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TA YA — AGM Information 2025
Jun 10, 2025
51879_rns_2025-06-10_7392bb1c-afb1-4620-a989-413b95c27b31.pdf
AGM Information
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Ta Ya Electric Wire & Cable Co., Ltd. 2025Annual General Shareholders’ Meeting Minutes
Omitted Meeting Time: 9:00 AM on May 23 (Friday), 2025
Meeting Location: No.249,Sec.2, Zhongshan Rd.,Guanmiao Dist.,Tainan City, Taiwan
(TAYA Company)
Attendance: The total number of shares issued by the Company was773,657,087 shares.
The total number of non-voting shares was 2,011,114 shares.
The total number of outstanding voting shares was771,645,973shares.
The total number of shares attended was 429,0822,206 shares.
The total number of represented by shareholders present in person was424,251,542
shares. (141,473,404 shares from E-Voting)
Percentage of shares held: 55.60%
Directors in Attendance: Shen Shang Hung , Shen San Yi , Shen Shang Pang , Shen Shang Tao , Horng Lan Horng
Independent Directors in Attendance(Audit and Risk Committee Member):
Convener Ho Chun-Huei ,Wei Chun Hsien, Yu Kuang Hsun ,Chou,Wen-Ching
、 Attendants as guest: Sung‐yu Liu(CPA) Su-wen pin (Lawyer)
Chairperson : Chairman Shen Shang Hung Secretary: Chen Chung Kuang
Call the meeting to order: The aggregate shareholding of the shareholders present in person or
proxy constituted a quorum. The Chairperson called the meeting to order.
I. Chairman’s Address: Omitted.
II. Reports Items
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(1) 2024 Business Report (Handbook pages 2-4)
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(2) Audit ans Risk Committee's review report for the year 2024 (Handbook pages 5-6)
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(3) The status of profit distribution of cash dividend for the year 2024 (Handbook page 7)
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(4) Report 2024 employees' profit sharing bonus and directors' compensation (Handbook page 7)
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(5) The status of the issuance of unsecured convertible corporate bonds and secured ordinary corporate bonds (Handbook page 7-8)
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(6) The Status of Endorsement and Guarantee (Handbook page 9)
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(7) Report on major transactions with related parties in 2024. Please refer to Appendix 5 (pages 64 to 66) of the Handbook.
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(8) Discussion of amendments to the Company's “Corporate Governance Best Practice Principles.” Please refer to Appendix 6 (pages 66 to 86) of the Handbook.
(Please visit the Market Observation Post System and select the electronic books of the Appendix to the Handbook; website: http://mops.twse.com.tw)
III. Approval Items
Proposal 1: Proposed by the board of directors
Subject : Ratification of Business Report and Financial Statements for 2024
Explanations :
- i. The Company entrusted certified public accountants Sung-yu Liu and Chien-Meng
Wu with Solomon & Co., CPAs to audit and certify the Business Report and
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Financial Statements (includes Consolidated Financial Statements) for 2024.
- ii. Please refer pages 2~4 of the Handbook for the business report and pages 14~33 of the Handbook for the Auditors’ Report and the Financial Statements.
Voting Rusults : Shares represented at the time of voting : 424,251,542
| Result after voting | % of the voting rights of shareholders attended |
|---|---|
| Approval votes:410,899,381rights (includingelectronic voting:128,126,482rights) |
96.85% |
| Disapproval votes:179,894 rights (including electronic voting :179,894 rights) |
0.04% |
Invalid votes:0 rights |
0% |
Abstention votes/no votes:13,172,267 rights(including electronic voting :13,167,028rights) |
3.10% |
Resolved, that the above proposal was accepted as proposed
Proposal 2: Proposed by the board of directors
Subject : Distribution of 2024 profits
Explanations :
-
i. The net income was NT1,609,845,932. The Company proposed to distribute cash dividend of NT$580,242,808, which is NT$0.75 per share.The Company proposed to transferred 2024 earning,NT$116,048,570 to common stocks,which is NT$0.15 per share.The total amount of cash dividends less than NT$1 was adjusted from greatest to smallest in accordance with the total amount of cash dividend.The rounding difference would be recognized as other income or other expense. Please refer pages 34 of the Handbook for the distribution of earning.
-
ii. The earning distribution proposal calculates the dividend rate based on the current outstanding shares of 773,657,087 shares. Later if the outstanding shares change due to repurchase of shares by the Company, transfer or cancellation of treasury shares, or convertible corporate bonds, and thus the dividend rate changes accordingly, it is intend to request the shareholders’ meeting to authorize the chairman with full power to handle such matters within the extent of the aforesaid amount and shares.
Voting Rusults : Shares represented at the time of voting : 424,251,542
| Result after voting | % of the voting rights of shareholders attended |
|---|---|
| Approval votes: 411,104,325 rights (includingelectronic voting: 128,331,426 rights) |
96.90% |
| Disapproval votes: 223,779 rights (includingelectronic voting: 223,779 rights) |
0.05% |
Invalid votes:0 rights |
0% |
2
Abstention votes/no votes : 12,923,438rights (including electronic voting: 12,918,199 rights)
3.04%
Resolved, that the above proposal was accepted as proposed
IV. Discussion
Proposal 1 : Proposed by the board of directors
Subject : To approve the Amendment to “Articles of Incorporation”
Explanations : The proposed Amendments “Articles of Incorporation” are attached hereto as Appendix (page 35~36).
Resolution: Voting Rusults :
Shares represented at the time of voting : 424,251,542
: Voting Rusults:presented at the time of voting :424,251,542 |
|
|---|---|
| Result after voting | % of the voting rights of shareholders attended |
| Approval votes:411,128,586rights (includingelectronic voting: 128,355,687 rights) |
96.90% |
| Disapproval votes: 195,211 rights (includingelectronic voting: 195,211 rights) |
0.04% |
Invalid votes:0 rights |
0% |
Abstention votes/no votes:12,927,745rights(includingelectronic voting: 12,922,506 rights) |
3.04% |
Resolved, that the above proposal was accepted as proposed
Proposal 2 : Proposed by the board of directors
Subject : Proposal for 2024 earning transferred to common stocks.
Explanations :
-
i. The company propose to allocate NT$116,048,570 from the earnings of fiscal year 2024 to increase capital by issuing 11,604,857 new shares, each with a par value of NT$10. It is proposed that stock dividends be calculated on the basis of outstanding shares, i.e., 15 shares for each 1,000 shares held. Regarding any amount less than one share, the shareholder may register with the Company’s stock agency to request to combine as one share 5 days after the record date of dividends. After the combination request, the amount is still less than one share, the dividends will be distributed in cash with minimum calculation unit of one NT dollar according to Company Law Article 240.
-
The Chairman of the Board will be authorized to approach specific persons of the purchase of these shares based on the face value.
-
Shareholders participating in the allocation of shares in the book-entry form shall consider the fractional share amounts below 1 share as expenses related to the book-entry allocation process.
-
ii. The earning distribution proposal calculates the share-dividend rate based on the current outstanding shares of 773,657,087 shares. Later if the outstanding shares change due to repurchase of shares by the Company, transfer or cancellation of treasury shares, or convertible corporate bonds, and thus the share-dividend rate changes accordingly, it is
3
intend to request the shareholders’ meeting to authorize the board of directors with full power to handle such matters within the extent of the aforesaid amount and shares.
-
iii. The rights and obligations of the new shares are identical to those of the existing shares.
-
iv. Upon the approval of 2024 Annual General Shareholders’ Meeting and the Competent Authority, the Board Meeting is authorized to determine the distribution record date and the issuance process.
-
v. It is proposed to authorize the board of directors to handle any revision from the authority or any change due to the response to the business environment.
Resolution: Voting Rusults :
Shares represented at the time of voting : 424,251,542
: Voting Rusults:presented at the time of voting :424,251,542 |
|
|---|---|
| Result after voting | % of the voting rights of shareholders attended |
| Approval votes: 411,096,540 rights (includingelectronic voting: 128,323,641rights) |
96.89% |
| Disapproval votes: 300,792 rights (includingelectronic voting: 300,792 rights) |
0.07% |
Invalid votes:0 rights |
0% |
Abstention votes/no votes:12,854,210rights(includingelectronic voting12,848,971rights) |
3.02% |
Resolved, that the above proposal was accepted as proposed
V. Extraordinary Motions
As there were no extempore motions raised upon inquiry, the Chair declared the meeting adjourned
VI. Meeting Adjourned : 09:26AM
There were no inquiries and suggestions raised by shareholders.
(This meeting minutes were only recorded the summary of the essential issues during the meeting.
The detail of the proceeding, procedure and Shareholder’s Statement shall be governed by and subject to the audio and video recording materials.)
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Reports :
1. 2024 Business Report
(1) 2024 business report is as follows:
| () usnes | report s as | oows: | Difference Difference% 3,648,818 13.80% (1,152,184) (41.72)% Unit :NT$thousands |
Difference Difference% 3,648,818 13.80% (1,152,184) (41.72)% Unit :NT$thousands |
|---|---|---|---|---|
| Items | 2024 | 2023 | Difference | Difference% |
| Net Revenue | 30,084,638 | 26,435,820 | 3,648,818 | 13.80% |
| Income After tax | 1,609,846 | 2,762,030 | (1,152,184) | (41.72)% |
| Profit Rate | 5.35% | 10.45% |
(2) Report of revenue and cost/expenditure
-
I. Report of Revenue
-
a. In 2024,the net revenue was NT$30,084,638 thousands, which was increased by NT$3,648,818 thousands from 2023.
-
b. In 2024 non-operating income was NT$1,237,055 thousands which accounted for 4.11% of sales revenue.
-
II. Report of Cost/Expenditure
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a. In 2024,the cost was NT$25,967,054 thousands, which accounted for 86.31% of sales revenue.
-
b. In 2024,the expenditure was NT$1,898,928 thousands, which accounted for 6.31% of sales revenue.
-
c. In 2024 non-operating loss was NT$864,802 thousands which accounted for 2.87% of sales revenue.
III.Report of Profit
The income after tax was NT$1,609,846 thousands which decreased by NT$1,152,184 thousands from 2023.
(3) Financial performane and profitibilty in 2024
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- I. financial income and expenditure
Unit : NT$ Thousands
| I. financial income and expenditure | Unit:NT$ Thousan |
|---|---|
| Item | Amount |
| Sales Revenue | 30,084,638 |
| Gross Margin | 4,113,614 |
| Operating Inocme(Loss) | 2,214,686 |
| Non-Operating income | 1,237,055 |
| Non-Operating Loss | (864,802) |
| Income before Income Tax | 2,586,939 |
| Net Income | 1,609,846 |
| Earning Per share | 2.09 |
II. Analysis of Profitibility
| II. Analysis of Profitibility | II. Analysis of Profitibility | |
|---|---|---|
| Item | Ratio | |
| Return On Asset | 5.24% | |
| Return on shareholders' equity | 11.65% | |
| To capital(%) | operating profit margin | 28.62% |
| Pre-tax income | 33.43% | |
| Profit Margin | 6.75% | |
| Earning Per share (NT$ ) | 2.09元 |
III. Business Plan and R&D Report :
- For cables and wires: To accommodate Government’s policy to expand domestic demand, the
、
Group will endeavour to provide what the country need for economy transporation development by supplying the best quality products and service of power cables and telecommunication wires.
-
With the group total support, the Group will consolidate domestic and overseas resource and strength to increase business performance.
-
To enhance market competitiveness, the Group will develop new market and satisify the needs of market, launching new product and developing new products.
-
The Company focuses on core business, pursuiting fianancial stability and then look for opportunity to diversify to adventurous business.
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The Company carefully chooses investment opportunity to increase base of the investment income, accumulating resources and then dominate the new business.
-
For magnet wires: Apart from continuing to improve our market share, we also actively develop wires for EVs, drones, and other new industry fields and continue to optimize materials, processes, and construction methods to improve the efficiency and functions of energy conversion.
-
For renewable energy: we continued to invest in our arrangements to fulfill our commitments to environmental sustainability.
Chairperson of the Board: Shen,Shang-Hung Manager: Shen,San-Yi Chief Accountant: Hung, hung-Ming
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2. Report on Audit and Risk Committee's audit report of 2024
- (1) Inspection Report of Audit and Risk Committee
Ta Ya Electric Wire & Cable Co., Ltd.
Inspection Report of Audit and Risk Committee
The Audit and Risk Committee has duly inspected and approved the financial statements for 2024, the business report and financial statements proposed by the Board of Directors, with the financial statements having been audited and certified by Sung-yu Liu and Chien-Meng Wu, CPAs of Solomon & Co., , hereby submit this report pursuant to Article 14 of Securities and Exchange Act and Article 219 of the Company Act. To
General Shareholders Meeting 2025
Ta Ya Electric Wire & Cable Co., Ltd.
Audit and Risk Committee Convener:ChunHuei Ho
Date: March 6, 2025
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- (2) Proposed profit distribution Inspection Report of Audit and Risk Committee
Ta Ya Electric Wire & Cable Co., Ltd.
Inspection Report of Audit and Risk Committee
The Audit and Risk Committee has duly inspected and approved the profit distribution plan for the fiscal year 2024, prepared and proposed by the Board of Directors , and hereby submit this report pursuant to Article 14 of Securities and Exchange Act and Article 219 of the Company Act.
To
General Shareholders Meeting 2025
Ta Ya Electric Wire & Cable Co., Ltd.
Audit and Risk Committee Convener:ChunHuei Ho
Date:April 10, 2025
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(3) Distribution of 2024 cash dividends from profits
Explanatory note:
-
I. The Board of Directors is authorized to decide the distribution of cash dividend and report the decision to the shareholders meeting in accordance with Article 26-1 of the Articles of Incorporation.
-
II. We plan to distribute NT$580,242,808 of cash dividends, NT$0.75 per share, to a dollar. The distribution of cash dividends is caculated to the dollar(round up to the dollar).The total amount of the odd shares with a distribution of less than NT$1 will be books as the other income or other expense of the company.
-
(4) Report of 2024 Remuneration to employees and directors
-
Explanatory note:
-
I. The remuneration distribution was conducted pursuant to the Company’s Article 26.
:Where the Company earns an annual profit, 1% shall be allocated as employee compensation and no more than 3% shall be allocated as director compensation. -
III. In 2024, the remuneration for employees of the Company was 1% of profits, NT$18,541,321, and 3%, NT$ 55,623,962,for directors. The distribution amount was proposed by Payroll Committee and approved by the Board of Directors..
-
(5) Issue of Domestic Unsecured Convertible Bonds and Secured Convertible Bonds
Explanatory note:
-
I. In order to enrich operating capital and repay bank loans, the company issued the 5th domestic unsecured corporate bonds on September 30,
-
The main issuance conditions and related matters are as follows.
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| Type of Corporate Bonds |
The 5th domestic unsecured convertible corporate bonds |
|---|---|
| Issuance date | September 30, 2024 |
| Total | NT$2 billion |
| Period | 5‐year period, maturity date: September 30, 2029 |
| Denomination | NT$100,000 |
| Number of shares issued | 20,000 |
| Issue Price | Issued at 107.46% of face value |
| Interest rate | 0% |
| Conversion price at issue | NY$53.10 |
| Tenors | Five-year maturity date: September 30, 2029 |
| Conversion period | December 31, 2024-August 20, 2029 |
| Reimbursement method | The company will do one-time repayment in cash according to the denomination of the bond. |
| Converted general shares |
None |
II. To repay the borrowings from financial institutions and enrich its
working capital, the Company issue the secured ordinary corporate bonds
on May 8, 2024. The main issuance conditions and related matters are as
follows:
| follows: | |
|---|---|
| Type of Corporate Bonds | 2024 1st secured ordinary corporate bonds |
| Issue Date | May 08, 2024 |
| Face Value | NT$1 million |
| Issue Price | Issue in full based on the par value |
| Total amount | NT$1 billion |
| Interest rate | 1.75% |
| Term | 7-year term, matured on May 08, 2031 |
| Guarantee Institution | Mega International Commercial Bank Co., Ltd. |
| Trustee | Sinopac Commercial Bank, Ltd. |
| Underwriter | Mega Securities Co., Ltd. |
| Repayment Method | Repay principal for the first time five years after the issuance date and, subsequently, repay principal every half year in the amount of NT$200 million each time, repaid in a total of five installments. |
| Principal yet to be paid | NT$1 billion |
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(6) The Status of Endorsement and Guarantee
I. The endorsement and guarangee by the Company till
the end of March, 2025 is as follows :
Unit : NT$ Thousands
| Guarantor | Guarantee | End of term endorsement guarantee Balance |
The utilized amount |
The limits to single company |
|---|---|---|---|---|
| TA YA ELECTRIC WIRE & CABLE CO., LTD |
HENG YA ELECTRIC LTD. |
99,546 | 0 | 6,317,692 |
| TA YA ELECTRIC WIRE & CABLE CO., LTD |
HENG YA ELECTRIC (DONGGUAN) LTD. |
1,503,145 | 964,135 | 6,317,692 |
| TA YA ELECTRIC WIRE & CABLE CO., LTD |
TA YA (CHINA) Holding LTD. |
2,090,466 | 1,138,143 | 6,317,692 |
| CUPRIME MATERIAL CO., LTD. |
CUGREEN METAL TECH CO., LTD. |
50,000 | 0 | 479,274 |
| TA YI PLASTIC (H.K) LTD. |
DONGGUAN HUI CHANG PLASTIC CO., LTD |
99,546 | 50,302 | 155,669 |
| TA YA GREEN ENERGY TECHNOLOGY CO., LTD. |
SIN JHONG SOLAR POWER CO., LTD. |
964,400 | 964,400 | 6,459,062 |
| TA YA GREEN ENERGY TECHNOLOGY CO., LTD. |
JHIH-GUANG ENERGY CO., LTD. |
783,729 | 783,729 | 6,459,062 |
| TA YA ENERGY STORAGE TECHNOLOGY CO., LTD |
INFINITY ENERGY STORAGE TECHNOLOGY CO., LTD. |
510,459 |
510,459 | 1,579,423 |
| Total | 6,101,291 | 4,411,168 |
II. Based on the Company’s“Procedures for Endoresement and Guarantee”,
the total amount of the endorsement and guarantee should not exceed
60% of the Company’s net worth (NT$9,476,538 thousands). the total
amount of the endorsement and guarantee should not exceed 100% of the
Company and subsidiaries’ net worth (NT$15,794,230 thousands).
- (7) Report on the material transactions between the Company and its related parties in 2024
Explanatory note:
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Please refer to Appendix 5 for the material transactions between the Company and its related parties. (pages 64~66)
- (8) Amendments to the Rules of Corporate Governance Best Practice Principles.
Explanatory note:
Please refer to Appendix 6 for the revised Rules of Corporate Governance Best Practice Principles. (pages 66~86)
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Ratification :
Proposal 1 : Proposed by the board of directors
Ratification of Business Report and Financial Statements for 2024
Explanatory note:
-
i. The Company entrusted certified public accountants Sung-yu Liu and ChienMeng Wu with Solomon & Co., CPAs to audit and certify the Business Report and Financial Statements (includes Consolidated Financial Statements) for 2024.
-
ii. Please look pages 2~4 for the business report and pages 14~33 for the Auditors’ Report and the Financial Statements.
Resolution:
Proposal 2 : Proposed by the board of directors
Distribution of 2024 profits
Explanatory note:
-
i. The net income was NT1,609,845,932. The Company proposed to distribute cash dividend of NT$580,242,808, which is NT$0.75 per share.The Company proposed to transferred 2024 earning,NT$116,048,570 to common stocks,which is NT$0.15 per share.The total amount of cash dividends less than NT$1 was adjusted from greatest to smallest in accordance with the total amount of cash dividend.The rounding difference would be recognized as other income or other expense. The distribution of earning is on page 34.
-
ii. The earning distribution proposal calculates the dividend rate based on the current outstanding shares of 773,657,087 shares. Later if the outstanding shares change due to repurchase of shares by the Company, transfer or cancellation of treasury shares, or convertible corporate bonds, and thus the dividend rate changes accordingly, it is intend to request the shareholders’ meeting to authorize the chairman with full power to handle such matters within the extent of the aforesaid amount and shares.
Resolution:
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Discussion :
Proposal 1: Proposed by the board of directors
To approve the Amendment to “Articles of Incorporation”
The proposed Amendments “Articles of Incorporation” are attached hereto as Appendix (page 35~36).
Resolution:
Proposal 2: Proposed by the board of directors
Proposal for 2024 earning transferred to common stocks.
- i. The company propose to allocate NT$116,048,570 from the 113th year's earnings to increase capital, issuing 11,604,857 new shares, each with a par value of NT$10. It is proposed that stock dividends be calculated on the basis of outstanding shares, i.e., 15 shares for each 1,000 shares held. Regarding any amount less than one share, the shareholder may register with the Company’s stock agency to request to combine as one share 5 days after the record date of dividends. After the combination request, the amount is still less than one share, the dividends will be distributed in cash with minimum calculation unit of one NT dollar according to Company Law Article 240.
The Chairman of the Board will be authorized to approach specific persons of the purchase of these shares based on the face value.
-
Shareholders participating in the allocation of shares in the book-entry form shall consider the fractional share amounts below 1 share as expenses related to the book-entry allocation process.
-
ii. The earning distribution proposal calculates the share-dividend rate based on the current outstanding shares of 773,657,087 shares. Later if the outstanding shares change due to repurchase of shares by the Company, transfer or cancellation of treasury shares, or convertible corporate bonds, and thus the share-dividend rate changes accordingly, it is intend to request the shareholders’ meeting to authorize the board of directors with full power to handle such matters within the extent of the aforesaid amount and shares.
-
iii. The rights and obligations of the new shares are identical to those of the existing shares.
-
iv. Upon the approval of 2024 Annual General Shareholders’ Meeting and the Competent Authority, the Board Meeting is authorized to determine the distribution record date and the issuance process.
-
v. It is proposed to authorize the board of directors to handle any revision from the authority or any change due to the response to the business environment.
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Extraordinary Motions : Meeting Adjourned
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INDEPENDENT AUDITORS’ REPORT
English Translation of a Report Originally Issued in Chinese
The Board of Directors and Shareholders
TA YA ELECTRIC WIRE & CABLE CO., LTD.
Opinion
We have audited the accompanying consolidated financial statements of Ta Ya Electric Wire & Cable Co., Ltd and its subsidiaries (the Group), which comprise the consolidated financial balance sheets as of December 31, 2024 and 2023, and the consolidated statements of comprehensive income, changes in equity and cash flows for the years then ended, and the related notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, based on our audits and the reports of other auditors (refer to the Other Matter section of this report), the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2024 and 2023, 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 the Standards on Auditing of 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.
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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, 2024. 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.
Key audit matters for the Company’s consolidated financial statements for the year ended December 31, 2024 are stated as follows:
Loss allowance of accounts receivable
The recognition of the loss allowance of accounts receivable is based on the customer’s credit quality, situation of collecting payments, and future economic conditions. Since the expected credit loss ratio involves subjective judgments and significant estimates of managements, the loss allowance of accounts receivable is identified as a key audit matter. The book value of accounts receivable please refer to Notes 11 to the consolidated financial statements.
Our audit procedures consisted of obtaining the management’s assessment information of expected credit loss ratio and assess that whether such assumptions are reasonable; recalculating the appropriateness of the recognition of expected credit loss of accounts receivable based on the above expected credit loss ratio; and inspecting specific customers which amount is significant and the reason for not receiving payment. We use above procedures to confirm whether the expected credit loss of accounts receivable have recognized sufficiently.
Inventory evaluation
The Group assesses impairment of material based on lower of cost or net realizable value evaluation, and valuation of the inventory is mainly affected by the international copper price, but the international copper market price fluctuations frequently. Since inventory evaluation involves the management’s significant judgment, inventory evaluation its assessment is identified as a key audit matter.
The book value of Inventories please refer to Notes 12 to the consolidated financial statements.
Our audit procedures in response to the abovementioned key audit matter were obtaining information pertaining to the lower of cost or net realizable value (LCNRV), sampling projected pricing information and the most recent sales record to assess the reasonableness of the judgment on the LCNRV, and comparing the year-end quantity of inventory items with the inventory count reports to confirm the existence and completeness of the inventory. Moreover, by attending year-end inventory counting, we assessed the condition
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of inventory and evaluated the adequacy of inventory provisions for obsolete goods.
Other Matter
Certain investments which were accounted for under the equity method based on the financial statements of the investees were audited by other independent accountants. Our audit, insofar as it related to these companies’ total assets were NT$4,736,290 thousands and NT$3,556,022 thousands, which represented 8.47% and 7.65% of the total consolidated assets as of December 31, 2024 and 2023, the related shares of net operating revenue from the associates in the amount of NT$3,581,250 thousands and NT$2,908,052 thousands, which represented 11.90% and 11.00% of the total consolidated net operating revenue for the years ended December 31, 2024 and 2023; The investments accounted for under the equity method balance of NT$1,270,528 thousands and NT$1,157,985 thousands, which represented 2.27% and 2.49% of the total consolidated assets as of December 31, 2024 and 2023, the related shares of profit of associates and joint ventures accounted for using equity method in the amount of NT$59,132 thousands and NT$34,243 thousands, which represented 2.48% and 1.03% of the consolidated total comprehensive income (loss) for the years ended December 31, 2024 and 2023.
We have audited and expressed an unqualified opinion with other matter paragraph on the parent company only financial statements of the Company as of and for the years ended December 31, 2024 and 2023.
Responsibilities of Management and Those Charged with Governance for the consolidated Financial Statements
Management is responsible for preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for 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 supervisors, are responsible for overseeing the Group’s financial reporting process.
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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 Standards on Auditing of the Republic of China will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements. As part of an audit in accordance with the Standards on Auditing of the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
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Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
-
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves
20
fair presentation.
- Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant 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, 2024 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 report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
March 14, 2025
Notice to Readers
For the convenience of readers, the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the R.O.C. 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 consolidated financial statements shall prevail.
21
TA YA ELECTRIC WIRE & CABLE CO., LTD. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
(Expressed in Thousands of New Taiwan Dollars)
| CURRENT ASSETS Financial assets at fair value through other comprehensive income (notes 4, 9 and 37) Financial assets at amortized cost (notes 4 and 10) Financial assets for hedging - current (notes 4, 8 and 37) Inventories, net (notes 4 and 12) Inventories (construction), net (notes 4 and 12) Prepayments (notes 37) Other current assets (note 39) NONCURRENT ASSETS Financial assets at fair value through other comprehensive income (notes 4, 9, 37 and 39) Financial assets for hedging - non-current (notes 4, 8 and 37) Property, plant and equipment (notes 4, 14 and 39) Right-of-use assets (notes 4, 15, 38 and 39) Intangible assets (notes 4 and 17) Net defined benefit asset (note 23) Other non-current assets (notes 37 and 39) TOTAL Financial liabilities for hedging - current (notes 4, 8 and 37) Contract liabilities (note 30) Provisions (notes 4 and 22) Lease liabilities (notes 4, 15 and 38) Financial liabilities at fair value through profit or loss (notes 4, 7 and 37) Financial liabilities for hedging - non-current (notes 4, 8 and 37) Provisions (notes 4 and 22) Lease liabilities (notes 4, 15 and 38) NON-CONTROLLING INTERESTS (note 24) Total equity Total retained earnings Notes payable Accounts payable Other payables (note 38) Share capital Income tax payable Current portion of long-term loans (notes 20 and 21) Other current liabilities Total current liabilities NONCURRENT LIABILITIES Guarantee deposits (note 38) Other noncurrent liabilities (note 38) Total noncurrent liabilities Total liabilities EQUITY ATTRIBUTABLE TO SHAREHOLDERS OF THE PARENT (note 24) LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term loans (note 18) Short-term notes and bills payable (note 19) Financial liabilities at fair value through profit or loss (notes 4, 7 and 36) Bonds payable (note 20) Long-term loans (note 21) Deferred income tax liabilities (notes 4 and 26) Net defined benefit liability (note 23) Others Treasury stock (notes 4 and 25) Total equity attributable to owners of the parent TOTAL Capital surplus Retained earnings Appropriated as legal capital reserve Appropriated as special capital reserve Unappropriated earnings Total noncurrent assets Deferred income tax assets (notes 4 and 26) Prepayments for equipment Refundable deposits (note 39) Investments accounted for using equity method (notes 4, 13 and 39) Investment property, net (notes 4, 16 and 39) Total current assets Financial assets at fair value through profit or loss (notes 4, 7 and 37) Accounts receivable, net (notes 4, 11 and 38) Other receivables (note 38) Cash and cash equivalents (notes 4 and 6) Financial assets at fair value through profit or loss (notes 4, 7 and 37) Notes receivable, net (notes 4 and 11) Contract assets (note 30) Income tax receivable ASSETS |
December 31,2024 | December 31,2024 | December 31,2023(Restated) | December 31,2023(Restated) | January 1,2023(Restated) | January 1,2023(Restated) |
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Amount | % | |
| 7,548,132 $ 444,555 49,124 1,115,024 - 1,668,570 230,612 3,749,066 200,033 3,103 7,192,218 247,814 568,262 487,032 |
13.5 0.8 0.1 2.0 - 3.0 0.4 6.7 0.3 - 12.9 0.4 1.0 0.9 |
5,607,968 $ 580,849 32,175 545,797 780 1,206,729 192,458 3,543,191 223,282 401 5,686,906 221,027 481,530 224,233 |
12.1 1.2 0.1 1.2 - 2.6 0.4 7.6 0.5 - 12.2 0.5 1.0 0.5 |
4,344,838 $ 888,557 24,339 384,115 - 196,472 262,340 3,706,818 31,650 6,606 5,585,210 221,002 595,075 275,806 |
11.0 2.3 0.1 1.0 - 0.5 0.7 9.4 0.1 - 14.2 0.5 1.5 0.7 |
|
| 23,503,545 | 42.0 | 18,547,326 | 39.9 | 16,522,828 | 42.0 | |
| 6,498,924 1,439,565 - 1,339,435 18,300,861 1,669,279 1,324,536 332,247 109,312 112,580 259,171 141,065 876,661 |
11.6 2.6 - 2.4 32.7 3.0 2.4 0.6 0.2 0.2 0.5 0.2 1.6 |
5,562,218 1,311,918 345 1,226,929 15,314,222 1,576,341 1,333,676 301,023 110,366 50,215 318,720 83,224 744,206 |
12.0 2.8 - 2.6 32.9 3.4 2.9 0.7 0.2 0.1 0.7 0.2 1.6 |
4,153,802 1,136,207 - 1,124,608 12,603,867 996,342 1,342,944 1,343 128,055 146,839 229,411 70,144 869,258 |
10.6 2.9 - 2.9 32.0 2.5 3.4 - 0.3 0.4 0.6 0.2 2.2 |
|
| 32,403,636 | 58.0 | 27,933,403 | 60.1 | 22,802,820 | 58.0 | |
| 55,907,181 $ |
100.0 | 46,480,729 $ |
100.0 | 39,325,648 $ |
100.0 | |
| 12,042,331 $ 1,169,901 - 20,083 404,866 87,134 932,436 1,321,167 395,033 100,000 99,632 3,125,571 76,199 |
21.5 2.1 - - 0.7 0.2 1.7 2.4 0.7 0.2 0.2 5.6 0.1 |
7,380,442 $ 1,239,933 39,429 - 633,573 86,067 616,998 1,495,193 364,213 100,000 87,619 1,269,951 80,941 |
15.9 2.7 0.1 - 1.3 0.2 1.3 3.2 0.8 0.2 0.2 2.7 0.2 |
6,506,035 $ 1,289,550 23,957 - 372,575 91,074 719,575 807,626 136,644 100,000 34,225 2,395,248 49,853 |
16.5 3.3 0.1 - 0.9 0.2 1.8 2.1 0.3 0.3 0.1 6.1 0.1 |
|
| 19,774,353 | 35.4 | 13,394,359 | 28.8 | 12,526,362 | 31.8 | |
| 22,600 11,892 3,807,494 12,008,022 18,809 277,945 1,363,393 1,848 63,995 173,614 |
0.1 - 6.8 21.5 - 0.5 2.4 - 0.1 0.3 |
- 685 1,400,000 13,330,908 25,142 278,632 1,255,361 5,734 36,988 256,227 |
- - 3.0 28.7 0.1 0.6 2.7 - 0.1 0.5 |
36,850 - 1,942,664 11,130,645 28,672 313,119 755,570 7,357 43,164 117,865 |
0.1 - 5.0 28.3 0.1 0.8 1.9 - 0.1 0.3 |
|
| 17,749,612 | 31.7 | 16,589,677 | 35.7 | 14,375,906 | 36.6 | |
| 37,523,965 | 67.1 | 29,984,036 | 64.5 | 26,902,268 | 68.4 | |
| 7,736,571 | 13.8 | 7,368,163 | 15.9 | 6,846,491 | 17.4 | |
| 2,332,955 | 4.2 | 1,868,672 | 4.0 | 1,151,543 | 2.9 | |
| 718,458 147,555 4,589,949 |
1.3 0.3 8.2 |
440,614 147,555 4,390,616 |
0.9 0.3 9.5 |
354,255 147,555 2,109,323 |
0.9 0.4 5.4 |
|
| 5,455,962 | 9.8 | 4,978,785 | 10.7 | 2,611,133 | 6.7 | |
| 281,529 | 0.5 | 92,788 | 0.2 | (53,778) | (0.1) | |
| (12,787) | - | (28,919) | (0.1) | (34,325) | (0.1) | |
| 15,794,230 2,588,986 |
28.3 4.6 |
14,279,489 2,217,204 |
30.7 4.8 |
10,521,064 1,902,316 |
26.8 4.8 |
|
| 18,383,216 | 32.9 | 16,496,693 | 35.5 | 12,423,380 | 31.6 | |
| 55,907,181 $ |
100.0 | 46,480,729 $ |
100.0 | 39,325,648 $ |
100.0 |
The accompanying notes are an integral part of the consolidated financial statements
(With Solomon & Co., audit report dated March 14, 2025)
22
TA YA ELECTRIC WIRE & CABLE CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Share)
| NET REVENUE (notes 4, 30 and 38) COST OF REVENUE (notes 12, 23, 31 and 38) GROSS PROFIT UNREALIZED GAIN ON THE TRANSACTIONS WITH ASSOCIATES REALIZED GAIN ON THE TRANSACTIONS WITH ASSOCIATES REALIZED GROSS PROFIT OPERATING EXPENSES (notes 23, 31 and 38) Sales and marketing General and administrative Research and development Expected credit loss (gains) (note 11) Total Operating Expenses INCOME FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES Interest income (notes 32 and 38) Other income (notes 33 and 38) Other gains and losses (note 34) Finance costs (notes 35 and 38) Share of profit associates (note 13) Impairment loss Total non-operating Income and expenses INCOME BEFORE INCOME TAX INCOME TAX EXPENSE (notes 4 and 26) NET INCOME OTHER COMPREHENSIVE INCOME Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit plans (note 23) other comprehensive income Share of other comprehensive income (loss) of associates Income tax relating to items that will not be reclassified subsequently to profit or loss (note 26) Items that may be reclassified subsequently to profit or loss: Exchange differences arising on translation of foreign operations Gains (Losses) on hedging instruments Share of the other comprehensive income of associates accounted for using the equity method Income tax benefit related to items that will not be reclassified subsequently (note 26) Other comprehensive income (loss) for the year , net of income tax TOTAL COMPREHENSIVE INCOME (LOSS) FOR THE YEAR NET PROFIT ATTRIBUTABLE TO: Owners of the parent Non-controlling interests TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO: Owners of the parent Non-controlling interests EARNINGS PER SHARE (NT$, note 27) Basic Diluted Unrealized gain on investments in equity instruments at fair value through |
2024 | % 100.0 86.3 13.7 - - 13.7 1.2 4.8 0.3 - 6.3 7.4 0.3 1.9 1.7 (2.7) 0.2 (0.2) 1.2 8.6 (1.9) 6.7 0.1 1.0 - - 1.1 0.2 (0.1) 0.1 - 0.1 1.2 7.9 5.3 1.4 6.7 6.4 1.6 7.9 |
2023 | |
|---|---|---|---|---|
| Amount | Amount | % | ||
| 30,084,638 $ 25,967,054 |
26,435,820 $ 22,960,671 |
100.0 86.9 |
||
| 4,117,584 6,092 2,122 |
3,475,149 2,122 2,353 |
13.1 - - |
||
| 4,113,614 | 3,475,380 | 13.1 | ||
| 368,613 1,451,979 91,237 (12,901) |
340,391 1,548,845 46,088 1,699 |
1.3 5.8 0.2 - |
||
| 1,898,928 | 1,937,023 | 7.3 | ||
| 2,214,686 | 1,538,357 | 5.8 | ||
| 101,869 561,685 516,994 (817,920) 56,507 (46,882) |
70,322 243,906 2,362,822 (665,756) 37,571 (7,168) |
0.3 0.9 8.9 (2.5) 0.1 - |
||
| 372,253 | 2,041,697 | 7.7 | ||
| 2,586,939 (554,857) |
3,580,054 (449,714) |
13.5 (1.7) |
||
| 2,032,082 | 3,130,340 | 11.8 | ||
| 34,252 302,103 370 (8,256) |
(10,981) 244,173 1 1,652 |
- 0.9 - - |
||
| 328,469 | 234,845 | 0.9 | ||
| 53,708 (33,100) 15,122 (9,049) |
(45,178) 1,125 (8,145) 8,393 |
(0.2) - - - |
||
| 26,681 | (43,805) | (0.2) | ||
| 355,150 | 191,040 | 0.7 | ||
| 2,387,232 $ |
3,321,380 $ |
12.6 | ||
| 1,609,846 $ 422,236 |
2,762,030 $ 368,310 |
10.4 1.4 |
||
| 2,032,082 $ |
3,130,340 $ |
11.8 | ||
| 1,929,898 $ 457,334 |
2,934,225 $ 387,155 |
11.1 1.5 |
||
| 2,387,232 $ |
3,321,380 $ |
12.6 | ||
| 2.09 $ |
3.72 $ |
|||
| 2.07 $ |
3.72 $ |
The accompanying notes are an integral part of the consolidated financial statements (With Solomon & Co., audit report dated March 14, 2025)
23
TA YA ELECTRIC WIRE & CABLE CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(Expressed in Thousands of New Taiwan Dollars, Except for Share Data)
| BALANCE AT JANUARY 1, 2023 RESTATED Appropriation of prior year's earnings: Legal reserve Cash dividends to shareholders Stock dividends Share of changes in net assets of associates accounted for using equity method Net income in 2023 Other comprehensive income in 2023, net of income tax Conversion of convertible bonds Disposal of the Company's shares held by subsidiaries Adjustments for dividends subsidiaries received from parent company Changes in non-controlling interests Disposal of investments in equity instruments at fair value through other comprehensive income Balance at December 31, 2023 Appropriation of prior year's earnings: Legal reserve Cash dividends to shareholders Stock dividends Due to recognition of equity component of convertible bonds issued Share of changes in net assets of associates accounted for using equity method Net income in 2024 Other comprehensive income in 2024, net of income tax Purchase of the Company's shares by subsidiaries Disposal of the Company's shares held by subsidiaries Adjustments for dividends subsidiaries received from parent company Changes in subsidiaries ownership Changes in non-controlling interests Disposal of investments in equity instruments at fair value through other comprehensvie income Balance at December 31, 2024 |
Capital Stock -Common Stock |
Capital Stock -Common Stock |
Capital Surplus | Retained Earnings | Retained Earnings | Others | Others | Treasury Stock |
Non- controlling Interests |
Total Equity | ||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares | Amount | Legal Reserve |
Special Reserve |
Unappropriated Earnings (Accumulated Deficit) |
Foreign Currency Translation Reserve |
Unrealized Gain (Loss) on Assets at Fair Value Through Other Comprehensive Income |
Gains (Losses) on Hedging Instruments |
|||||
| 684,649,126 - - 6,846,491 - - - 45,320,657 - - - - |
6,846,491 $ - - 68,465 - - - 453,207 - - - - |
1,151,543 $ - - - 2,714 - - 691,131 20,164 3,120 - - |
354,255 $ 86,359 - - - - - - - - - - |
147,555 $ - - - - - - - - - - - |
2,109,323 $ (86,359) (342,325) (68,465) (9,217) 2,762,030 (10,403) - - - - 36,032 |
(160,600) $ - - - - - (40,452) - - - - - |
106,822 $ - - - - - 221,925 - - - - (36,032) |
- $ - - - - - 1,125 - - - - - |
(34,325) $ - - - - - - - 5,406 - - - |
1,902,316 $ - - - - 368,310 18,845 - - - (72,267) - |
12,423,380 $ - (342,325) - (6,503) 3,130,340 191,040 1,144,338 25,570 3,120 (72,267) - |
|
| 736,816,274 - - 36,840,813 - - - - - - - - - - |
7,368,163 - - 368,408 - - - - - - - - - - |
1,868,672 - - - 331,072 17,147 - - - 112,995 3,068 1 - - |
440,614 277,844 - - - - - - - - - - - - |
147,555 - - - - - - - - - - - - - |
4,390,616 (277,844) (884,180) (368,408) - (11,392) 1,609,846 25,144 - - - - - 106,167 |
(201,052) - - - - - - 44,935 - - - - - - |
292,715 - - - - - - 283,073 - - - - - (106,167) |
1,125 - - - - - - (33,100) - - - - - - |
(28,919) - - - - - - - (4,212) 20,344 - - - - |
2,217,204 - - - - - 422,236 35,098 (4,563) - - (1) (80,988) - |
16,496,693 - (884,180) - 331,072 5,755 2,032,082 355,150 (8,775) 133,339 3,068 - (80,988) - |
|
| 773,657,087 | 7,736,571 $ |
2,332,955 $ |
718,458 $ |
147,555 $ |
4,589,949 $ |
(156,117) $ |
469,621 $ |
(31,975) $ |
(12,787) $ |
2,588,986 $ |
18,383,216 $ |
The accompanying notes are an integral part of the consolidated financial statements
(With Solomon & Co., audit report dated March 14, 2025)
24
TA YA ELECTRIC WIRE & CABLE CO., LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in Thousands of New Taiwan Dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for : Depreciation expense Amortization expense Expected credit loss (gain) Net gain of financial assets and liabilities at fair value through profit or loss Finance costs Net loss on disposal of financial assets at amortized cost Interest income Dividend income Share of profits of associates Gain on disposal of property, plant and equipment Property, plant and equipment transferred to expenses Gain on disposal of investments Loss (gain) on disposal of associates Impairment loss on financial assets Impairment loss on non-financial assets Unrealized gain on the transactions with associates Realized gain on the transactions with associates Profit from lease modifications Income and expense adjustments Changes in operating assets and liabilities: Financial assets and liabilities at fair value through profit or loss Contract assets Notes receivable Accounts receivable Other receivables Inventories Prepayments Other current assets Contract liabilities Notes payable Accounts payable Other payables Provisions Other current liabilities Net defined benefit liability Total changes in operating assets and liabilities Total adjustments Cash (used in) generated from operations Interest received Interest paid Income tax paid Net cash (used in) generated from operating activities |
2024 2,586,939 $ 1,053,984 15,552 (12,901) (136,335) 817,920 - (101,869) (262,727) (56,507) 57,880 2,219 (341,847) (47,894) 6,129 40,753 6,092 (2,122) (2,029) 1,036,298 (347,658) (582,756) (38,154) (194,058) 26,263 (1,532,099) (86,652) (6,962) (107,792) 1,067 315,448 (239,652) (2,649) (4,742) (27,475) (2,827,871) (1,791,573) 795,366 99,145 (806,684) (551,070) (463,243) |
2023 |
|---|---|---|
| 3,580,054 $ 965,639 513 1,699 (649,786) 665,756 15 (70,322) (86,698) (37,571) 613 4,805 (1,585,800) 129 - 7,168 2,122 (2,353) - |
||
| (784,071) | ||
| 1,108,594 (1,010,257) 69,882 166,163 (192,739) (101,721) 118,741 (10,908) 260,998 (5,007) (102,577) 495,152 (4,011) 31,088 (25,684) |
||
| 797,714 | ||
| 13,643 | ||
| 3,593,697 70,323 (653,306) (223,336) |
||
| 2,787,378 |
(Continued)
25
TA YA ELECTRIC WIRE & CABLE CO., LTD. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in Thousands of New Taiwan Dollars)
| CASH FLOWS FROM INVESTING ACTIVITIES Acquisition of financial assets at fair value through other comprehensive income Proceeds from disposal of financial assets at fair value through other comprehensive income The capital reduction on financial assets at fair value through other comprehensive income Financial assets at amortized cost Purchase of associates under the equity method Proceeds from disposal of associates under the equity method Net cash flow from acquisition of subsidiaries (exclude cash obtained) Acquisition of property, plant and equipment (including prepayments for equipment) Proceeds from disposal of property, plant and equipment Decrease (increase) in refundable deposits Acquisition of intangible assets Increase in other non-current assets Dividend received Decrease (increase) in mortgage demand deposits Net cash (used in) generated from investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase in short-term loans Decrease in short-term notes and bills payable Issuance of bonds payable Repayments of bonds payable Proceeds from long-term bank loans Repayment of long-term bank loans Increase (decrease) in guarantee deposits Repayment of principal of lease liabilities Increase (decrease) in other non-current liabilities Cash dividends Increase in treasury stock Proceeds from disposal of treasury shares Increase (decrease) in non-controlling interests Net cash generated from financing activities EFFECT OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH AND CASH EQUIVALENTS NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR CASH AND CASH EQUIVALENTS, ENDING OF YEAR |
2024 (13,201) 172,285 2,446 (569,227) (141,876) 125,273 (168,953) (4,239,366) 247,605 87,667 (112) (7,397) 285,917 (382,329) (4,601,268) 4,661,889 (70,032) 3,144,087 (400,000) 3,731,471 (3,267,964) 27,007 (66,558) (3,484) (881,112) (8,775) 260,172 (194,528) 6,932,173 72,502 1,940,164 5,607,968 7,548,132 $ |
2023 |
|---|---|---|
| (11,690) 54,579 26,330 (161,682) (82,120) 7,901 (150,000) (3,491,377) 144,085 (89,309) (217) (29,433) 122,425 145,708 |
||
| (3,514,800) | ||
| 874,407 (49,617) 1,000,000 (700,400) 4,388,587 (3,013,601) (6,176) (106,799) 3,500 (339,205) - 47,639 (76,754) |
||
| 2,021,581 | ||
| (31,029) | ||
| 1,263,130 4,344,838 |
||
| 5,607,968 $ |
(Concluded)
The accompanying notes are an integral part of the consolidated financial statements
(With Solomon & Co., audit report dated March 14, 2025)
26
INDEPENDENT AUDITORS’ REPORT
English Translation of a Report Originally Issued in Chinese
The Board of Directors and Shareholders TA YA ELECTRIC WIRE & CABLE CO., LTD.
Opinion
We have audited the accompanying parent company only financial statements of Ta Ya Electric Wire & Cable Co., Ltd (the Company), which comprise the parent company only balance sheets as of December 31, 2024 and 2023, and the parent company only statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the parent company only financial statements, including a summary of significant accounting policies.
In our opinion, based on our audits and the reports of other auditors (as set out in the Other Matter section of our report), the accompanying parent company only financial statements present fairly, in all material respects, the parent company only financial position of the Company as of December 31, 2024 and 2023, and its parent company only financial performance and its parent company only 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 the Standards on Auditing of the Republic of China. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of Parent Company Only Financial Statements section of our report. We are independent of the Company 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 parent company only financial statements for the year ended December 31, 2024. These matters were addressed in the context of our audit of
27
the parent company only financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Key audit matters for the Company’s parent company only financial statements for the year ended December 31, 2024 are stated as follows:
Loss allowance of accounts receivable
The recognition of the loss allowance of accounts receivable is based on the customer’s credit quality, situation of collecting payments, and future economic conditions. Since the expected credit loss ratio involves subjective judgments and significant estimates of managements, the loss allowance of accounts receivable is identified as a key audit matter.
The book value of accounts receivable please refer to Notes 10 to the parent company’s financial statements.
Our audit procedures consisted of obtaining the management’s assessment information of expected credit loss ratio and assess that whether such assumptions is reasonable; recalculating the appropriateness of the recognition of expected credit loss of accounts receivable based on the above expected credit loss ratio; and inspecting specific customers which amount is significant and the reason for not receiving payment. We use above procedures to confirm whether the expected credit loss of accounts receivable have recognized sufficiently.
Inventory evaluation
The company assesses impairment of material based on lower of cost or net realizable value evaluation, and valuation of the inventory is mainly affected by the international copper price, but the international copper market price fluctuations frequently. Since inventory evaluation involves the management’s significant judgment, inventory evaluation its assessment is identified as a key audit matter.
The book value of Inventories please refer to Notes 11 to the parent company’s financial statements.
Our audit procedures in response to the abovementioned key audit matter were obtaining information pertaining to the lower of cost or net realizable value (LCNRV), sampling projected pricing information and the most recent sales record to assess the reasonableness of the judgment on the LCNRV, and comparing the year-end quantity of inventory items with the inventory count reports to confirm the existence and completeness of the inventory. Moreover, by attending year-end inventory counting, we assessed the condition of inventory and evaluated the adequacy of inventory provisions for obsolete goods.
Other Matter
We did not audit the financial statements of certain investments accounted for under
28
the equity method that are included in the parent company only financial statements. Those financial statements were audited by other independent accountants whose reports thereon have been furnished to us, and our opinion expressed herein, insofar as it relates to the amounts included in the parent company only financial statements and the information, is based solely on the audit reports of other independent accountants. Total assets of these subsidiaries and investments amounted to NT$2,580,515 thousands and NT$2,300,870 thousands, representing 7.51% and 8.21% of the related totals, as of December 31, 2024 and 2023, respectively, and total operating revenues of NT$306,615 thousands and NT$149,382 thousands, constituting 15.89% and 5.09% of the related totals for the years then ended, respectively.
Responsibilities of Management and Those Charged with Governance for the Parent Company Only Financial Statements
Management is responsible for preparation and fair presentation of the parent company only financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and for financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the parent company only financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including supervisors, are responsible for overseeing the Company’s financial reporting process.
Auditors’ Responsibilities for the Audit of the Parent Company Only Financial Statements
Our objectives are to obtain reasonable assurance about whether the parent company only 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 Standards on Auditing of 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 parent company only financial statements.
As part of an audit in accordance with the Standards on Auditing of the Republic of
29
China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
-
Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
-
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.
-
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
-
Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the parent company only 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 Company to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
-
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Company to express an opinion on the parent company only 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
30
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 parent company only financial statements for the year ended December 31, 2024 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 report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
March 14,2025
Notice to Readers
For the convenience of readers, the accompanying parent company only financial statements have been translated into English from the original Chinese version prepared and used in the R.O.C. 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 parent company only financial statements shall prevail.
31
TA YA ELECTRIC WIRE & CABLE CO., LTD. PARENT COMPANY ONLY BALANCE SHEETS (Expressed in Thousands of New Taiwan Dollars)
| CURRENT ASSETS Financial assets for hedging - current (notes 4, 8 and 32) Inventories, net (notes 4 and 11) Inventories (construction), net (notes 4 and 11) Prepayments (note 33) Other current assets (note 34) NONCURRENT ASSETS Financial assets at fair value through other comprehensive income (notes 4, 9, 32 and 34) Financial assets for hedging - non-current (notes 4, 8 and 32) Property, plant and equipment (notes 4, 13, 33 and 34) Right-of-use assets (notes 4 and 14) Net defined benefit asset (note 20) Other non-current assets (note 34) TOTAL Financial liabilities for hedging - current (notes 4, 8 and 32) Contract liabilities (note 33) Lease liabilities (notes 4, 14 and 33) Financial liabilities at fair value through profit or loss (notes 4, 7 and 32) Financial liabilities for hedging - non-current (notes 4, 8 and 32) Lease liabilities (notes 4, 14 and 33) Notes payable Accounts payable (note 33) Other payables (note 33) Share capital Income tax payable Current portion of long-term loans (notes 4, 18 and 19) Other current liabilities (note 33) Total current liabilities NONCURRENT LIABILITIES Guarantee deposits (note 33) Other noncurrent liabilities Total noncurrent liabilities Total liabilities EQUITY ATTRIBUTABLE TO SHAREHOLDERS OF THE PARENT (note 21) Bonds payable (notes 4 and 18) LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term loans (note 16) Short-term notes and bills payable (note 17) Financial liabilities at fair value through profit or loss (notes 4, 7 and 32) Long-term loans (note 19) Deferred income tax liabilities (notes 4 and 23) Others Treasury stock (notes 4 and 22) Total equity TOTAL Capital surplus Retained earnings Appropriated as legal capital reserve Appropriated as special capital reserve Unappropriated earnings Total retained earnings Total noncurrent assets Prepayments for equipment Refundable deposits (note 34) Investments accounted for using equity method (notes 4, 12 and 34) Investment property, net (notes 4, 15 and 34) Total current assets Financial assets at fair value through profit or loss (notes 4, 7 and 32) Accounts receivable, net (notes 4, 10 and 33) Other receivables (note 33) Cash and cash equivalents (notes 4 and 6) Financial assets at fair value through profit or loss (notes 4, 7 and 32) Notes receivable, net (notes 4, 10 and 33) Contract assets ASSETS |
December 31,2024 | December 31,2024 | December 31,2023(Restated) | December 31,2023(Restated) | January 1,2023(Restated) | January 1,2023(Restated) |
|---|---|---|---|---|---|---|
| Amount | % | Amount | % | Amount | % | |
| 2,942,899 $ 422,030 - 1,638,719 153,649 1,582,493 21,995 5,589,644 247,814 186,120 334,970 |
8.6 1.2 - 4.8 0.4 4.6 0.1 16.3 0.7 0.5 1.0 |
1,656,829 $ 562,371 780 1,032,512 153,754 1,512,088 117,371 4,026,918 221,027 191,113 7,381 |
5.9 2.0 - 3.7 0.5 5.4 0.4 14.4 0.8 0.7 - |
1,983,281 $ 603,017 - 131,873 212,431 1,415,883 17,756 3,593,690 221,002 134,233 5,925 |
8.3 2.5 - 0.6 0.9 6.0 0.1 15.1 0.9 0.5 - |
|
| 13,120,333 | 38.2 | 9,482,144 | 33.8 | 8,319,091 | 34.9 | |
| 1,446,257 1,286,186 - 14,180,613 2,995,246 55,533 889,394 95,832 34,802 131,156 119,466 |
4.2 3.7 - 41.3 8.7 0.2 2.6 0.3 0.1 0.4 0.3 |
1,230,370 1,199,317 345 11,775,084 2,973,126 52,893 892,025 33,967 30,968 79,273 267,541 |
4.4 4.3 - 42.0 10.6 0.2 3.2 0.1 0.1 0.3 1.0 |
1,280,111 1,052,454 - 9,417,059 2,356,207 45,460 894,656 97,742 28,523 69,978 229,310 |
5.4 4.4 - 39.6 9.9 0.2 3.8 0.4 0.1 0.3 1.0 |
|
| 21,234,485 | 61.8 | 18,534,909 | 66.2 | 15,471,500 | 65.1 | |
| 34,354,818 $ |
100.0 | 28,017,053 $ |
100.0 | 23,790,591 $ |
100.0 | |
| 5,799,834 $ 900,000 - 20,083 343,082 5,531 842,180 521,124 157,865 13,497 1,182,425 78,324 |
16.9 2.6 - 0.1 1.0 - 2.5 1.5 0.5 - 3.4 0.2 |
3,579,622 $ 600,000 26,838 - 580,300 4,683 524,484 753,134 140,457 11,879 917,378 78,730 |
12.8 2.1 0.1 - 2.1 - 1.9 2.7 0.5 - 3.3 0.3 |
3,367,954 $ 800,000 20,108 - 327,986 4,333 591,027 392,463 62,495 7,835 2,047,352 43,838 |
14.2 3.4 0.1 - 1.4 - 2.5 1.6 0.3 - 8.6 0.1 |
|
| 9,863,945 | 28.7 | 7,217,505 | 25.8 | 7,665,391 | 32.2 | |
| 22,600 11,892 3,807,494 4,414,396 273,700 43,756 61,653 61,152 |
0.1 - 11.1 12.8 0.8 0.1 0.2 0.2 |
- 685 1,400,000 4,763,917 275,967 42,482 35,689 1,319 |
- - 5.0 17.0 1.0 0.1 0.1 - |
- - 1,942,664 3,271,515 308,851 38,476 41,918 712 |
- - 8.2 13.8 1.3 0.2 0.1 - |
|
| 8,696,643 | 25.3 | 6,520,059 | 23.2 | 5,604,136 | 23.6 | |
| 18,560,588 | 54.0 | 13,737,564 | 49.0 | 13,269,527 | 55.8 | |
| 7,736,571 | 22.5 | 7,368,163 | 26.3 | 6,846,491 | 28.8 | |
| 2,332,955 | 6.8 | 1,868,672 | 6.7 | 1,151,543 | 4.8 | |
| 718,458 147,555 4,589,949 |
2.1 0.4 13.4 |
440,614 147,555 4,390,616 |
1.6 0.5 15.7 |
354,255 147,555 2,109,323 |
1.5 0.6 8.9 |
|
| 5,455,962 | 15.9 | 4,978,785 | 17.8 | 2,611,133 | 11.0 | |
| 281,529 | 0.8 | 92,788 | 0.3 | (53,778) | (0.2) | |
| (12,787) | - | (28,919) | (0.1) | (34,325) | (0.2) | |
| 15,794,230 | 46.0 | 14,279,489 | 51.0 | 10,521,064 | 44.2 | |
| 34,354,818 $ |
100.0 | 28,017,053 $ |
100.0 | 23,790,591 $ |
100.0 |
The accompanying notes are an integral part of the parent company only financial statements
(With Solomon & Co., audit report dated March 14, 2025)
32
TA YA ELECTRIC WIRE & CABLE CO., LTD. PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
(Expressed in Thousands of New Taiwan Dollars, Except for Earnings Per Share)
| NET REVENUE (notes 4, 25 and 33) COST OF REVENUE (notes 11, 20, 26, and 33) GROSS PROFIT UNREALIZED GAIN ON THE TRANSACTIONS WITH SUBSIDIARIES AND ASSOCIATES REALIZED GAIN ON THE TRANSACTIONS WITH SUBSIDIARIES REALIZED GROSS PROFIT OPERATING EXPENSES (notes 20, 26, and 33) Sales and marketing General and administrative Research and development Total operating expenses INCOME FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES Interest income (notes 27 and 33) Other income (notes 28 and 33) Other gains and losses (note 29) Finance costs (notes 30 and 33) Share of profit of subsidiaries and associates (note 12) Impairment loss Total non-operating income and expenses INCOME BEFORE INCOME TAX INCOME TAX EXPENSE (notes 4 and 23) NET INCOME OTHER COMPREHENSIVE INCOME Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit plans (note 20) Unrealized gain on investments in equity instruments at fair value through other comprehensive income Share of other comprehensive income (loss) of associates Income tax relating to items that will not be reclassified subsequently to profit or loss (note 23) Items that may be reclassified subsequently to profit or loss: Exchange differences arising on translation of foreign operations Gains (losses) on hedging instruments Share of the other comprehensive income of associates accounted for using the equity method Income tax benefit related to items that will not be reclassified subsequently (note 23) Other comprehensive income (loss) for the year , net of income tax TOTAL COMPREHENSIVE INCOME (LOSS) FOR THE YEAR EARNINGS PER SHARE (NT$, note 24) Basic Diluted |
2024 | % 100.0 89.2 10.8 0.1 0.1 10.8 1.2 4.1 0.5 5.8 5.0 0.1 1.5 (0.3) (1.8) 5.8 (0.1) 5.2 10.2 (1.0) 9.2 0.2 1.4 0.2 - 1.8 0.2 (0.2) 0.1 - 0.1 1.9 11.1 |
2023 | |
|---|---|---|---|---|
| Amount | Amount | % | ||
| 17,413,625 $ 15,527,336 |
14,675,143 $ 13,271,279 |
100.0 90.4 |
||
| 1,886,289 10,363 6,899 |
1,403,864 20,525 6,367 |
9.6 0.1 - |
||
| 1,882,825 | 1,389,706 | 9.5 | ||
| 204,096 713,062 91,236 |
194,483 781,743 46,087 |
1.3 5.4 0.3 |
||
| 1,008,394 | 1,022,313 | 7.0 | ||
| 874,431 | 367,393 | 2.5 | ||
| 24,603 258,507 (58,038) (309,435) 1,007,675 (17,776) |
11,980 168,438 623,770 (222,650) 1,932,474 - |
0.1 1.1 4.2 (1.5) 13.2 - |
||
| 905,536 | 2,514,012 | 17.1 | ||
| 1,779,967 (170,121) |
2,881,405 (119,375) |
19.6 (0.8) |
||
| 1,609,846 |
2,762,030 | 18.8 | ||
| 28,961 254,481 31,250 (6,475) |
(12,629) 216,137 4,863 3,151 |
(0.1) 1.5 - - |
||
| 308,217 | 211,522 | 1.4 | ||
| 28,084 (33,100) 22,468 (5,617) |
(38,551) 1,125 (9,611) 7,710 |
(0.2) - (0.1) 0.1 |
||
| 11,835 | (39,327) | (0.2) | ||
| 320,052 | 172,195 | 1.2 | ||
| 1,929,898 $ |
2,934,225 $ |
20.0 | ||
| 2.09 $ |
3.72 $ |
|||
| 2.07 $ |
3.72 $ |
The accompanying notes are an integral part of the parent company only financial statements (With Solomon & Co., audit report dated March 14, 2025)
33
TA YA ELECTRIC WIRE & CABLE CO., LTD.
PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY
(Expressed in Thousands of New Taiwan Dollars, Except for Share Data)
| Balance at January 1, 2023 Appropriation of prior year's earnings: Legal reserve Cash dividends to shareholders Stock dividends Share of changes in net assets of associates accounted for using equity method Net income in 2023 Other comprehensive income in 2023, net of income tax Conversion of convertible bonds Disposal of the Company's shares held by subsidiaries Adjustments for dividends subsidiaries received from parent company Disposal of investments in equity instruments at fair value through other comprehensive income Balance at December 31, 2023 Appropriation of prior year's earnings: Legal reserve Cash dividends to shareholders Stock dividends Due to recognition of equity component of convertible bonds issued Share of changes in net assets of associates accounted for using equity method Net income in 2024 Other comprehensive income in 2024, net of income tax Purchase of the Company's shares by subsidiaries Disposal of the Company's shares held by subsidiaries Adjustments for dividends subsidiaries received from parent company Changes in subsidiaries ownership Disposal of investments in equity instruments at fair value through other comprehensvie income Balance at December 31, 2024 |
Capital Stock -Common Stock |
Capital Stock -Common Stock |
Capital Surplus |
Retained Earnings | Retained Earnings | Others | Others | Treasury Stock |
Total Equity | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares 684,649,126 - - 6,846,491 - - - 45,320,657 - - - 736,816,274 - - 36,840,813 - - - - - - - - - 773,657,087 |
Amount | Legal Reserve |
Special Reserve |
Unappropriated Earnings (Accumulated Deficit) |
Foreign Currency Translation Reserve |
Unrealized Gain (Loss) on Assets at Fair Value Through Other Comprehensive Income |
Gains (Losses) on Hedging Instruments |
||||
| 6,846,491 $ - - 68,465 - - - 453,207 - - - |
1,151,543 $ - - - 2,714 - - 691,131 20,164 3,120 - |
354,255 $ 86,359 - - - - - - - - - |
147,555 $ - - - - - - - - - - |
2,109,323 $ (86,359) (342,325) (68,465) (9,217) 2,762,030 (10,403) - - - 36,032 |
(160,600) $ - - - - - (40,452) - - - - |
106,822 $ - - - - - 221,925 - - - (36,032) |
- $ - - - - - 1,125 - - - - |
(34,325) $ - - - - - - - 5,406 - - |
10,521,064 $ - (342,325) - (6,503) 2,762,030 172,195 1,144,338 25,570 3,120 - |
||
| 7,368,163 - - 368,408 - - - - - - - - - |
1,868,672 - - - 331,072 17,147 - - - 112,995 3,068 1 - |
440,614 277,844 - - - - - - - - - - - |
147,555 - - - - - - - - - - - - |
4,390,616 (277,844) (884,180) (368,408) - (11,392) 1,609,846 25,144 - - - - 106,167 |
(201,052) - - - - - - 44,935 - - - - - |
292,715 - - - - - - 283,073 - - - - (106,167) |
1,125 - - - - - - (33,100) - - - - - |
(28,919) - - - - - - - (4,212) 20,344 - - - |
14,279,489 - (884,180) - 331,072 5,755 1,609,846 320,052 (4,212) 133,339 3,068 1 - |
||
| 7,736,571 $ |
2,332,955 $ |
718,458 $ |
147,555 $ |
4,589,949 $ |
(156,117) $ |
469,621 $ |
(31,975) $ |
(12,787) $ |
15,794,230 $ |
The accompanying notes are an integral part of the parent company only financial statements
(With Solomon & Co., audit report dated March 14, 2025)
34
TA YA ELECTRIC WIRE & CABLE CO., LTD.
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
(Expressed in Thousands of New Taiwan Dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for : Depreciation expense Net gain of financial assets and liabilities at fair value through profit or loss Finance costs Net loss upon derecognition of financial assets measured at amortized cost Interest income Dividend income Share of profits of subsidiaries and associates Gain on disposal of property, plant and equipment Property, plant and equipment transferred to expenses Gain on disposal of investments Gain on disposal of associates Impairment loss on financial assets Impairment loss on non-financial assets Unrealized gain on the transactions with subsidiaries and associates Realized gain on the transactions with subsidiaries and associates Income and expense adjustments Changes in operating assets and liabilities: Financial assets and liabilities at fair value through profit or loss Contract assets Notes receivable Accounts receivable Other receivables Inventories Prepayments Other current assets Contract liabilities Notes payable Accounts payable Other payables Other current liabilities Net defined benefit liability Total changes in operating assets and liabilities Total adjustments Cash (used in) generated from operations Interest received Interest paid Income tax paid Net cash (used in) generated from operating activities |
2024 1,779,967 $ 185,416 46,970 309,435 - (24,603) (132,593) (1,007,675) 300 421 (31,600) (47,894) 6,129 11,647 10,363 (6,899) (680,583) (110,354) (727,122) 105 (70,405) (1,683) (1,589,513) 6,228 (1,107) (116,303) 848 317,696 (250,695) (406) (22,922) (2,565,633) (3,246,216) (1,466,249) 21,952 (281,071) (167,072) (1,892,440) |
2023 |
|---|---|---|
| 2,881,405 $ 157,366 72,009 222,650 15 (11,980) (39,762) (1,932,474) (1,069) 3,843 (687,224) - - - 20,525 (6,367) |
||
| (2,202,468) | ||
| 706,204 (900,639) 58,677 (96,205) 796 (433,253) (55,661) (1,456) 252,314 350 (66,543) 356,889 34,892 (21,924) |
||
| (165,559) | ||
| (2,368,027) | ||
| 513,378 11,673 (210,681) (63,436) |
||
| 250,934 | ||
| (Continued) |
35
TA YA ELECTRIC WIRE & CABLE CO., LTD.
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
(Expressed in Thousands of New Taiwan Dollars)
| CASH FLOWS FROM INVESTING ACTIVITIES Acquisition of financial assets at fair value through other comprehensive income Proceeds from disposal of financial assets at fair value through other comprehensive income The capital reduction on financial assets at fair value through other comprehensive income Purchase of associates under the equity method Proceeds from disposal of associates under the equity method Increase in prepayments for investments Acquisition of property, plant and equipment (including prepayments for equipment) Proceeds from disposal of property, plant and equipment Decrease (increase) in refundable deposits Decrease in other receivables Increase in other non-current assets Dividend received Increase in mortgage demand deposits Net cash (used in) generated from investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase in short-term loans Increase (Decrease) in short-term notes and bills payable Issuance of bonds payable Repayments of bonds payable Proceeds from long-term bank loans Repayment of long-term bank loans Increase (decrease) in guarantee deposits Repayment of principal of lease liabilities Cash dividends Acquisition of subsidiaries Net cash (used in) generated from financing activities NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR CASH AND CASH EQUIVALENTS, ENDING OF YEAR |
2024 - 167,477 - (141,876) 125,274 (97,665) (269,658) 2,862 (3,834) 100,000 (9,129) 333,974 (72,298) 135,127 2,220,212 300,000 3,144,087 (400,000) 1,836,963 (1,921,437) 25,964 (13,446) (884,180) (1,264,780) 3,043,383 1,286,070 1,656,829 2,942,899 $ |
2023 |
|---|---|---|
| (11,115) 54,539 25,850 (82,120) - - (701,844) 1,496 (2,445) (100,000) - 173,457 (37,546) |
||
| (679,728) | ||
| 211,668 (200,000) 1,000,000 (700,400) 3,233,490 (2,571,062) (6,229) (10,300) (342,325) (512,500) |
||
| 102,342 | ||
| (326,452) 1,983,281 |
||
| 1,656,829 $ |
(Concluded)
The accompanying notes are an integral part of the parent company only financial statements
(With Solomon & Co., audit report dated March 14, 2025)
36
Ta Ya Electric Wire & Cable Co., Ltd.
Earnings Distribution Proposal for 2024
Unit : NTD
Net Income 1,609,845,932 Cumulative Gains or Losses Directly Transferred to Retained Earnings by Disposal of Investments in Equity Instruments Measured at Fair Value through Other Comprehensive Income 106,166,708 Retained Earnings Adjusted Due to Adoption of Equity Method in Investments (11,391,991) Remeasurements of Defined Benefit Plans Recognized in Retained Earnings 25,144,194 (In accordance with the Company’s Articles of Legal Reserve (172,976,484) Incorporation.) Retained earnings available for distribution as of 2024 1,556,788,359 Beginning of Period Retained Earnings 2,860,184,916 Distributable Earnings 4,416,973,275 Distribution item: 1.Cash dividend (NT$0.75/share) (580,242,808) (Note 1) 2.Stock dividends (NT$0.15/share) (116,048,570) (Note 2) Total Distribution (696,291,378) End of Period Retained Earnings $3,720,681,897
NOTE : 1 、 The company proposes to allocate NT$580,242,808 from the current year's earnings, with a cash dividend of NT$0.75 per share.
2 、 The company proposes to allocate NT$116,048,570 from the current year's earnings, with a stock dividend of NT$0.15 per share.
Chairperson of the Board: Shen,Shang-Hung Manager: Shen,San-Yi Chief Accountant: Hung, Chung-Ming
37
Ta Ya Electric Wire & Cable Co., Ltd. The Comparison Table of the Amended Articles of Articles of Incorporation
| After Amendment | Current Article | Notes | |
|---|---|---|---|
| Article 26: Where the Company earns an annual profit, 1% shall be allocated as employee compensation(of which no less than 50% shall be distributed to frontline employees)and no more than 3% shall be allocated as director compensation. Where the Company has accumulated losses, an amount sufficient to make up losses shall be retained prior to allocation of compensations. Paragraph 2 and 3: omitted. |
Article 26: Where the Company earns an annual profit, 1% shall be allocated as employee compensation and no more than 3% shall be allocated as director compensation. Where the Company has accumulated losses, an amount sufficient to make up losses shall be retained prior to allocation of compensations. Paragraph 2 and 3: omitted. |
Compliance with legal amendments. |
|
| Article 30: These articles were formulated on October 30, 1962. They were first amended on May 27, 1966 and subsequently amended on December 15, 1966 (2nd amendment), May 1, 1967 (3rd amendment), February 20, 1968 (4th amendment), August 2, 1968 (5th amendment), December 12, 1970 (6th amendment), December 4, 1971 (7th amendment), December 31, 1972 (8th amendment), December 27, 1973 (9th amendment), October 19,1974 (10th amendment), October 18, 1975 (11th amendment), October 22, 1976 (12th amendment), October 31, 1977 (13th amendment), November 17, 1979 (14th amendment), June 22, 1980 (15th amendment), January 20, 1981 (16th amendment), February 20, 1982 (17th amendment), May 20, 1984 (18th amendment), April 12, 1986 (19th amendment), May 14, 1986 (20th amendment), March 15, 1987 (21st amendment), June 15, 1987 (22nd amendment), November 7, 1987 (23rd amendment), |
Article 30: These articles were formulated on October 30, 1962. They were first amended on May 27, 1966 and subsequently amended on December 15, 1966 (2nd amendment), May 1, 1967 (3rd amendment), February 20, 1968 (4th amendment), August 2, 1968 (5th amendment), December 12, 1970 (6th amendment), December 4, 1971 (7th amendment), December 31, 1972 (8th amendment), December 27, 1973 (9th amendment), October 19,1974 (10th amendment), October 18, 1975 (11th amendment), October 22, 1976 (12th amendment), October 31, 1977 (13th amendment), November 17, 1979 (14th amendment), June 22, 1980 (15th amendment), January 20, 1981 (16th amendment), February 20, 1982 (17th amendment), May 20, 1984 (18th amendment), April 12, 1986 (19th amendment), May 14, 1986 (20th amendment), March 15, 1987 (21st amendment), June 15, 1987 (22nd amendment), November 7, 1987 (23rd amendment), |
To list the date of current amendment |
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| May 2, 1988 (24th amendment), July 3, 1988 (25th amendment), May 20, 1989 (26th amendment), May 31, 1990 (27th amendment), May 31, 1991 (28th amendment), May 23, 1992 (29th amendment), June 4, 1993 (30th amendment), May 12, 1994 (31st amendment), May 25, 1995 (32nd amendment), May 23, 1996 (33rd amendment), June 3, 1997 (34th amendment), May 31st, 2000 (35th amendment), June 5, 2001 (36th amendment), June 14, 2002 (37th amendment), June 5, 2003 (38th amendment), June 9, 2006 (39th amendment), October 26, 2006 (40th amendment), June 13, 2007 (41st amendment), June 9, 2010 (42nd amendment), June 9, 2011 (43rd amendment), June 6, 2012 (44th amendment), June 6, 2014 (45th amendment), June 8, 2016 (46th amendment), June 5, 2018 (47th amendment), June 12, 2019 (48th amendment) , June 11, 2020 (49th amendment) , August 13, 2021 (50th amendment) , June 10, 2022 (51th amendment) , May 31, 2023 (52th amendment), May 31, 2024 (53th amendment) , May 23, 2025 (54th amendment) implemented subject to resolutions by shareholders’meetings.. |
May 2, 1988 (24th amendment), July 3, 1988 (25th amendment), May 20, 1989 (26th amendment), May 31, 1990 (27th amendment), May 31, 1991 (28th amendment), May 23, 1992 (29th amendment), June 4, 1993 (30th amendment), May 12, 1994 (31st amendment), May 25, 1995 (32nd amendment), May 23, 1996 (33rd amendment), June 3, 1997 (34th amendment), May 31st, 2000 (35th amendment), June 5, 2001 (36th amendment), June 14, 2002 (37th amendment), June 5, 2003 (38th amendment), June 9, 2006 (39th amendment), October 26, 2006 (40th amendment), June 13, 2007 (41st amendment), June 9, 2010 (42nd amendment), June 9, 2011 (43rd amendment), June 6, 2012 (44th amendment), June 6, 2014 (45th amendment), June 8, 2016 (46th amendment), June 5, 2018 (47th amendment), June 12, 2019 (48th amendment) , June 11, 2020 (49th amendment) , August 13, 2021 (50th amendment) , June 10, 2022 (51th amendment) , May 31, 2023 (52th amendment), May 31, 2024 (53th amendment) implemented subject to resolutions by shareholders’ meetings.. |
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