686
207,856
143,604
2,630,584
131,700
131,184
1,323,539
881,890
441,180
195,767
174,491
143,955
5.17 times
2.33 times
12.09 times
3.72 times
7.10 times
5.76 times
3.09 times
Note
Note
Note
Note
Note
Note
Note
Note
Note
$ -
-

-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
$ 280,517
70,814
440,382
190,368
115,421
207,858
143,591
-
-
-
-
-
-
-
-
-
$ -
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-

Note: The accounts receivable from financing.

  • 85 -

TABLE 8

ASIA CEMENT CORPORATION

NAMES, LOCATIONS, AND OTHER INFORMATION OF INVESTEES ON WHICH THE CORPORATION EXERCISES SIGNIFICANT INFLUENCE (EXCLUDING INVESTMENT IN MAINLAND CHINA) FOR THE YEAR ENDED DECEMBER 31, 2020

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

Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Original Investment Amount Balance as of December 31, 2020 as of December 31, 2020 Net Income (Loss)
of the Investee
Investment Income
(Loss)
Note
December 31, 2020 December 31, 2019 Shares Percentage of
Ownership
Carrying Value
The Corporation
DCI
ACCHC
FENC
U-Ming
DCI
CHP
YDC
YYI
ACSPL
OSC
AIC
YTRMC
YLSS
FMT
FEDSDL
NHC
YDLC
YLT
AEE
EISF
YLPPC
SIHL
CSCGL
YDC
FEC
FENC
KCC
FSMS
U-Ming
AC Mega Investment Ltd.
AC Leap Investment Ltd.
AC Mega II Investment Ltd.
Cayman
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Singapore
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
B.V.I.
Cayman
Taiwan
Taiwan
Taiwan
Hong Kong
Taiwan
Taiwan
B.V.I.
B.V.I.
B.V.I.
Investment
Textile
Marine transportation
Investment
Power plant
Investment
Investment
Cement
Broker
Investment
Ready-mixed concrete, cement -
related products
Stainless steel
Transportation
Retails
Cement, granulated blast-furnace slag
Leasing
Transportation
Engineering
Iron and steel
Cement - related products
Investment
Investment
Investment
Construction
Textile
Cement
Mining excavation, mineral
processing and sales
Marine transportation
Investment
Investment
Investment
$ 13,660,637
3,459,787
510,236
2,556,033
8,501,564
2,232,220
911,058
186,958
154,207
1,212,679
1,042,260
2,661,240
70,174
500,000

411,106
309,049
25,012
7,895
31,463
145,061
2,898
4,821,008
289,987
140,138
1,263,385
36,024
112,096
27,619
532,331
553,246
268,817
$ 13,660,637

3,459,787

510,236

2,555,255

3,119,492

2,232,220

911,058

186,958

154,207

1,212,679

1,042,252

2,661,240

68,416

500,000

410,994

309,049

22,110

5,136

31,463

144,961

2,898

4,821,008

289,982

140,138

1,263,385

36,024

112,096

27,619

828,313

846,224

289,050

1,061,209,202

1,272,277,085

331,701,152

649,214,680

568,261,136

178,707,648

155,000,821

10,495,495

136,713,259

260,896,525

170,203,184

200,000,000

29,553,869

53,250,000

26,138,828

34,640,189

5,160,754

8,093,220

3,199,823

16,261,760

90,000

331,878,315

72,989,438

127,471,221

82,812,887

1,127,000

1,294,270

468,486

17,800,000

18,500,000

9,300,000
67.73
23.77
39.25
99.99
99.69
35.50
29.92
99.96
18.93
100.00
99.99
100.00
99.95
25.00
99.98
43.60
51.61
99.74
40.40
83.92
100.00
7.62
14.50
33.76
1.55
49.00
99.56
0.06
100.00
100.00
100.00
$ 47,586,336
38,290,925
9,022,163
14,281,783
10,353,439
3,149,431
2,453,784
4,725,306
1,942,089
3,973,071
2,511,145
1,940,989
1,473,729
634,350
321,626
377,260
256,364
178,713
83,447
87,306
53,627
6,277,053
1,292,386
4,935,305
2,458,450
446,921
127,575
28,765
576,112
676,834
310,143
$ 11,392,945

8,062,669

878,425

1,282,939

1,378,469

47,490

720,363

632,471

97,350

687,540

763,050
(19,124)

232,256

109,694

62,112

22,666

23,281

55,201

19,715

14,709

(1,295)

13,659,930

47,490

1,711,346

8,062,669

45,516

(6,187)

878,425

89,699

104,394

44,604
$ 7,716,442

1,066,429

344,813

1,282,849

899,397

8,243

215,534

595,045

18,426

687,540

763,050

(27,411)

234,793

27,424

62,088

9,882

11,951

54,649

7,965

12,336

(1,295)

936,774

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable
A subsidiary of the
Corporation


A subsidiary of the
Corporation
A subsidiary of the
Corporation


A subsidiary of the
Corporation

A subsidiary of the
Corporation
A subsidiary of the
Corporation
A subsidiary of the
Corporation
A subsidiary of the
Corporation

A subsidiary of the
Corporation

A subsidiary of the
Corporation
A subsidiary of the
Corporation

A subsidiary of the
Corporation
A subsidiary of the
Corporation




A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation

A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation

(Continued)

  • 86 -
Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Original Investment Amount **Balance ** as of December 31, 2020 as of December 31, 2020 Net Income (Loss)
of the Investee
Investment Income
(Loss)
Note
December 31, 2020 December 31, 2019 Shares Percentage of
Ownership
Carrying Value
NHC
YTRMC
FMT
FDT
AEE
YLPPC
AIC
AC Mega III Investment Ltd.
AC Mega IV Investment Ltd.
Drive Catalyst SPC - SP Tranche One
Drive Catalyst SPC - SP Tranche Three
CSCGL
PGIC
FENC
U-Ming
CSCGL
YSRMC
YTV
PYCI
AOG
FDT
FENC
YDEC
U-Ming
FENC
ACCHC
U-Ming
CSCGL
YDEC
PYCI
YLPCIP
AOG
FENC
U-Ming
CHP
Asia Cement Pioneer Investment Ltd.
Asia Cement Pioneer II Investment Ltd.
Asia Cement Pioneer III Investment Ltd.
Asia Cement Pioneer IV Investment Ltd.
Asia Cement Explorer Investment Ltd.
DCI
B.V.I.
B.V.I.
B.V.I.
B.V.I.
Cayman
Taiwan
Taiwan
Taiwan
Cayman
Taiwan
Vietnam
Indonesia
Guam
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Cayman
Taiwan
Cayman
Taiwan
Indonesia
India
Guam
Taiwan
Taiwan
Taiwan
B.V.I.
B.V.I.
B.V.I.
B.V.I.
B.V.I.
Taiwan
Investment
Investment
Investment
Investment
Investment
Granulated blast-furnace slag
Textile
Marine transportation
Investment
Ready-mixed concrete
Ready-mixed concrete
Ready-mixed concrete
Investment
Transportation
Textile
Retail
Marine transportation
Textile
Investment
Marine transportation
Investment
Retail
Ready-mixed concrete
Tunnel lining segments
Investment
Textile
Marine transportation
Power plant
Investment
Investment
Investment
Investment
Investment
Investment
$ 268,817
484,454
123,120
123,960
872,619
36,771
15,240
1,027
282,957
69,955
201,823
-
236,240
30,894
40,263
160,424
1,891
31,322
50,541
38,931
266,942
20,776
-
8,338
66,816
405,473
77,446
376
1,794,320
529,811
275,817
275,810
304,443
76
$ 289,050

780,510

123,120

123,960

872,619

36,771

15,240

1,027

282,957

69,930

201,823

144,369

236,240

30,373

40,263

160,424

1,891

31,322

50,541

38,931

266,942

20,776

1,448

8,338

66,816

405,473

77,446

376

2,100,779

833,410

578,325

575,538

623,340

76

9,300,000

16,200,000

4,000

4,000

56,297,000

3,287,550

1,739,978

64,143

9,250,000

6,995,000

(Note)

(Note)

(Note)

37,959,570

4,415,299

32,137,744

50,000

1,020,000

3,161,500

3,485,997

8,368,000

4,639,637

(Note)

(Note)

(Note)

15,430,293

7,796,914

45,568

58,550,000

17,800,000

9,300,000

9,110,000

10,215,000

5,887
100.00
100.00
25.00
25.00
1.29
31.00
0.03
0.01
0.21
69.95
100.00
-
95.04
99.94
0.08
26.95
0.01
0.02
0.20
0.41
0.19
3.89
-
99.99
4.96
0.29
0.92
0.01
100.00
100.00
100.00
100.00
100.00
-
$ 355,675
712,480
106,171
127,392
1,064,105
52,544
39,367
575
174,326
105,729
284,112
-
(7,831)
858,767
107,315
607,588
1,438
30,432
102,479
20,412
157,710
87,623
-
1,755
(409)
639,928
38,701
850
2,098,331
706,024
287,453
354,929
151,175
76
$ 51,651

109,528

(30,715)

(5,738)

13,659,930

10,969

8,062,669

878,425

13,659,930

48,750

7,542

(39,121)
(56,348)

114,015

8,062,669

104,122

878,425

8,062,669

11,392,945

878,425

13,659,930

104,122

(39,121)

-
(56,348)

8,062,669

878,425

1,378,469

316,704

107,498

43,682

61,044

25,720

1,282,939

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable
Not applicable
Not applicable
Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable
Not applicable
Not applicable
Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation







A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation




A subsidiary of the
Corporation



A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation


A subsidiary of the
Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A subsidiary of the
Corporation
(Continued)
  • 87 -
Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Original Investment Amount **Balance ** as of December 31, 2020 as of December 31, 2020 Net Income (Loss)
of the Investee
Investment Income
(Loss)
Note
December 31, 2020 December 31, 2019 Shares Percentage of
Ownership
Carrying Value
YLT
ACE
ACP
ACP II
ACP III
ACP IV
Leap
Mega
Mega II
Mega III
Mega IV
KCC
JFTL
AOG
FMT
NHC
AEE
FSMS
FDT
YSRMC
EISF
YTRMC
CSCGL
U-Ming
CSCGL
Opas Fund Segregated Portfolio
Company
Drive Catalyst SPC
CSCGL
CSCGL
CSCGL
CSCGL
CSCGL
CSCGL
CSCGL
CSCGL
CSCGL
KCCL
Join Fortune Trading Ltd.
Profit Enterprises Int'l Ltd.
Asia Oriental Concrete, LLC
Perez-Mtec-ACC, L.L.C.
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Taiwan
Cayman
Taiwan
Cayman
Cayman
Cayman
Cayman
Cayman
Cayman
Cayman
Cayman
Cayman
Cayman
Cayman
Cayman
Hong Kong
B.V.I.
Hong Kong
Guam
Guam
Transportation
Cement, granulated blast-furnace slag
Engineering
Mining excavation, mineral
processing and sales
Transportation
Ready-mixed concrete
Iron and steel
Ready-mixed concrete, cement -
related products
Investment
Marine transportation
Investment
Investment
Investment
Investment
Investment
Investment
Investment
Investment
Investment
Investment
Investment
Investment
Ready-mixed concrete
Investment
Barge transportation
Ready-mixed concrete
Ready-mixed concrete
$ 176

78
116
119
110
37
15,649
53
556,895
58,840
266,882
1,531
494
1,959,250
544,689
290,967
292,032
567,556
554,533
293,393
292,743
504,078
36
68,552
22,222
226,019
8,529
$ 176

78

116

119

110

37

15,649

53

556,895

58,840

266,882

1,531

494

1,959,250

544,689

290,967

292,032

567,556

554,533

293,393

292,743

504,078
36
68,552

22,222

226,019

8,529

5,000

5,000

6,000

5,000

9,717

5,000

660,000

6,186

31,528,000

6,348,103

7,480,000

33

33

107,536,000

36,865,000

14,790,000

18,514,000

35,569,000

30,251,000

16,058,000

18,477,000

37,410,000
10,000
2,427,307

6,100,000

(Note)

(Note)
0.02
0.02
0.07
0.38
0.03
0.05
8.33
-
0.72
0.75
0.17
33.00
33.00
2.47
0.85
0.34
0.43
0.82
0.70
0.37
0.42
0.86
100.00
100.00
50.00
71.68
33.33
$ 272
80
120
125
199
44
17,206
53
595,290
280,933
141,017
1,538
479
2,034,155
698,193
279,844
351,460
673,617
573,586
304,059
348,355
707,839
157,013
3,429
4,441
(19,748)
40
$ 232,256

62,112

55,201

(6,187)

114,015

48,750

19,715

763,050

13,659,930

878,425

13,659,930

35

2

13,659,930

13,659,930

13,659,930

13,659,930

13,659,930

13,659,930

13,659,930

13,659,930

13,659,930
25,944
1,143

1,363

(31,470)

-

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable

Not applicable
Not applicable
Not applicable

Not applicable

Not applicable

Not applicable
A subsidiary of the
Corporation
A subsidiary of the
Corporation
A subsidiary of the
Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation

A subsidiary of the
Corporation














A sub-subsidiary of
the Corporation
A sub-subsidiary of
the Corporation

A sub-subsidiary of
the Corporation

(Continued)

  • 88 -
Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Original Investment Amount **Balance ** as of December 31, 2020 as of December 31, 2020 Net Income (Loss)
of the Investee
Investment Income
(Loss)
Note
December 31, 2020 December 31, 2019 Shares Percentage of
Ownership

Carrying Value
ACSPL
ACCHC
OCPL
ACCHC
Alliance Concrete Singapore Pte. Ltd.
PIHPL
Singapore
Cayman
Singapore
B.V.I.
Ready-mixed concrete, leasing
Investment
Ready-mixed concrete
Investment
$ 364,990
568,600
150,290
25,035,828
$ 364,990

568,600

150,290

25,035,828

17,000,000

63,790,798

6,000,000

9,379,303
100.00
4.07
50.00
100.00
$ 254,350
2,859,536
281,236
77,140,314
$ 2,545

11,392,945

164,370

11,945,536

Not applicable

Not applicable

Not applicable

Not applicable
A sub-subsidiary of
the Corporation
A subsidiary of the
Corporation

A sub-subsidiary of
the Corporation

Note: This is not a company limited by shares.

(Concluded)

  • 89 -

TABLE 9

ASIA CEMENT CORPORATION

INVESTMENT IN MAINLAND CHINA YEAR ENDED DECEMBER 31, 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)

Investee Company Main Businesses and Products Paid-in Capital Method of
Investment
(Note 2)
Accumulated Outward
Remittance for
Investment from
Taiwan as of
January 1, 2020
Remittance of Funds Remittance of Funds Accumulated Outward
Remittance for
Investment from
Taiwan as of
December 31, 2020
Net Income (Loss) of
the Investee
% Ownership
of Direct or
Indirect
Investment
Investment Gain (Loss)
(Note 1)
Carrying Amount as of
December 31, 2020
Accumulated
Repatriation of
Investment Income as
of December 31, 2020
Outward Inward
SHYLCP
JYDC
WYDC
SHYFCP
OHC
NYLC
NYDC
SIYDCCL
CYCPCL
JYLTC
It manufactures and sells ready-mixed
concrete and cement - related products
It manufactures and sells cement, clinker
and ready-mixed concrete (including
cement - related products).
It manufactures and sells cement, slag
powder and slag cement.
It manufactures and sells ready-mixed
concrete and cement - related products
Investment
It manufactures and sells ready-mixed
concrete and cement - related products
It manufactures and sells cement, slag
powder and slag cement.
Cement, clinker, slag powder and
ready-mixed concrete (including
cement - related products)
It manufactures and sells ready-mixed
concrete and cement - related products
Transportation
US$15,000 (equivalent
to NT$426,450
thousand)
US$356,104 (equivalent
to NT$10,124,037
thousand)
US$36,140 (equivalent
to NT$1,027,460
thousand)
-
US$204,191 (equivalent
to NT$5,805,150
thousand)
RMB60,000 (equivalent
to NT$261,429
thousand)
RMB90,000 (equivalent
to NT$392,144
thousand)
US$368,340 (equivalent
to NT$10,471,906
thousand)
US$4,100 (equivalent to
NT$116,563
thousand)
RMB12,500 (equivalent
to NT$54,464
thousand)
(2)
(2)
(2)
-
(2)
(2)
(2)
(2)
(2)
(2)
US$11,200 (equivalent
to NT$318,416
thousand)
US$93,035 (equivalent
to NT$2,644,985
thousand)
RMB(507,125)
(equivalent to
NT$(2,209,620)
thousand)
US$22,081 (equivalent
to NT$627,763
thousand)
RMB(3,533) (equivalent
to NT$(15,394)
thousand)
US$1,270 (equivalent to
NT$36,106 thousand)
US$54,191 (equivalent
to NT$1,540,650
thousand)
-
-
US$67,585 (equivalent
to NT$1,921,442
thousand)
RMB(140,185)
(equivalent to
NT$(610,807)
thousand)
US$2,023 (equivalent to
NT$57,514 thousand)
-
$ -
-
-
-
-
-
-
-
-
-
$ -
RMB(257,429)
(equivalent to
NT$(1,121,657)
thousand)
-
-
-
-
-
RMB(126,590)
(equivalent to
NT$(551,572)
thousand)
-
-
US$11,200 (equivalent
to NT$318,416
thousand)
US$93,035 (equivalent
to NT$2,644,985
thousand)
RMB(764,554)
(equivalent to
NT$(3,331,276)
thousand)
US$22,081 (equivalent
to NT$627,763
thousand)
RMB(3,533) (equivalent
to NT$(15,394)
thousand)
US$1,270 (equivalent to
NT$36,106 thousand)
US$54,191 (equivalent
to NT$1,540,650
thousand)
-
-
US$67,585 (equivalent
to NT$1,921,442
thousand)
RMB(266,775)
(equivalent to
NT$(1,162,379)
thousand)
US$2,023 (equivalent to
NT$57,514 thousand)
-
RMB(3,902) (equivalent
to NT$(16,725)
thousand)
RMB1,472,201
(equivalent to
NT$6,310,074
thousand)
RMB21,403 (equivalent
to NT$91,736
thousand)
-
RMB305,104 (equivalent
to NT$1,370,722
thousand)
RMB(18,860)
(equivalent to
NT$(80,837)
thousand)
RMB17,379 (equivalent
to NT$74,489
thousand)
RMB930,285 (equivalent
to NT$3,987,341
thousand)
RMB(7,801) (equivalent
to NT$(33,436)
thousand)
RMB6,211 (equivalent to
NT$26,621 thousand)
72.00
68.40
72.00
-

72.00
68.40
52.20

72.00
72.00

70.12
RMB(2,809) (equivalent
to NT$(12,040)
thousand)
RMB1,006,985
(equivalent to
NT$4,316,089
thousand)
RMB15,410 (equivalent
to NT$66,050
thousand)
-
RMB219,675 (equivalent
to NT$941,560
thousand)
RMB12,900 (equivalent
to NT$55,291
thousand)
RMB9,072 (equivalent to
NT$38,884 thousand)
RMB669,806 (equivalent
to NT$2,870,889
thousand)
RMB(5,616) (equivalent
to NT$(24,071)
thousand)
RMB4,355 (equivalent to
NT$18,666 thousand)
RMB7,596 (equivalent to
NT$33,097 thousand)
RMB4,135,942(equivale
nt to NT$18,020,920
thousand)
RMB453,952 (equivalent
to NT$1,977,937
thousand)
-

RMB2,297,530
(equivalent to
NT$10,010,683
thousand)
RMB125,889 (equivalent
to NT$548,517
thousand)

RMB90,936 (equivalent
to NT$396,222
thousand)

RMB3,963,055
(equivalent to
NT$17,267,625
thousand)
RMB53,622 (equivalent
to NT$233,639
thousand)

RMB26,502 (equivalent
to NT$115,473
thousand)

US$800 (equivalent to
NT$22,744 thousand)
US$50,781 (equivalent
to NT$1,443,704
thousand)
RMB764,554 (equivalent
to NT$3,331,276
thousand)

US$4,469 (equivalent to
NT$127,054
thousand)
RMB3,533 (equivalent to
NT$15,394 thousand)
-
US$809 (equivalent to
NT$23,000 thousand)

-
-
US$27,009 (equivalent
to NT$767,866
thousand)
RMB266,775 (equivalent
to NT$1,162,379
thousand)
US$77 (equivalent to
NT$2,189 thousand)
-

(Continued)

  • 90 -
Investee Company Main Businesses and Products Paid-in Capital Method of
Investment
(Note 2)
Accumulated Outward
Remittance for
Investment from
Taiwan as of
January 1, 2020
Remittance of Funds Remittance of Funds Accumulated Outward
Remittance for
Investment from
Taiwan as of
December 31, 2020
Net Income (Loss) of
the Investee
% Ownership
of Direct or
Indirect
Investment
Investment Gain (Loss)
(Note 1)
Carrying Amount as of
December 31, 2020
Accumulated
Repatriation of
Investment Income as
of December 31, 2020
Outward Inward
HYDCCL
CYSPC
SYCPCL
SYTCL
YYDCCL
HGYDC
HYTCL
WYCPCL
WYXC
HZYCCL
HXMC
WAMTC
TZOCCL
Cement, clinker, slag powder and
ready-mixed concrete (including
cement - related products)
Slag powder
It manufactures and sells ready-mixed
concrete and cement - related products
Transportation
Cement, slag powder and ready-mixed
concrete (including cement - related
products)
Cement, clinker, slag powder and
ready-mixed concrete (including
cement - related products)
Transportation
It manufactures and sells ready-mixed
concrete and cement - related products
Cement, clinker, slag powder and
ready-mixed concrete (including
cement - related products)
It manufactures and sells ready-mixed
concrete and cement - related products
Production and sales of limestone
Marine transportation
Cement - related products
US$154,800 (equivalent
to NT$4,400,964
thousand)
-
US$3,300 (equivalent to
NT$93,819 thousand)
US$3,500 (equivalent to
NT$99,505 thousand)
US$35,530 (equivalent
to NT$1,010,118
thousand)
US$86,170 (equivalent
to NT$2,449,813
thousand)
RMB13,000 (equivalent
to NT$56,643
thousand)
RMB60,000 (equivalent
to NT$261,429
thousand)
RMB90,000 (equivalent
to NT$392,144
thousand)
RMB30,000 (equivalent
to NT$130,715
thousand)
RMB10,000 (equivalent
to NT$43,572
thousand)
RMB35,500 (equivalent
to NT$154,679
thousand)
US$16,000 (equivalent
to NT$454,880
thousand)
(2)
-
(2)
(2)
(2)
(2)
(2)
(2)
(2)
(2)
(2)
(2)
(2)
US$44,610 (equivalent
to NT$1,268,262
thousand)
RMB(123,908)
(equivalent to
NT$(539,886)
thousand)
US$980 (equivalent to
NT$27,861 thousand)
US$2,970 (equivalent to
NT$84,437 thousand)
US$2,158 (equivalent to
NT$61,352 thousand)
US$14,833 (equivalent
to NT$421,702
thousand)
US$13,513 (equivalent
to NT$384,175
thousand)
RMB(92,037)
(equivalent to
NT$(401,019)
thousand)
-
-
-
-
-
-
-
$ -
-
-
-
-
-
-
-
-
-
-
-
-
RMB(97,996)
(equivalent to
NT$(426,983)
thousand)
-
-
-
RMB(7,729) (equivalent
to NT$(33,676)
thousand)
RMB(40,871)
(equivalent to
NT$(178,081)
thousand)
-
-
-
-
-
-
-
US$44,610 (equivalent
to NT$1,268,262
thousand)
RMB(221,904)
(equivalent to
NT$(966,869)
thousand)
US$980 (equivalent to
NT$27,861 thousand)
US$2,970 (equivalent to
NT$84,437 thousand)
US$2,158 (equivalent to
NT$61,352 thousand)
US$14,833 (equivalent
to NT$421,702
thousand)
RMB(7,729) (equivalent
to NT$(33,676)
thousand)
US$13,513 (equivalent
to NT$384,175
thousand)
RMB(132,908)
(equivalent to
NT$(579,100)
thousand)
-
-
-
-
-
-
-
RMB301,410 (equivalent
to NT$1,291,888
thousand)
-
RMB(50,650)
(equivalent to
NT$(217,093)
thousand)
RMB2,695 (equivalent to
NT$11,551 thousand)
RMB52,616 (equivalent
to NT$225,520
thousand)
RMB235,032 (equivalent
to NT$1,007,382
thousand)
RMB424 (equivalent to
NT$1,817 thousand)
RMB6,960 (equivalent to
NT$29,832 thousand)
RMB38,370 (equivalent
to NT$164,460
thousand)
RMB7,951 (equivalent to
NT$34,079 thousand)
RMB17,269 (equivalent
to NT$74,018
thousand)
RMB7,167 (equivalent to
NT$30,719 thousand)
RMB9,224 (equivalent to
NT$39,535 thousand)

72.00
-
72.00

72.00
72.00

72.00
72.00

72.00
64.79

28.80
28.80

34.20

72.00
RMB217,015 (equivalent
to NT$930,159
thousand)
-
RMB(36,468)
(equivalent to
NT$(156,307)
thousand)
RMB1,940 (equivalent to
NT$8,315 thousand)
RMB37,883 (equivalent
to NT$162,372
thousand)
RMB169,223 (equivalent
to NT$725,315
thousand)
RMB306 (equivalent to
NT$1,312 thousand)
RMB5,011 (equivalent to
NT$21,478 thousand)
RMB24,426 (equivalent
to NT$104,693
thousand)
RMB2,290 (equivalent to
NT$9,815 thousand)
RMB4,811 (equivalent to
NT$20,621 thousand)
RMB2,404 (equivalent to
NT$10,304 thousand)
RMB6,309 (equivalent to
NT$27,041 thousand)

RMB1,729,844
(equivalent to
NT$7,537,190
thousand)
-
RMB2,173 (equivalent to
NT$9,468 thousand)

RMB33,195 (equivalent
to NT$144,636
thousand)
RMB308,838 (equivalent
to NT$1,345,653
thousand)

RMB929,183 (equivalent
to NT$4,048,590
thousand)
RMB13,622 (equivalent
to NT$59,353
thousand)

RMB70,050 (equivalent
to NT$305,218
thousand)
RMB256,793 (equivalent
to NT$1,118,886
thousand)

RMB14,904 (equivalent
to NT$64,939
thousand)

RMB8,830 (equivalent to
NT$38,474 thousand)

RMB33,004 (equivalent
to NT$143,803
thousand)

RMB67,258 (equivalent
to NT$293,053
thousand)
US$12,990 (equivalent
to NT$369,306
thousand)
RMB221,904 (equivalent
to NT$966,869
thousand)
-

-
US$992 (equivalent to
NT$28,203 thousand)

US$1,016 (equivalent to
NT$28,885 thousand)
RMB7,729 (equivalent to
NT$33,676 thousand)

US$1,837 (equivalent to
NT$52,226 thousand)
RMB132,908 (equivalent
to NT$579,100
thousand)
-
-

-
-

-
-
-

(Continued)

  • 91 -
Investee Company Main Businesses and Products Main Businesses and Products Paid-in Capital Method of
Investment
(Note 2)
Accumulated Outward
Remittance for
Investment from
Taiwan as of
January 1, 2020
Accumulated Outward
Remittance for
Investment from
Taiwan as of
January 1, 2020
Remittance of Funds Remittance of Funds Accumulated Outward
Remittance for
Investment from
Taiwan as of
December 31, 2020
Net Income (Loss) of
the Investee
% Ownership
of Direct or
Indirect
Investment
Investment Gain (Loss)
(Note 1)
Carrying Amount as of
December 31, 2020
Accumulated
Repatriation of
Investment Income as
of December 31, 2020
Outward Inward
SLCL
SLCCL
YDES
RYNM
Cement, clinker, slag powder and
ready-mixed concrete (including
cement - related products)
Cement - related products
Wholesale of chemical products and
machinery equipment, design and
development of computer software
and network technology
Building materials, products and
construction waste
RMB600,000 (equivalent
to NT$2,614,290
thousand)
RMB20,000 (equivalent
to NT$87,143
thousand)
RMB1,763,425
(equivalent to
NT$7,683,507
thousand)
RMB2,000 (equivalent to
NT$8,714 thousand)

(2)
(2)
(2)

(2)
$ -
-
-
-
$ -
-
-
-
$ -
-
-
-
$ -
-
-
-
RMB410,164 (equivalent
to NT$1,758,024
thousand)
RMB(1,677) (equivalent
to NT$((7,188)
thousand)
RMB(23,296)
(equivalent to
NT$(99,850)
thousand)
RMB132,575 (equivalent
to NT$569,016
thousand)

72.00
72.00
28.80

68.40
RMB293,317 (equivalent
to NT$1,257,201
thousand)
RMB(1,207) (equivalent
to NT$(5,173)
thousand)
RMB(6,709) (equivalent
to NT$(28,756)
thousand)
RMB90,806 (equivalent
to NT$389,208
thousand)

RMB1,806,265
(equivalent to
NT$7,870,168
thousand)
RMB(16,221)
(equivalent to
NT$(70,677)
thousand)
RMB502,074 (equivalent
to NT$2,187,612
thousand)
RMB95,435 (equivalent
to NT$415,825
thousand)
$ -
-

-
-
Accumulated Outward Remittance for Investment in
Mainland China as of December 31, 2020
Investment Amounts Authorized by Investment
Commission, MOEA
Upper Limit on the Amount of Investment Stipulated by
Investment Commission, MOEA
US$481,069 (Note 3)
(equivalent to NT$13,676,792 thousand)
RMB(1,397,403)
(equivalent to NT$(6,088,694) thousand)
US$2,284,279
(equivalent to NT$64,942,052 thousand)
(Note 4)

Note 1: The accrual is based on the financial statements audited by independent auditors.

Note 2: The investor companies were incorporated in Mainland China by a company (2) (ACCHC) which was incorporated in the area other than Taiwan and Mainland China in order to invest in Mainland China.

Note 3: As of December 31, 2020, accumulated investments in China Shanshui Cement Group Ltd, which is listed at HKEx, and China Shanshui Investment Company Limited were US$150,620 thousand and US$66,201 thousand, respectively, which were included in Accumulated Outward Remittance for Investment in Mainland China.

Note 4: The Corporation obtained certificate No. 10920439220 from Industrial Development Bureau, Ministry of Economic Affairs, according to the “Regulations Governing the Approval of Investment or Technical Cooperation in Mainland China”, the accumulation of fund is not limited.

Note 5: The foreign currency amounts of original investment amount and carrying value are expressed in New Taiwan dollars at exchange rate as of December 31, 2020 the foreign currency amount of net income is expressed in New Taiwan dollars at average exchange rate for the year ended December 31, 2020.

(Concluded)

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TABLE 10

ASIA CEMENT CORPORATION

INFORMATION OF MAJOR SHAREHOLDERS FOR THE YEAR ENDED DECEMBER 31, 2020

Name of Major Shareholder Shares Shares
Number of
Shares
Percentage of
Ownership (%)
FENC
Far Eastern Medical Foundation
750,511,324
181,566,797
22.32
5.40

Note: The information of major shareholders presented in this table is provided by the Taiwan Depository & Clearing Corporation based on the number of ordinary shares and preferred shares held by shareholders with ownership of 5% or greater, that have been issued without physical registration (including treasury shares) by the Corporation as of the last business day for the current quarter. The share capital in the parent company only financial statements may differ from the actual number of shares that have been issued without physical registration because of different preparation basis.

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