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U-MING — AGM Information 2026
Jun 5, 2026
52160_rns_2026-06-05_ac3ecb09-a1fb-431d-9a68-f77238eecaa3.pdf
AGM Information
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U-MING MARINE TRANSPORT CORP.
Meeting Minutes for the 2026 Annual Shareholders' Meeting
Meeting time and date: 9:00 a.m., May 21, 2026
Meeting location: GIS MOTC Convention Center (5th F, No. 24, Sec. 1, Hangzhou S. Rd., Zhongzheng Dist., Taipei City)
Convening method: Hybrid shareholders' meeting
Video Conferencing Platform: e-Meeting Platform (https://stockservices.tdcc.com.tw)
Total number of outstanding shares: 845,055,712 shares
Total shares represented by presence of shareholders: 610,487,388 shares (72.24%)
In attendance: Douglas Jefferson Hsu (Vice Chairman of the board)
- Hsu, Shu-Ping (Director)
- Lee, Kun-Yen (Director)
- Wu, Ling-Ling (Director)
- Ong Choo Kiat (Director)
- Lee, Kuan-Chun (Director)
- Tung, Li-Chen (Director)
- Chu, Shao-Hua (Independent Director & Chairman of Audit Committee & Member of Remuneration Committee)
- Liu, Chorng-Jian (Independent Director & Member of Audit Committee & Chairman of Remuneration Committee)
- Pan, Wen-Yen (Independent Director & Member of Audit Committee and Remuneration Committee)
- Li, Pin (Independent Director & Member of Audit Committee and Remuneration Committee)
- Liu, Wen-Ling (Auditor)
Chairman: Douglas Jefferson Hsu
Recorder: Chen, Chang-Sheng
Important Resolutions
I. Matters To Be Reported
- 2025 Business Report
- 2025 Financial Statements
- The Audit Committee’s Review Report on 2025 Business and Financial Statements
- Distribution of 2025 Remuneration to the Employees and Directors
- Amendment to the Company's “Corporate Sustainable Development Policy”
II. Matters To Be Ratified
- The 2025 Business Report and Financial Statements
Explanation:
(1) The supervisor’s review report is hereby issued after reviewing the 2025 financial statements (including the business report and the independent auditor’s report issued by CPA Wen-Ling Liu and CPA Xin-Wei Tai of Deloitte & Touche; please refer to the handbook) without any nonconformity identified.
(2) Please approve.
Resolved that:
Shareholders who are present represented 610,487,388 votes in total (including electronic votes). 572,355,470 votes (including electronic votes) ratify the motion, accounting to 93.75% of total votes ; 116,621 votes (including electronic votes) against the motion ; 38,015,297 votes (including electronic votes) abstained. The motion is ratified.
- The proposal for Earnings Distribution of 2025
Explanation:
(1) Please refer to the 2025 Earnings Distribution proposed in accordance with Article 27 of the Company’s Articles of Incorporation as follows:
| NT$ | |
|---|---|
| Unappropriated retained earnings of previous year | 13,960,299,579 |
| Less: Investment adjusted retained earnings by using equity method | (43,544) |
| Add: Re-evaluation of defined benefit plans recognized as retained earnings | (9,789,927) |
| Add: Disposal of investments in equity instruments designated as at fair value through other comprehensive income by associates | 53,823,394 |
| Adjusted unappropriated retained earnings | 14,004,289,502 |
| Add: 2025 net income | 3,640,393,979 |
| Less: 10% legal reserve appropriated | (368,438,390) |
| Earnings available for distribution | 17,276,245,091 |
| Less: 2025 earning distribution (cash dividend NT$2.8 per share) | (2,366,155,994) |
| Unappropriated retained earnings | 14,910,089,097 |
(2) The distribution of earnings is calculated to the dollar (round up to the dollar). The total amount of the odd shares will be booked as the other income of the Company. It is proposed that the Board authorized the Chairman to fix the record date of ex-cash dividend after the approved by the year 2026 annual shareholders' meeting. Upon the approval of the annual shareholders' meeting, it is proposed that the Board be authorized to adjust the amount per share based on the actual shares outstanding number on the record date of ex-cash dividend for the legal reserve distribution by cash if there is an amendment of the number of shares outstanding before the date.
(3) Please approve.
Resolved that:
Shareholders who are present represented 610,487,388 votes in total (including electronic votes). 572,272,175 votes (including electronic votes) ratify the motion, accounting to 93.74% of total votes; 437,221 votes (including electronic votes) against the motion; 37,777,992 votes (including electronic votes) abstained. The motion is ratified.
III. Summary of Shareholders' Remarks:
Shareholder Account Number: 0170805
Summary of Questions:
- What is the Company's current investment progress and proportion in ammonia-fueled or other zero-carbon fuel vessels? In addition, how does the Company assess transition risks and capital expenditure recovery mechanisms?
- Has the Company incorporated internal carbon costs into its investment and chartering decisions? Has the Board of Directors established mechanisms linking climate risk oversight and performance evaluation with carbon reduction targets?
- Has the Company established specific quantitative KPIs regarding ship wastewater, ballast water treatment, and marine pollution prevention? Does the Company plan to introduce more advanced pollution prevention technologies or digital monitoring mechanisms in the future to strengthen real-time management and disclosure transparency?
Reply (as instructed by the Chairman and responded by CFO Chang):
- In 2024, the Company signed a memorandum of understanding with Itochu Corporation of Japan to jointly explore the development and operation of ammonia dual-fuel bulk carriers. In addition, the Company began trial use of B24 and B30 biofuels in 2025 as part of its ongoing decarbonization efforts. To reduce investment and technological risks associated with the transition to new-energy vessels, the Company adopts a co-investment strategy with reputable partners and proceeds with related initiatives prudently.
- The Company has incorporated carbon cost trends and relevant regulatory
developments into its vessel investment and chartering strategies, while prioritizing the deployment of high-efficiency and alternative-fuel vessels to address low-carbon transition needs. In addition, the Company established the Nomination and Corporate Sustainability Committee last year to strengthen the Board's oversight of sustainability-related matters, with relevant indicators reflected in directors' performance evaluations and compensation systems.
- The Company complies with the International Convention for the Control and Management of Ships' Ballast Water and Sediments, and all vessels have been equipped with ballast water treatment systems. The Company has also established wastewater and waste reduction targets, with relevant information disclosed in its annual reports and sustainability reports. In addition, the Company has introduced AI technologies through its in-house fleet safety management systems to enhance operational efficiency and reduce environmental impacts, and will continue to strengthen pollution prevention and digital monitoring mechanisms in the future.
Shareholder Account Number: 0494245
Summary of Questions:
- What impact would the closure of the Strait of Hormuz have on the Company?
- How would rising oil prices affect the Company, and what response measures has the Company adopted?
Reply (as instructed by the Chairman and responded by President Ong):
- The closure of the Strait of Hormuz would have a relatively limited impact on the Company's dry bulk shipping business, mainly because the proportion of the Company's dry bulk transportation passing through the Strait is not high. However, if the situation results in route diversions, overall shipping distances would increase, which could provide support for freight rates.
- Rising oil prices are a challenge faced by the entire shipping industry, and related costs can generally be appropriately reflected in freight rates. The Company is currently more concerned with the stability of fuel supply. To address this, the Company has engaged in joint procurement with strategic partners from major international suppliers and continues to maintain good relationships with major oil companies to ensure stable fuel supply.
Shareholder Account Number: 0326364
Summary of Questions:
What is the current allocation ratio between spot-market vessels and long-term charter vessels? Does the Company plan to increase its spot-market exposure in the second half of the year to pursue higher profit leverage? In addition, YumMing currently operates a high proportion of energy-efficient vessels. To what extent do these advantages create actual premium opportunities when securing long-term contracts with international customers such as Rio Tinto and BHP?
Reply (as instructed by the Chairman and responded by President Ong):
In response to the volatile shipping market, the Company continues to prudently manage the allocation between long-term contracts and spot-market operations. Currently, long-term contract business accounts for approximately 40% to 50% of operations. In addition to customer considerations, the execution of long-term contracts also requires careful evaluation of pricing levels and market risks. Therefore, the Company prefers to maintain a certain degree of flexibility in spot-market operations in order to respond promptly to market changes and pursue better operating returns.
Furthermore, the Company has actively expanded its energy-efficient fleet in recent years, including high-efficiency vessels such as LNG dual-fuel ships, and has established long-term cooperative relationships with major international customers, contributing positively to the Company's overall operating performance.
IV. Extempore Motions: None
V. Meeting Adjourned
Chairpman: Douglas Jefferson Hsu
Recorder: Chen, Chang-Sheng
INDEPENDENT AUDITORS' REPORT
The Board of Directors and Shareholders
U-Ming Marine Transport Corporation
Opinion
We have audited the accompanying consolidated financial statements of U-Ming Marine Transport Corporation and its subsidiaries (collectively referred to as the "Group"), which comprise the consolidated balance sheets as of December 31, 2025 and 2024, 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 material accounting policy information (collectively referred to as the "consolidated financial statements").
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as of December 31, 2025 and 2024, 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 Financial Statement Audit and Attestation Engagements of 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.
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, 2025. 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.
Timing of Revenue Recognition for Dry Bulk Voyage Charters
The Group’s revenue from dry bulk voyage charters is recognized over time as the performance obligation is satisfied. For voyages that are not completed as of the reporting date, management measures progress toward satisfaction of the performance obligation based on the proportion of actual voyage days elapsed to the estimated total voyage days.
The estimation of total voyage days involves significant management judgment and is subject to estimation uncertainty, which directly affects the timing of revenue recognition. Accordingly, this matter was considered to be a key audit matter.
Our audit procedures in relation to the above matter included, among others, the following:
- Obtaining an understanding of, and testing the design and operating effectiveness of, internal controls over the recognition of dry bulk voyage charter revenue.
- Evaluating whether management’s method for measuring progress toward satisfaction of the performance obligation is in accordance with the applicable accounting standards and has been consistently applied.
- For voyages in progress around the reporting date, inspecting supporting documentation including charter parties, Notices of Readiness, Statements of Facts, port arrival and departure reports, invoices, and vessel schedules; recalculating the proportion of voyage days as of the reporting date; and verifying subsequent voyage completion information to assess whether revenue has been appropriately recognized based on the stage of completion.
Other Matter
We have also audited the parent company only financial statements of U-Ming Marine Transport Corporation as of and for the years ended December 31, 2025 and 2024 on which we have issued an unmodified opinion.
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 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, 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 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:
- 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 fair presentation.
- 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, 2025, 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 Wen-Ling Liu and Xin-Wei Tai.
Deloitte & Touche
Taipei, Taiwan
Republic of China
March 9, 2026
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.
U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars)
| 2025 | 2024 | |||
|---|---|---|---|---|
| ASSETS | Amount | % | Amount | % |
| CURRENT ASSETS | ||||
| Cash and cash equivalents | $ 17,164,684 | 20 | $ 17,859,129 | 20 |
| Financial assets at fair value through profit or loss | 1,274,463 | 1 | 1,400,482 | 2 |
| Financial assets at fair value through other comprehensive income | 6,679,154 | 8 | 6,615,898 | 8 |
| Financial assets at amortized cost | 403,547 | - | 294,059 | - |
| Contract assets | 194,471 | - | 398,290 | 1 |
| Trade receivables from unrelated parties | 543,268 | 1 | 746,975 | 1 |
| Trade receivables from related parties | 96,439 | - | 57,322 | - |
| Other receivables | 237,580 | - | 329,962 | - |
| Current tax assets | 23 | - | - | - |
| Fuel inventory | 509,525 | 1 | 801,224 | 1 |
| Other current assets | 537,756 | 1 | 313,000 | - |
| Total current assets | 27,640,910 | 32 | 28,816,341 | 33 |
| NON-CURRENT ASSETS | ||||
| Financial assets at fair value through other comprehensive income | 2,540,415 | 3 | 2,360,865 | 3 |
| Financial assets at amortized cost | 1,554,158 | 2 | 1,752,058 | 2 |
| Investments accounted for using the equity method | 6,636,212 | 7 | 5,134,834 | 6 |
| Property, plant and equipment | 45,251,946 | 52 | 47,956,463 | 54 |
| Intangible assets | 28,038 | - | 34,229 | - |
| Deferred tax assets | - | - | 451 | - |
| Prepayments for equipment | 3,348,011 | 4 | 1,654,274 | 2 |
| Long-term receivables from related partie | 309,802 | - | 302,324 | - |
| Other non-current assets | 111,529 | - | 99,592 | - |
| Total non-current assets | 59,780,111 | 68 | 59,295,090 | 67 |
| TOTAL | $ 87,421,021 | 100 | $ 88,111,431 | 100 |
| LIABILITIES AND EQUITY | ||||
| CURRENT LIABILITIES | ||||
| Short-term borrowings | $ 6,049,000 | 7 | $ 4,830,000 | 6 |
| Short-term bills payable | 1,002,475 | 1 | 799,841 | 1 |
| Financial liabilities at fair value through profit or loss | - | - | 2,592 | - |
| Trade payables | 131,064 | - | 265,362 | - |
| Other payables | 1,156,798 | 2 | 1,387,821 | 2 |
| Current tax liabilities | 188,071 | - | 141,124 | - |
| Current portion of long-term borrowings | 6,393,442 | 7 | 6,261,689 | 7 |
| Other current liabilities | 420,026 | 1 | 404,679 | - |
| Total current liabilities | 15,340,876 | 18 | 14,093,108 | 16 |
| NON-CURRENT LIABILITIES | ||||
| Bank loans | 33,105,346 | 38 | 33,469,242 | 38 |
| Deferred tax liabilities | 15,844 | - | 15,107 | - |
| Net defined benefit liabilities | 79,610 | - | 73,174 | - |
| Total non-current liabilities | 33,200,800 | 38 | 33,557,523 | 38 |
| Total liabilities | 48,541,676 | 56 | 47,650,631 | 54 |
| EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY | ||||
| Common share capital | 8,450,557 | 10 | 8,450,557 | 10 |
| Capital surplus | 115,845 | - | 115,986 | - |
| Retained earnings | ||||
| Legal reserve | 8,753,885 | 10 | 8,170,778 | 9 |
| Unappropriated earnings | 17,644,683 | 20 | 17,247,584 | 20 |
| Total retained earnings | 26,398,568 | 30 | 25,418,362 | 29 |
| Other equity | 3,914,375 | 4 | 6,475,895 | 7 |
| Total equity attributable to owners of the company | 38,879,345 | 44 | 40,460,800 | 46 |
| NON-CONTROLLING INTERESTS | - | - | - | - |
| Total equity | 38,879,345 | 44 | 40,460,800 | 46 |
| TOTAL | $ 87,421,021 | 100 | $ 88,111,431 | 100 |
The accompanying notes are an integral part of the consolidated financial statements
U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| 2025 | 2024 | |||
|---|---|---|---|---|
| Amount | % | Amount | % | |
| OPERATING REVENUE | ||||
| Freight revenue | $ 15,331,293 | 98 | $ 15,995,972 | 98 |
| Other operating revenue | 234,527 | 2 | 346,531 | 2 |
| Total operating revenue | 15,565,820 | 100 | 16,342,503 | 100 |
| OPERATING COSTS | ||||
| Freight cost | 11,082,203 | 72 | 11,121,538 | 68 |
| GROSS PROFIT | 4,483,617 | 28 | 5,220,965 | 32 |
| OPERATING EXPENSES | ||||
| General and administrative expenses | ||||
| Expected credit (gain) loss | 786,675 | 5 | 735,626 | 5 |
| (6,783) | - | 452 | - | |
| Total operating expenses | 779,892 | 5 | 736,078 | 5 |
| PROFIT FROM OPERATIONS | 3,703,725 | 23 | 4,484,887 | 27 |
| NON-OPERATING INCOME AND EXPENSES | ||||
| Other income | 21,590 | - | 18,424 | - |
| Finance costs | (1,324,558) | (8) | (1,486,439) | (9) |
| Share of the profit or loss of associates and joint ventures | 326,363 | 2 | 315,263 | 2 |
| Interest income | 725,051 | 5 | 959,639 | 6 |
| Dividend income | 146,993 | 1 | 116,811 | 1 |
| Gain on disposal of property, plant and equipment | 61,896 | - | 24,830 | - |
| Gain (loss) on disposal of investments | 30 | - | (28) | - |
| Net (loss) gain on foreign currency exchange | (6,915) | - | 4,216 | - |
| Net gain on financial assets and liabilities at fair value through profit or loss | 199,285 | 1 | 460,503 | 3 |
| Other losses | (9,869) | - | (123,235) | (1) |
| Total non-operating income and expenses | 139,866 | 1 | 289,984 | 2 |
| PROFIT BEFORE INCOME TAX | 3,843,591 | 24 | 4,774,871 | 29 |
| INCOME TAX EXPENSE | 203,197 | 1 | 107,542 | - |
| NET PROFIT FOR THE YEAR | 3,640,394 | 23 | 4,667,329 | 29 |
(Continued)
U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| 2025 | 2024 | |||
|---|---|---|---|---|
| Amount | % | Amount | % | |
| OTHER COMPREHENSIVE INCOME | ||||
| Items that will not be reclassified subsequently to profit or loss: | ||||
| Remeasurement of defined benefit plans | $ (11,028) | - | $ 9,623 | - |
| Unrealized (loss) gain on investments in equity instruments at fair value through other comprehensive income | (1,087) | - | 598,859 | 3 |
| Share of the other comprehensive loss of associates and joint ventures accounted for using the equity method | (44,740) | - | (19,196) | - |
| Items that may be reclassified subsequently to profit or loss: | ||||
| Exchange differences on translation of the financial statements of foreign operations | (2,326,533) | (15) | 3,418,029 | 21 |
| Share of the other comprehensive (loss) income of associates and joint ventures accounted for using the equity method | (134,099) | (1) | 119,617 | 1 |
| Other comprehensive (loss) income for the year, net of income tax | (2,517,487) | (16) | 4,126,932 | 25 |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR | $ 1,122,907 | 7 | $ 8,794,261 | 54 |
| NET PROFIT (LOSS) ATTRIBUTABLE TO | ||||
| Owners of the Company | $ 3,640,394 | 23 | $ 4,681,466 | 29 |
| Non-controlling interests | - | - | (14,137) | - |
| $ 3,640,394 | 23 | $ 4,667,329 | 29 | |
| TOTAL COMPREHENSIVE INCOME (LOSS) | ||||
| Owners of the Company | $ 1,122,907 | 7 | $ 8,808,398 | 54 |
| Non-controlling interests | - | - | (14,137) | - |
| $ 1,122,907 | 7 | $ 8,794,261 | 54 | |
| EARNINGS PER SHARE | ||||
| Basic | $ 4.31 | $ 5.54 | ||
| Diluted | $ 4.30 | $ 5.53 |
The accompanying notes are an integral part of the consolidated financial statements.
(Concluded)
U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (In Thousands of New Taiwan Dollars)
| Equity Attributable to Owners of the Company | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Share Capital | Capital Surplus | Retained Earnings | Exchange Differences on Translation of the Financial Statements of Foreign Operations | Unrealized Valuation Gain (Loss) on Financial Assets at Fair Value through Other Comprehensive Income | Gain (Loss) on Hedging Instruments | Gain on Property Revaluation | Total | Total Equity to Owners of the Company | Non-controlling Interests | Total Equity | ||
| Legal Reserve | Unappropriated Earnings | |||||||||||
| BALANCE ON JANUARY 1, 2024 | $ 8,450,557 | $ 119,009 | $ 7,897,055 | $ 13,718,373 | $ (691,172) | $ 4,204,007 | $ 1 | $ 169 | $ 3,513,005 | $ 33,697,999 | $ 125,149 | $ 33,823,148 |
| Appropriation of 2023 earnings | ||||||||||||
| Legal reserve | - | - | 273,723 | (273,723) | - | - | - | - | - | - | - | - |
| Cash dividends distributed by the Company | - | - | - | (2,028,134) | - | - | - | - | - | (2,028,134) | - | (2,028,134) |
| Changes in capital surplus from investments in associates and joint ventures accounted for using the equity method | - | (352) | - | - | - | - | - | - | - | (352) | - | (352) |
| Net profit (loss) for the year ended December 31, 2024 | - | - | - | 4,681,466 | - | - | - | - | - | 4,681,466 | (14,137) | 4,667,329 |
| Other comprehensive income (loss) for the year ended December 31, 2024, net of income tax | - | - | - | 10,629 | 3,537,645 | 578,740 | - | (82) | 4,116,303 | 4,126,932 | - | 4,126,932 |
| Total comprehensive income (loss) for the year ended December 31, 2024 | - | - | - | 4,692,095 | 3,537,645 | 578,740 | - | (82) | 4,116,303 | 8,808,398 | (14,137) | 8,794,261 |
| Actual acquisition of interests in subsidiaries | - | (2,663) | - | (14,361) | - | - | - | - | - | (17,024) | (111,012) | (128,036) |
| Disposal of investments in equity instruments designated as at fair value through other comprehensive income | - | - | - | 1,153,413 | - | (1,153,413) | - | - | (1,153,413) | - | - | - |
| Cash dividends claimed after over prescription by shareholders | - | (8) | - | - | - | - | - | - | - | (8) | - | (8) |
| Changes from investments in associates and joint ventures accounted for using the equity method | - | - | - | (79) | - | - | - | - | - | (79) | - | (79) |
| BALANCE ON DECEMBER 31, 2024 | 8,450,557 | 115,986 | 8,170,778 | 17,247,584 | 2,846,473 | 3,629,334 | 1 | 87 | 6,475,895 | 40,460,800 | - | 40,460,800 |
| Appropriation of 2024 earnings | ||||||||||||
| Legal reserve | - | - | 583,107 | (583,107) | - | - | - | - | - | - | - | - |
| Cash dividends distributed by the Company | - | - | - | (2,704,178) | - | - | - | - | - | (2,704,178) | - | (2,704,178) |
| Changes in capital surplus from investments in associates and joint ventures accounted for using the equity method | - | (112) | - | - | - | - | - | - | - | (112) | - | (112) |
| Net profit for the year ended December 31, 2025 | - | - | - | 3,640,394 | - | - | - | - | - | 3,640,394 | - | 3,640,394 |
| Other comprehensive loss for the year ended December 31, 2025, net of income tax | - | - | - | (9,790) | (2,394,459) | (47,065) | (66,173) | - | (2,507,697) | (2,517,487) | - | (2,517,487) |
| Total comprehensive income (loss) for the year ended December 31, 2025 | - | - | - | 3,630,604 | (2,394,459) | (47,065) | (66,173) | - | (2,507,697) | 1,122,907 | - | 1,122,907 |
| Disposal of investments in equity instruments designated as at fair value through other comprehensive income | - | - | - | 53,823 | - | (53,823) | - | - | (53,823) | - | - | - |
| Cash dividends claimed after over prescription by shareholders | - | (29) | - | - | - | - | - | - | - | (29) | - | (29) |
| Changes from investments in associates and joint ventures accounted for using the equity method | - | - | - | (43) | - | - | - | - | - | (43) | - | (43) |
| BALANCE ON DECEMBER 31, 2025 | $ 8,450,557 | $ 115,845 | $ 8,753,885 | $ 17,644,683 | $ 452,014 | $ 3,528,446 | $ (66,172) | $ 87 | $ 3,914,375 | $ 38,879,345 | $ - | $ 38,879,345 |
The accompanying notes are an integral part of the consolidated financial statements.
U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars)
| 2025 | 2024 | |
|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Income before income tax | $ 3,843,591 | $ 4,774,871 |
| Adjustments for: | ||
| Depreciation expenses | 3,704,607 | 3,525,290 |
| Amortization expenses | 17,005 | 20,681 |
| Expected credit (gain) loss | (6,783) | 452 |
| Net gain on financial assets and liabilities at fair value through profit or loss | (199,285) | (460,503) |
| Finance costs | 1,324,558 | 1,486,439 |
| Interest income | (725,051) | (959,639) |
| Dividend income | (373,511) | (440,229) |
| Share of the profit of associates and joint ventures | (326,363) | (315,263) |
| Gain on disposal of property, plant and equipment | (61,896) | (24,830) |
| Loss on disposal of investments | 20 | 28 |
| Net loss (gain) on foreign currency exchange | 58,163 | (29,505) |
| Gain on disposal of a subsidiary | (50) | - |
| Changes in operating assets and liabilities | ||
| Financial assets mandatorily classified as at fair value through profit or loss | 266,942 | 464,667 |
| Contract assets | 188,098 | 66,271 |
| Trade receivables (including related parties) | 106,832 | 85,215 |
| Other receivables | (69,396) | 58,413 |
| Fuel inventory | 258,162 | (153,786) |
| Other current assets | (224,766) | (8,080) |
| Trade payables | (105,313) | 19,262 |
| Other payables | (149,701) | 271,729 |
| Other current liabilities | 15,347 | 39,633 |
| Net defined benefit liabilities | (4,592) | (5,868) |
| Cash generated from operations | 7,536,618 | 8,415,248 |
| Interest received | 836,639 | 966,094 |
| Dividends received | 373,511 | 440,229 |
| Interest paid | (1,336,005) | (1,486,090) |
| Income tax paid | (155,075) | (166,961) |
| Net cash generated from operating activities | 7,255,688 | 8,168,520 |
| CASH FLOWS FROM INVESTING ACTIVITIES | ||
| Purchase of financial assets at fair value through other comprehensive income | (310,627) | - |
| Proceeds from sale of financial assets at fair value through other comprehensive income | 53,116 | 1,961,981 |
| Disposal of financial assets at amortized cost | 3,797 | 7,549 |
| Acquisition of joint ventures | (1,688,009) | - |
| Net cash inflow on disposal of a subsidiary | 900 | - |
| Payments for property, plant and equipment | (3,537,821) | (3,140,291) |
| (Continued) |
U-MING MARINE TRANSPORT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars)
| 2025 | 2024 | |
|---|---|---|
| Proceeds from disposal of property, plant and equipment | $ 1,387,865 | $ 25,245 |
| (Increase) decrease in refundable deposits | (7,529) | 2,173 |
| Decrease in financing provided - related parties | - | 173,082 |
| Payments for intangible assets | (2,672) | (6,665) |
| Increase in prepayments for equipment | (2,401,457) | (1,396,760) |
| Dividends received | 159,917 | 198,282 |
| Net cash used in investing activities | (6,342,520) | (2,175,404) |
| CASH FLOWS FROM FINANCING ACTIVITIES | ||
| Proceeds from (repayments of) short-term borrowings | 1,219,000 | (5,952,000) |
| Proceeds from (repayments of) short-term bills payable | 203,000 | (660,000) |
| Proceeds from long-term borrowings | 16,352,951 | 25,917,504 |
| Repayments of long-term borrowings | (15,958,530) | (19,755,189) |
| Dividends paid to owners of the Company | (2,704,202) | (2,028,136) |
| Acquisition of additional interests in subsidiary | - | (128,036) |
| Net cash used in financing activities | (887,781) | (2,605,857) |
| EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES | (719,832) | 972,077 |
| NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (694,445) | 4,359,336 |
| CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR | 17,859,129 | 13,499,793 |
| CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR | $ 17,164,684 | $ 17,859,129 |
The accompanying notes are an integral part of the consolidated financial statements.
(Concluded)
INDEPENDENT AUDITORS' REPORT
The Board of Directors and Shareholders
U-Ming Marine Transport Corporation
Opinion
We have audited the accompanying parent company only financial statements of U-Ming Marine Transport Corporation (collectively referred to as the "Company"), which comprise the parent company only balance sheets as of December 31, 2025 and 2024, 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 material accounting policy information (collectively referred to as the "parent company only financial statements").
In our opinion, 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, 2025 and 2024, 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 Financial Statement Audit and Attestation Engagements of 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 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, 2025. These matters were addressed in the context of our audit of 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.
Stage of Completion of Freight Contracts
The Company’s revenue from dry bulk voyage charters is recognized over time as the performance obligation is satisfied. For voyages that are not completed as of the reporting date, management measures progress toward satisfaction of the performance obligation based on the proportion of actual voyage days elapsed to the estimated total voyage days.
The estimation of total voyage days involves significant management judgment and is subject to estimation uncertainty, which directly affects the timing of revenue recognition. Accordingly, this matter was considered to be a key audit matter.
Our audit procedures in relation to the above matter included, among others, the following:
- Obtaining an understanding of, and testing the design and operating effectiveness of, internal controls over the recognition of dry bulk voyage charter revenue.
- Evaluating whether management’s method for measuring progress toward satisfaction of the performance obligation is in accordance with the applicable accounting standards and has been consistently applied.
- For voyages in progress around the reporting date, inspecting supporting documentation including charter parties, Notices of Readiness, Statements of Facts, port arrival and departure reports, invoices, and vessel schedules; recalculating the proportion of voyage days as of the reporting date; and verifying subsequent voyage completion information to assess whether revenue has been appropriately recognized based on the stage of completion.
Responsibilities of Management and Those Charged with Governance for the Parent Company Only Financial Statements
Management is responsible for the 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 such internal control as management determines is necessary to enable the preparation of parent company only 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 the audit committee, 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 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 parent company only financial statements.
As part of an audit in accordance with the auditing standards generally accepted in the Republic of China, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
-
Identify and assess the risks of material misstatement of the 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 and appropriate audit evidence regarding the financial information of 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 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 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 parent company only financial statements for the year ended December 31, 2025 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 Wen-Ling Liu and Xin-Wei Tai.
Deloitte & Touche
Taipei, Taiwan
Republic of China
March 9, 2026
Notice to Readers
The translation version is intended for reference only. If any inconsistency between the Chinese and English versions, the Chinese version shall govern.
U-MING MARINE TRANSPORT CORPORATION
PARENT COMPANY ONLY BALANCE SHEETS
DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars)
| 2025 | 2024 | |||
|---|---|---|---|---|
| ASSETS | Amount | % | Amount | % |
| CURRENT ASSETS | ||||
| Cash and cash equivalents | $ 63,058 | - | $ 80,185 | - |
| Financial assets at fair value through other comprehensive income - current | 2,367,997 | 4 | 2,381,827 | 4 |
| Contract assets | - | - | 45,559 | - |
| Trade receivables from unrelated parties | 66,050 | - | 21,454 | - |
| Trade receivables from related parties | 94,356 | - | 92,872 | - |
| Other receivables | 24,276 | - | 15,671 | - |
| Fuel inventory | 49,214 | - | 41,021 | - |
| Other current assets | 42,448 | - | 67,417 | - |
| Total current assets | 2,707,399 | 4 | 2,746,006 | 4 |
| NON-CURRENT ASSETS | ||||
| Financial assets at fair value through other comprehensive income | 891,185 | 1 | 848,753 | 1 |
| Investments accounted for using equity method | 64,452,435 | 92 | 64,832,076 | 91 |
| Property, plant and equipment | 2,333,451 | 3 | 2,530,540 | 4 |
| Intangible assets | 13,730 | - | 27,754 | - |
| Deferred tax assets | - | - | 451 | - |
| Prepayments for equipment | 30,538 | - | 21,560 | - |
| Refundable deposits | 59,059 | - | 53,613 | - |
| Total non-current assets | 67,780,398 | 96 | 68,314,747 | 96 |
| TOTAL | $ 70,487,797 | 100 | $ 71,060,753 | 100 |
| LIABILITIES AND EQUITY | ||||
| CURRENT LIABILITIES | ||||
| Short-term borrowings | $ 5,080,000 | 7 | $ 4,780,000 | 7 |
| Short-term bills payable | 749,727 | 1 | 749,960 | 1 |
| Trade payables | 30,412 | - | 46,640 | - |
| Other payables | 453,592 | 1 | 457,179 | - |
| Current tax liabilities | 165,837 | - | 81,188 | - |
| Current portion of long-term borrowings | 4,130,000 | 6 | 4,030,000 | 6 |
| Other current liabilities | 33,119 | - | 26,680 | - |
| Total current liabilities | 10,642,687 | 15 | 10,171,647 | 14 |
| NON-CURRENT LIABILITIES | ||||
| Bank loans | 20,880,000 | 30 | 20,350,000 | 29 |
| Deferred tax liabilities | 15,844 | - | 15,107 | - |
| Net defined benefit liabilities | 69,921 | - | 63,199 | - |
| Total non-current liabilities | 20,965,765 | 30 | 20,428,306 | 29 |
| Total liabilities | 31,608,452 | 45 | 30,599,953 | 43 |
| EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY | ||||
| Common share capital | 8,450,557 | 12 | 8,450,557 | 12 |
| Capital surplus | 115,845 | - | 115,986 | - |
| Retained earnings | ||||
| Legal reserve | 8,753,885 | 12 | 8,170,778 | 12 |
| Unappropriated earnings | 17,644,683 | 25 | 17,247,584 | 24 |
| Total retained earnings | 26,398,568 | 37 | 25,418,362 | 36 |
| Other equity | 3,914,375 | 6 | 6,475,895 | 9 |
| Total equity | 38,879,345 | 55 | 40,460,800 | 57 |
| TOTAL | $ 70,487,797 | 100 | $ 71,060,753 | 100 |
The accompanying notes are an integral part of the parent company only financial statements.
U-MING MARINE TRANSPORT CORPORATION
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| 2025 | 2024 | |||
|---|---|---|---|---|
| Amount | % | Amount | % | |
| OPERATING REVENUE | $ 1,961,589 | 100 | $ 1,820,284 | 100 |
| OPERATING COSTS | 1,524,927 | 78 | 1,357,852 | 75 |
| GROSS PROFIT | 436,662 | 22 | 462,432 | 25 |
| OPERATING EXPENSES | 502,814 | 25 | 495,266 | 27 |
| LOSS FROM OPERATIONS | (66,152) | (3) | (32,834) | (2) |
| NON-OPERATING INCOME AND EXPENSES | ||||
| Other income | 22,069 | 1 | 23,744 | 1 |
| Finance costs | (605,844) | (31) | (564,844) | (31) |
| Share of the profit or loss of subsidiaries and associates | 4,316,030 | 220 | 5,149,137 | 283 |
| Interest income | 923 | - | 2,260 | - |
| Dividend income | 146,993 | 7 | 114,266 | 6 |
| Gain on disposal of property, plant and equipment | - | - | 24,830 | 2 |
| Net (loss) gain on foreign currency exchange | (683) | - | 2,060 | - |
| Other losses | (5,663) | - | (4,386) | - |
| Total non-operating income and expenses | 3,873,825 | 197 | 4,747,067 | 261 |
| PROFIT BEFORE INCOME TAX | 3,807,673 | 194 | 4,714,233 | 259 |
| INCOME TAX EXPENSE | 167,279 | 9 | 32,767 | 2 |
| NET PROFIT FOR THE YEAR | 3,640,394 | 185 | 4,681,466 | 257 |
(Continued)
U-MING MARINE TRANSPORT CORPORATION
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| 2025 | 2024 | |||
|---|---|---|---|---|
| Amount | % | Amount | % | |
| OTHER COMPREHENSIVE INCOME | ||||
| Items that will not be reclassified subsequently to profit or loss: | ||||
| Remeasurement of defined benefit plans | $ (11,107) | (1) | $ 6,395 | 1 |
| Unrealized (loss) gain on investments in equity instruments at fair value through other comprehensive income | (69,310) | (3) | 144,362 | 8 |
| Share of the other comprehensive loss of associates and joint ventures accounted for using the equity method | 23,562 | 1 | 438,530 | 24 |
| Items that may be reclassified subsequently to profit or loss: | ||||
| Exchange differences on translation of the financial statements of foreign operations | (2,312,005) | (118) | 3,415,636 | 187 |
| Share of the other comprehensive (loss) income of associates and joint ventures accounted for using the equity method | (148,627) | (7) | 122,009 | 7 |
| Other comprehensive (loss) income for the year, net of income tax | (2,517,487) | (128) | 4,126,932 | 227 |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR | $ 1,122,907 | 57 | $ 8,808,398 | 484 |
| EARNINGS PER SHARE | ||||
| Basic | $ 4.31 | $ 5.54 | ||
| Diluted | $ 4.30 | $ 5.53 |
The accompanying notes are an integral part of the parent company only financial statements. (Concluded)
U-MING MARINE TRANSPORT CORPORATION
PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars)
| Common Share Capital | Capital Surplus | Retained Earnings | Other Equity | Total | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Legal Reserve | Unappropriated Earnings | Exchange Differences on Translation of the Financial Statements of Foreign Operations | Unrealized Valuation Gain (Loss) on Financial Assets at Fair Value through Other Comprehensive Income | Gain (Loss) on Hedging Instruments | Gain on Property Revaluation | Total | ||||
| BALANCE ON JANUARY 1, 2024 | $ 8,450,557 | $ 119,009 | $ 7,897,055 | $ 13,718,373 | $ (691,172) | $ 4,204,007 | $ 1 | $ 169 | $ 3,513,005 | $ 33,697,999 |
| Appropriation of 2023 earnings | ||||||||||
| Legal reserve | - | - | 273,723 | (273,723) | - | - | - | - | - | - |
| Cash dividends distributed by the Company | - | - | - | (2,028,134) | - | - | - | - | - | (2,028,134) |
| Changes in capital surplus from investments in associates accounted for using the equity method | - | (352) | - | - | - | - | - | - | - | (352) |
| Net profit (loss) for the year ended December 31, 2024 | - | - | - | 4,681,466 | - | - | - | - | - | 4,681,466 |
| Other comprehensive income (loss) for the year ended December 31, 2024, net of income tax | - | - | - | 10,629 | 3,537,645 | 578,740 | - | (82) | 4,116,303 | 4,126,932 |
| Total comprehensive income (loss) for the year ended December 31, 2024 | - | - | - | 4,692,095 | 3,537,645 | 578,740 | - | (82) | 4,116,303 | 8,808,398 |
| Actual acquisition of interests in subsidiaries | - | (2,663) | - | (14,361) | - | - | - | - | - | (17,024) |
| Disposal of investments in equity instruments designated as at fair value through other comprehensive income | - | - | - | 1,153,413 | - | (1,153,413) | - | - | (1,153,413) | - |
| Cash dividends claimed after over prescription by shareholders | - | (8) | - | - | - | - | - | - | - | (8) |
| Changes from investments in associates and joint ventures accounted for using the equity method | - | - | - | (79) | - | - | - | - | - | (79) |
| BALANCE ON DECEMBER 31, 2024 | 8,450,557 | 115,986 | 8,170,778 | 17,247,584 | 2,846,473 | 3,629,334 | 1 | 87 | 6,475,895 | 40,460,800 |
| Appropriation of 2024 earnings | ||||||||||
| Legal reserve | - | - | 583,107 | (583,107) | - | - | - | - | - | - |
| Cash dividends distributed by the Company | - | - | - | (2,704,178) | - | - | - | - | - | (2,704,178) |
| Changes in capital surplus from investments in associates accounted for using the equity method | - | (112) | - | - | - | - | - | - | - | (112) |
| Net profit for the year ended December 31, 2025 | - | - | - | 3,640,394 | - | - | - | - | - | 3,640,394 |
| Other comprehensive loss for the year ended December 31, 2025, net of income tax | - | - | - | (9,790) | (2,394,459) | (47,065) | (66,173) | - | (2,507,697) | (2,517,487) |
| Total comprehensive income (loss) for the year ended December 31, 2025 | - | - | - | 3,630,604 | (2,394,459) | (47,065) | (66,173) | - | (2,507,697) | 1,122,907 |
| Disposal of investments in equity instruments designated as at fair value through other comprehensive income | - | - | - | 53,823 | - | (53,823) | - | - | (53,823) | - |
| Cash dividends claimed after over prescription by shareholders | - | (29) | - | - | - | - | - | - | - | (29) |
| Changes from investments in associates accounted for using the equity method | - | - | - | (43) | - | - | - | - | - | (43) |
| BALANCE ON DECEMBER 31, 2025 | $ 8,450,557 | $ 115,845 | $ 8,753,885 | $ 17,644,683 | $ 452,014 | $ 3,528,446 | $ (66,172) | $ 87 | $ 3,914,375 | $ 38,879,345 |
The accompanying notes are an integral part of the parent company only financial statements.
U-MING MARINE TRANSPORT CORPORATION
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024
(In Thousands of New Taiwan Dollars)
| 2025 | 2024 | |
|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES | ||
| Income before income tax | $ 3,807,673 | $ 4,714,233 |
| Adjustments for: | ||
| Depreciation expenses | 259,757 | 219,862 |
| Amortization expenses | 17,005 | 20,681 |
| Finance costs | 605,844 | 564,844 |
| Interest income | (923) | (2,260) |
| Dividend income | (146,993) | (114,266) |
| Share of the profit of subsidiaries, associates and joint ventures | (4,316,030) | (5,149,137) |
| Gain on disposal of property, plant and equipment | - | (24,830) |
| Net loss (gain) on foreign currency exchange | 49 | (4,391) |
| Changes in operating assets and liabilities | ||
| Contract assets | 45,559 | (45,559) |
| Trade receivables (including related parties) | (46,080) | 56,395 |
| Other receivables | (8,504) | (1,498) |
| Fuel inventory | (8,193) | 18,271 |
| Other current assets | 24,969 | (24,724) |
| Trade payables | (16,228) | 1,112 |
| Other payables | (8,102) | 75,186 |
| Other current liabilities | 6,439 | (57,533) |
| Net defined benefit liabilities | (4,385) | (6,855) |
| Cash generated from operations | 211,857 | 239,531 |
| Interest received | 822 | 2,378 |
| Dividends received | 146,993 | 114,266 |
| Interest paid | (601,567) | (559,676) |
| Income tax paid | (81,442) | (146,379) |
| Net cash used in operating activities | (323,337) | (349,880) |
| CASH FLOWS FROM INVESTING ACTIVITIES | ||
| Purchase of financial assets at fair value through other comprehensive income | (97,912) | - |
| Payments for property, plant and equipment | (62,668) | (664,963) |
| Proceeds from disposal of property, plant and equipment | - | 25,245 |
| (Increase) decrease in refundable deposits | (5,446) | 12,882 |
| Payments for intangible assets | - | (6,664) |
| Increase in prepayments for equipment | (11,959) | (16,196) |
| Dividends received | 2,678,446 | 2,444,722 |
| Net cash generated from investing activities | 2,500,461 | 1,795,026 |
(Continued)
U-MING MARINE TRANSPORT CORPORATION
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024 (In Thousands of New Taiwan Dollars)
| 2025 | 2024 | |
|---|---|---|
| CASH FLOWS FROM FINANCING ACTIVITIES | ||
| Proceeds from (Repayments of) short-term borrowings | $ 300,000 | $ (5,480,000) |
| Repayments of short-term bills payable | - | (710,000) |
| Proceeds from long-term borrowings | 13,770,000 | 23,720,000 |
| Repayments of long-term borrowings | (13,140,000) | (16,930,000) |
| Dividends paid to owners of the Company | (2,704,202) | (2,028,136) |
| Acquisition of additional interests in subsidiary | (420,000) | (128,036) |
| Net cash used in financing activities | (2,194,202) | (1,556,172) |
| EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES | (49) | 4,391 |
| NET DECREASE IN CASH AND CASH EQUIVALENTS | (17,127) | (106,635) |
| CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR | 80,185 | 186,820 |
| CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR | $ 63,058 | $ 80,185 |
The accompanying notes are an integral part of the parent company only financial statements. (Concluded)