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U-MING — Audit Report / Information 2023
Nov 24, 2023
52160_rns_2023-11-24_8357de89-87dd-410d-b6c2-94bc1ba4f502.pdf
Audit Report / Information
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U-Ming Marine Transport Corporation
Parent Company Only Financial Statements for the Years Ended December 31, 2023 and 2022
Note : The translation version is intended for reference only. If any inconsistency between the Chinese and English versions, the Chinese version shall govern.
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, 2023 and 2022, 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, 2023 and 2022, 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, 2023. 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 freight revenue is recognized by reference to the stage of completion of the contract. Because management is required to exercise judgments and to have estimates to a certain extent when measuring and calculating the stage of completion of freight contracts, revenue recognition and expression might be affected by the selection and application of calculation methods; therefore, the determination of the stage of completion of freight contracts was deemed to be a key audit matter. Refer to Note 5 to the parent company only financial statements: material accounting judgments and key sources of estimation uncertainty for information on the stage of completion of freight contracts.
The main audit procedures that we performed in respect of the key audit matter stated above were as follows:
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We obtained an understanding of and tested the design and implementation of the key controls over the recognition of freight revenue.
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We obtained relevant documents and understood the determination of the stage of completion of freight contracts, and we confirmed that the calculation method is appropriate and applied consistently.
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We verified the management’s calculation of the percentage of voyages and freight revenue by collating the information on actual voyages, entering/departing reports, sailing schedules and freight contracts.
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:
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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.
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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.
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Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
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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.
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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.
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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, 2023 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-Ching Lin and Xin-Wei Tai.
Deloitte & Touche Taipei, Taiwan Republic of China
March 6, 2024
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, 2023 AND 2022 (In Thousands of New Taiwan Dollars)
| ASSETS CURRENT ASSETS Cash and cash equivalents (Note 6 and 22) Financial assets at fair value through other comprehensive income - current (Note 7 and 23) Trade receivables from unrelated parties (Note 8) Trade receivables from related parties (Note 8 and 22) Other receivables (Note 22) Fuel inventory Other current assets (Note 22) Total current assets NON-CURRENT ASSETS Financial assets at fair value through other comprehensive income (Note 7) Investments accounted for using equity method (Note 9) Property, plant and equipment (Note 10 and 23) Intangible assets Deferred tax assets (Note 18) Prepayments for equipment Refundable deposits (Note 22 and 23) Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Note 12, 22 and 23) Short-term bills payable (Note 12) Trade payables (Note 22) Other payables (Note 13) Current tax liabilities (Note 18) Current portion of long-term borrowings (Note 12) Other current liabilities (Note 16 and 22) Total current liabilities NON-CURRENT LIABILITIES Bank loans (Note 12 and 23) Deferred tax liabilities (Note 18) Net defined benefit liabilities (Note 14) Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Note 15) Common share capital Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Total equity TOTAL |
2023 Amount % $ 186,820 - 2,255,095 4 154,319 - 16,402 - 14,291 - 59,292 - 42,693 - 2,728,912 4 831,123 1 58,040,905 91 1,698,025 3 39,287 - 1,820 - 395,677 1 66,495 - 61,073,332 96 $63,802,244 100 $ 10,150,000 16 1,459,349 2 45,528 - 377,430 1 197,287 1 1,470,000 2 84,213 - 13,783,807 22 16,230,000 25 13,989 - 76,449 - 16,320,438 25 30,104,245 47 8,450,557 13 119,009 - 7,897,055 12 - - 13,718,373 22 21,615,428 34 3,513,005 6 33,697,999 53 $ 63,802,244 100 |
2022 | ||
|---|---|---|---|---|
| Amount % $ 118,414 - 2,117,507 4 36,747 - 178,371 - 23,452 - 24,664 - 40,117 - 2,539,272 4 893,215 2 56,103,905 91 1,867,966 3 59,007 - 3,472 - 165,763 - 48,331 - 59,141,659 96 $61,680,931 100 $ 6,785,000 11 3,797,562 6 34,463 - 456,098 1 33,574 - 1,320,000 2 16,702 - 12,443,399 20 16,240,000 26 216,892 1 75,331 - 16,532,223 27 28,975,622 47 8,450,557 14 118,545 - 7,454,292 12 2,227,895 4 11,731,182 19 21,413,369 35 2,722,838 4 32,705,309 53 $ 61,680,931 100 |
The accompanying notes are an integral part of the parent company only financial statements.
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U-MING MARINE TRANSPORT CORPORATION
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| OPERATING REVENUE (Note 16 and 22) OPERATING COSTS (Note 17 and 22) GROSS PROFIT OPERATING EXPENSES (Note 17 and 22) (LOSS) PROFIT FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES Other income (Note 22) Financial costs Share of the profit or loss of subsidiaries and associates (Note 9) Interest income Dividend income Net gain on foreign currency exchange Other losses Loss on disposal of property, plant and equipment Total non-operating income and expenses PROFIT BEFORE INCOME TAX INCOME TAX (BENEFIT) EXPENSE (Note 18) NET PROFIT FOR THE YEAR |
2023 | % 100 81 19 23 (4) 1 (27) 163 - 10 1 - - 148 144 (2) 146 |
2022 | ||
|---|---|---|---|---|---|
| Amount $ 1,873,771 1,523,092 350,679 423,170 (72,491) 21,963 (511,262) 3,052,452 6,446 195,226 14,332 (4,726) (18) 2,774,413 2,701,922 (36,993) 2,738,915 |
Amount % $ 1,582,956 100 1,076,379 68 506,577 32 453,171 29 53,406 3 30,782 2 (340,831) (21) 4,495,284 284 453 - 204,779 13 10,607 1 (8,816) (1) - - 4,392,258 278 4,445,664 281 41,352 3 4,404,312 278 (Continued) |
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U-MING MARINE TRANSPORT CORPORATION
PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| OTHER COMPREHENSIVE INCOME Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit plans (Note 14) Unrealized gain on investments in equity instruments at fair value through other comprehensive income Share of the other comprehensive income of subsidiaries, associates and joint ventures using the equity method Items that may be reclassified subsequently to profit or loss: Exchange differences on translating foreign operations Share of the other comprehensive income of subsidiaries, associates and joint ventures using the equity method Other comprehensive income for the year, net of income tax TOTAL COMPREHENSIVE INCOME FOR THE YEAR EARNINGS PER SHARE (Note 19) Basic Diluted |
2023 | 2023 | % (1) 4 38 1 - 42 188 |
2022 | 2022 | |||
|---|---|---|---|---|---|---|---|---|
| Amount $ (9,377) 75,495 703,906 19,104 (637) 788,491 $ 3,527,406 $ 3.24 $ 3.24 |
Amount $ 10,808 73,721 89,841 4,627,848 171,863 4,974,081 $ 9,378,393 $ 5.21 $ 5.21 |
% 1 4 6 292 11 314 592 |
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| $ | $ | |||||||
The accompanying notes are an integral part of the parent company only financial statements. (Concluded)
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U-MING MARINE TRANSPORT CORPORATION
PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)
| Common Share Capital Capital Surplus BALANCE AT JANUARY 1, 2022 $ 8,450,557 $ 115,150 Appropriation of 2021 earnings Legal reserve - - Special reserve - - Cash dividends distributed by the Company - - Changes in capital surplus from investments in associates and joint ventures accounted for using the equity method - 735 Net profit for the year ended December 31, 2022 - - Other comprehensive income for the year ended December 31, 2022, net of income tax - - Total comprehensive income for the year ended December 31, 2022 - - Share of changes in equities of subsidiaries - 2,663 Disposal of investments in equity instruments designated as at fair value through other comprehensive income by associate - - Cash dividends claimed after over prescription by shareholders - (3) Changes from investments in associates and joint ventures accounted for using the equity method - - BALANCE AT DECEMBER 31, 2022 $ 8,450,557 $ 118,545 Appropriation of 2022 earnings Legal reserve - - Special reserve - - Cash dividends distributed by the Company - - Changes in capital surplus from investments in associates and joint ventures accounted for using the equity method - 517 Net profit for the year ended December 31, 2023 - - Other comprehensive income for the year ended December 31, 2023, net of income tax - - Total comprehensive income for the year ended December 31, 2023 - - Disposal of investments in equity instruments designated as at fair value through other comprehensive income by associate - - Cash dividends claimed after over prescription by shareholders - (53) Changes from investments in associates and joint ventures accounted for using the equity method - - BALANCE AT DECEMBER 31, 2023 $ 8,450,557 $ 119,009 |
Retained Earnings Unappropriated Legal Reserve Special Reserve Earnings $ 6,964,052 $ 1,022,797 $ 11,534,057 490,240 - (490,240 ) - 1,205,098 (1,205,098) - - (2,535,167 ) - - - - - 4,404,312 - - 21,714 - - 4,426,026 - - - - - 1,634 - - - - - (30) $ 7,454,292 $ 2,227,895 $ 11,731,182 442,763 - (442,763 ) - (2,227,895) 2,227,895 - - (2,535,167 ) - - - - - 2,738,915 - - (9,232) - - 2,729,683 - - 7,556 - - - - - (13) $ 7,897,055 $ - $ 13,718,373 |
Other Equity | Total $ (2,227,895) - - - - - 4,952,367 4,952,367 - (1,634) - - $ 2,722,838 - - - - - 797,723 797,723 (7,556) - - $ 3,513,005 |
Total Equity $ 25,858,718 - - (2,535,167 ) 735 4,404,312 4,974,081 9,378,393 2,663 - (3) (30) $ 32,705,309 - - (2,535,167 ) 517 2,738,915 788,491 3,527,406 - (53) (13) $ 33,697,999 |
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| Unrealized Exchange Valuation Gain Differences on (Loss) on Translating the Financial Assets Financial at Fair Value Statements of through Other Gain (Loss) on Foreign Comprehensive Hedging Gain on Property Operations Income Instruments Revaluation $ (5,509,349 ) $ 3,281,306 $ 1 $ 147 - - - - - - - - - - - - - - - - - - - - 4,799,711 152,634 - 22 4,799,711 152,634 - 22 - - - - - (1,634) - - - - - - - - - - $ (709,638 ) $ 3,432,306 $ 1 $ 169 - - - - - - - - - - - - - - - - - - - - 18,466 779,257 - - 18,466 779,257 - - - (7,556) - - - - - - - - - - $ (691,172) $ 4,204,007 $ 1 $ 169 |
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The accompanying notes are an integral part of the parent company only financial statements.
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U-MING MARINE TRANSPORT CORPORATION
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Depreciation expenses Amortization expenses Finance costs Interest income Dividend income Share of the profit of subsidiaries, associates and joint ventures Loss on disposal of property, plant and equipment Net profit on foreign currency exchange Changes in operating assets and liabilities Contract assets Trade receivables (including related parties) Other receivables Fuel inventory Other current assets Trade payables Other payables Other current liabilities Net defined benefit liabilities Cash generated from operations Interest received Dividends received Interest paid Income tax (paid) refund Net cash (used in) generated from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Acquisition of financial assets at fair value through other comprehensive income Acquisition of investments accounted for using equity method Purchase of property, plant and equipment Increase in refundable deposits Payment for intangible assets Increase in prepayment for equipment Dividends received from investments accounted for using equity method Net cash generated from investing activities |
2023 $ 2,701,922 204,202 21,761 511,262 (6,446) (195,226) (3,052,452) 18 (1,346) - 44,397 8,979 (34,628) (2,576) 11,065 (70,058) 67,511 (8,259) 200,126 6,628 195,226 (518,085) (545) (116,650) - - (34,279) (18,164) (1,540) (230,415) 1,838,328 1,553,930 |
2022 $ 4,445,664 185,030 28,123 340,831 (453) (204,779) (4,495,284) - (4,345) 15,851 (136,337) 13,708 5,495 (10,732) (2,700) (1,298) (6,377) (8,723) 163,674 392 204,779 (320,611) 23,524 |
|---|---|---|
71,758 (90,382) (104,000) (808,866) (4,945) (15,619) (164,549) 2,739,890 1,551,529 |
(Continued)
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U-MING MARINE TRANSPORT CORPORATION
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)
| CASH FLOWS FROM FINANCING ACTIVITIES Increase (decrease) in short-term borrowings Decrease in short-term bills payable Proceeds from long-term borrowings Repayments of long-term borrowings Dividends paid Net cash used in financing activities EFFECTS OF EXCHANGE RATE CHANGES ON THE BALANCE OF CASH HELD IN FOREIGN CURRENCIES NET INCREASE IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR |
2023 $ 3,650,000 (2,340,000) 9,000,000 (9,145,000) (2,535,220) (1,370,220) 1,346 68,406 118,414 $ 186,820 |
2022 $ (3,865,000) (2,700,000) 12,920,000 (5,390,000) (2,535,170) (1,570,170) 4,345 57,462 60,952 $ 118,414 |
|---|---|---|
The accompanying notes are an integral part of the parent company only financial statements.
(Concluded)
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NOTES TO PARENT COMPANY ONLY FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
U-MING MARINE TRANSPORT CORPORATION
1. GENERAL INFORMATION
U-Ming Marine Transport Corporation (the “Company”) was incorporated in the Republic of China (ROC) in August 1968. The Company own and manage ships that transport dry bulk cargoes, specializing in cement, coal, iron ore and grain. The Company’s shares are listed on the Taiwan Stock Exchange since December 8, 1990.
The parent company only financial statements of the Company are presented in the Company’s financial currency, the New Taiwan dollar (NTD).
2. APPROVAL OF FINANCIAL STATEMENTS
The parent company only financial statements were approved by the Company’s board of directors on March 6, 2024.
3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS
- a. Initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “IFRS Accounting Standards”) endorsed and issued into effect by the Financial Supervisory Commission (FSC)
The initial application of the IFRS Accounting Standards endorsed and issued into effect by the FSC did not have a material impact on the Company’s accounting policies.
- b. The IFRS Accounting Standards endorsed by the FSC for application starting from 2024
| New, Amended and Revised Standards and Interpretations Amendments to IFRS 16 “Leases Liability in a Sale and Leaseback” Amendments to IAS 1 “Classification of Liabilities as Current or Non-current” Amendments to IAS 1 “Non-current Liabilities with Covenants” Amendments to IAS 7 and IFRS 7 “Supplier Finance Arrangements” |
Effective Date Announced by IASB (Note 1) |
|---|---|
| January 1, 2024 (Note 2) January 1, 2024 January 1, 2024 January 1, 2024 (Note 3) |
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Note 1: Unless stated otherwise, the above IFRS Accounting Standards will be effective for annual reporting periods beginning on or after their respective effective dates.
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Note 2: A seller-lessee shall apply the Amendments to IFRS 16 retrospectively to sale and leaseback transactions entered into after the date of initial application of IFRS 16.
Note 3: The amendments provide some transition relief regarding disclosure requirements.
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As of the date the parent company only financial statements were authorized for issue, the Company has assessed that the application of aforementioned standards and interpretations will not have a material impact on the Company’s financial position and financial performance.
- c. The IFRS Accounting Standards in issue but not yet endorsed and issued into effect by the FSC
| New, Amended and Revised Standards and Interpretations Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture” IFRS 17 “Insurance Contracts” Amendments to IFRS 17 Amendments to IFRS 17 “Initial Application of IFRS 9 and IFRS 17 - Comparative Information” Amendments to IAS 21 “Lack of Exchangeability” |
Effective Date Announced by IASB (Note 1) |
|---|---|
| To be determined by IASB January 1, 2023 January 1, 2023 January 1, 2023 January 1, 2025 (Note 2) |
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Note 1: Unless stated otherwise, the above IFRS Accounting Standards are effective for annual reporting periods beginning on or after their respective effective dates.
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Note 2: An entity shall apply those amendments for annual reporting periods beginning on or after January 1, 2025. Upon initial application of the amendments, the entity recognizes any effect as an adjustment to the opening balance of retained earnings. When the entity uses a presentation currency other than its functional currency, it shall, at the date of initial application, recognize any effect as an adjustment to the cumulative amount of translation differences in equity.
As of the date the parent company only financial statements were authorized for issue, the Company is continuously assessing the possible impact that the application of aforementioned standards and interpretations will have on the Company’s financial position and financial performance, and will disclose the relevant impact when the assessment is completed.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- a. Statement of compliance
The parent company only financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers.
- b. Basis of preparation
The parent company only financial statements have been prepared on the historical cost basis except for financial instruments which are measured at fair value and net defined benefit liabilities which are measured at the present value of the defined benefit obligation less the fair value of plan assets.
The fair value measurements, which are grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:
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1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;
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2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and
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3) Level 3 inputs are unobservable inputs for the asset or liability.
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When preparing the parent company only financial statements, the Company account for subsidiaries and associates by using the equity method. In order to agree with the amount of net income, other comprehensive income and equity attributable to shareholders of the parent in the parent company only financial statements, the differences of the accounting treatment between the parent company only basis and the parent company only basis are adjusted under the heading of investments accounted for using equity method, share of profits of subsidiaries and associates and share of other comprehensive income of subsidiaries and associates in the parent company only financial statements.
- c. Classification of current and non-current assets and liabilities
Current assets include:
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1) Assets held primarily for the purpose of trading;
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2) Assets expected to be realized within 12 months after the reporting period; and
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3) Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.
Current liabilities include:
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1) Liabilities held primarily for the purpose of trading;
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2) Liabilities due to be settled within 12 months after the reporting period; and
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3) Liabilities for which the Company does not have an unconditional right to defer settlement for at least 12 months after the reporting period.
Assets and liabilities that are not classified as current are classified as non-current.
- d. Foreign currencies
In preparing the parent company only financial statements, transactions in currencies other than the entity’s functional currency (i.e., foreign currencies) are recognized at the rates of exchange prevailing at the dates of the transactions.
At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange differences on monetary items arising from settlement or translation are recognized in profit or loss in the period in which they arise.
Non-monetary items measured at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Exchange differences arising from the retranslation of non-monetary items are included in profit or loss for the period except for exchange differences arising from the retranslation of non-monetary items in respect of which gains and losses are recognized directly in other comprehensive income, in which case, the exchange differences are also recognized directly in other comprehensive income.
Non-monetary items that are measured at historical cost in a foreign currency are translated using the exchange rate at the date of the transaction and are not retranslated subsequently.
For the purpose of presenting parent company only financial statements, the functional currencies of the Company are translated into the presentation currency, the New Taiwan dollars, as follows: Assets and liabilities are translated at the exchange rates prevailing at the end of the reporting period; and income and expense items are translated at the average exchange rates for the period. The resulting currency translation differences are recognized in other comprehensive income.
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e. Investments in subsidiaries
A subsidiary is an entity that is controlled by the Company.
The Company uses the equity method to account for its investments in subsidiaries. Under the equity method, investments in subsidiaries are initially recognized at cost and adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of those subsidiaries. The Company also recognizes the changes in the Company’s share of the equity of subsidiaries.
The Company assesses its investment for any impairment by comparing the carrying amount with the estimated recoverable amount as assessed based on the entire financial statements of the invested company. Impairment loss is recognized when the carrying amount exceeds the recoverable amount. If the recoverable amount of the investment subsequently increases, the Company recognizes reversal of the impairment loss; the adjusted post-reversal carrying amount should not exceed the carrying amount that would have been recognized (net of amortization or depreciation) had no impairment loss been recognized in prior years.
Profits or losses resulting from downstream transactions are eliminated in full in the parent company only financial statements. Profits and losses resulting from upstream transactions and transactions between subsidiaries are recognized in the parent company only financial statements only to the extent of interests in the subsidiaries that are not related to the Company.
- f. Investments in associates
An associate is an entity over which the Company has significant influence and which is neither a subsidiary nor an interest in a joint venture.
The Company uses the equity method to account for its investments in associates. Under the equity method, investments in associates are initially recognized at cost and adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of those associates. The Company also recognizes the changes in the Company’s share of the equity of associates.
When the Company subscribes for additional new shares of the associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Company’s proportionate interest in the associate. The Company records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus - changes in capital surplus from investments in associates and joint ventures accounted for using the equity method. If the Company’s ownership interest is reduced due to the additional subscription of the new shares of the associate, the proportionate amount of the gains or losses previously recognized in other comprehensive income in relation to that associate is reclassified to profit or loss on the same basis as would be required had the investee directly disposed of the related assets or liabilities. When the adjustment should be debited to capital surplus, but the capital surplus recognized from investments accounted for using the equity method is insufficient, the shortage is debited to retained earnings.
When the Company’s share of losses of an associate equals or exceeds its interest in that associate (which includes any carrying amount of the investment accounted for using the equity method and long-term interests that, in substance, form part of the Company ’ s net investment in the associate), the Company discontinues recognizing its share of further losses, if any. Additional losses and liabilities are recognized only to the extent that the Company has incurred legal obligations, or constructive obligations, or made payments on behalf of that associate.
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The entire carrying amount of the investment is tested for impairment as a single asset by comparing its recoverable amount with its carrying amount. Any impairment loss recognized is not allocated to any asset that forms part of the carrying amount of the investment. Any reversal of that impairment loss is recognized to the extent that the recoverable amount of the investment subsequently increases.
When a Company entity transacts with its associate, profits and losses resulting from the transactions with the associate are recognized in the Company’ financial statements only to the extent of interests in the associate that are not related to the Company.
g. Property, plant and equipment
Property, plant and equipment are stated at cost, less accumulated depreciation and accumulated impairment loss.
Property, plant and equipment in the course of construction are carried at cost, less any recognized impairment loss. Cost includes professional fees and borrowing costs eligible for capitalization. Such assets are depreciated and classified to the appropriate categories of property, plant and equipment when completed and ready for their intended use.
Depreciation of transportation equipment is recognized on a straight-line basis. Depreciation of miscellaneous equipment is recognized on a fixed-percentage-of-declining-balance basis and each significant part is depreciated separately. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effects of any changes in estimates accounted for on a prospective basis.
On derecognition of an item of property, plant and equipment, the difference between the sales proceeds and the carrying amount of the asset is recognized in profit or loss.
h. Impairment of property, plant and equipment
At the end of each reporting period, the Company reviews the carrying amounts of its property, plant and equipment to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the coverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.
When an impairment loss is subsequently reversed, the carrying amount of the corresponding asset or cash-generating unit is increased to the revised estimate of its recoverable amount, but only to the extent of the carrying amount that would have been determined had no impairment loss been recognized for the asset or cash-generating unit in prior years. A reversal of an impairment loss is recognized in profit or loss.
i. Financial instruments
Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual provisions of the instruments.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition or issuance of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added to or deducted
- 16 -
from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss (FVTPL) are recognized immediately in profit or loss.
1) Financial assets
All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis.
- a) Measurement category
Financial assets are classified into the following categories: Financial assets at amortized cost and equity instruments at FVTOCI.
- i. Financial assets at amortized cost
Financial assets that meet the following conditions are subsequently measured at amortized cost:
-
i) The financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows; and
-
ii) The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
Subsequent to initial recognition, financial assets at amortized cost, including cash and cash equivalents, trade receivables at amortized cost, other receivables and refundable deposits, are measured at amortized cost, which equals the gross carrying amount determined using the effective interest method less any impairment loss. Exchange differences are recognized in profit or loss.
Interest income is calculated by applying the effective interest rate to the gross carrying amount of a financial asset, except for:
-
i) Purchased or originated credit-impaired financial assets, for which interest income is calculated by applying the credit adjusted effective interest rate to the amortized cost of the financial asset; and
-
ii) Financial assets that are not credit impaired on purchase or origination but have subsequently become credit impaired, for which interest income is calculated by applying the effective interest rate to the amortized cost of such financial assets in subsequent reporting periods.
-
A financial asset is credit impaired when one or more of the following events have occurred:
-
i) Significant financial difficulty of the issuer or the borrower;
-
ii) Breach of contract, such as a default;
-
iii) It is becoming probable that the borrower will enter bankruptcy or undergo a financial reorganization; or
-
iv) The disappearance of an active market for that financial asset because of financial difficulties.
-
17 -
Cash equivalents include time deposits, which are short-term and highly liquid, readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments.
ii. Investments in equity instruments at FVTOCI
On initial recognition, the Company may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation as at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration recognized by an acquirer in a business combination.
Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognized in other comprehensive income and accumulated in other equity. The cumulative gain or loss will not be reclassified to profit or loss on disposal of the equity investments, instead, they will be transferred to retained earnings.
Dividends on these investments in equity instruments are recognized in profit or loss when the Company’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.
b) Impairment of financial assets and contract assets
The Company recognizes a loss allowance for expected credit losses on financial assets at amortized cost and contract assets.
The Company always recognizes lifetime expected credit losses (ECLs) for trade receivables and contract assets. For all other financial instruments, the Company recognizes lifetime ECLs when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on the financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance for that financial instrument at an amount equal to 12-month ECLs.
Expected credit losses reflect the weighted average of credit losses with the respective risks of default occurring as the weights. Lifetime ECLs represent the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECLs represent the portion of lifetime ECLs that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.
For internal credit risk management purposes, the Company determines that the following situations indicate that a financial asset is in default (without taking into account any collateral held by the Company):
-
i) Internal or external information show that the debtor is unlikely to pay its creditors.
-
ii) When a financial asset is more than 365 days past due unless the Company has reasonable and corroborative information to support a more lagged default criterion.
The Company recognizes an impairment gain or loss in profit or loss for all financial instruments with a corresponding adjustment to their carrying amount through a loss allowance account.
-
18 -
-
c) Derecognition of financial assets
The Company derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.
On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. On derecognition of an investment in an equity instrument at FVTOCI, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss, and the cumulative gain or loss which had been recognized in other comprehensive income is transferred directly to retained earnings, without recycling through profit or loss.
2) Financial liabilities
- a) Subsequent measurement
All financial liabilities are measured at amortized cost using the effective interest method.
b) Derecognition of financial liabilities
The difference between the carrying amount of the financial liability derecognized and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.
j. Revenue recognition
Revenue from the rendering of services
The Company identifies contracts with customers, allocates the transaction price to the performance obligations, and recognizes revenue when performance obligations are satisfied.
Revenue from rendering of services comes from the freight received from goods shipping and vessel chartering, and revenue from vessel management.
As the Company provides goods shipping, vessel chartering and vessel management services, the customer simultaneously receives and consumes the benefits provided by the Company’s performance. Consequently, the related revenue is recognized when services are rendered. The Company measures the progress of each voyage by the proportion of days sailed to the expected total voyage period. Payment for transportation services is not due from the customer until a certain period after the goods have completed loading and, therefore, a contract asset is recognized over the period in which the transportation services are performed. The contract asset is reclassified to trade receivables when billed. Vessel chartering and management revenue are recognized by reference to the stage of completion of the contract, which is the proportion of the time of services rendered to the total contract period.
k. Borrowing costs
Borrowing costs directly attributable to an acquisition or construction of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization.
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Other than that which is stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.
-
l. Employee benefits
-
1) Short-term employee benefits
Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related service.
2) Retirement benefits
Payments to defined contribution retirement benefit plans are recognized as expenses when employees have rendered services entitling them to the contributions.
Defined benefit costs (including service cost, net interest and remeasurement) under the defined benefit retirement benefit plans are determined using the projected unit credit method. Service cost (including current service cost), and net interest on the net defined benefit liabilities (assets) are recognized as employee benefits expense in the period in which they occur. Remeasurement, comprising actuarial gains and losses, and the return on plan assets (excluding interest), is recognized in other comprehensive income in the period in which they occur. Remeasurement recognized in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss.
Net defined benefit liabilities (assets) represents the actual deficit (surplus) in the Company’s defined benefit plan. Any surplus resulting from this calculation is limited to the present value of any refunds from the plans or reductions in future contributions to the plans.
- 3) Other long-term employee benefits
Other long-term employee benefits are accounted for in the same way as the accounting required for defined benefit plans except that remeasurement is recognized in profit or loss.
m. Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.
- 1) Current tax
Income tax payable (recoverable) is based on taxable profit (loss) for the year determined according to the Income Tax Act in the ROC.
According to the Income Tax Act in the ROC, an additional tax on unappropriated earnings is provided for in the year the shareholders approve to retain earnings.
Adjustments of prior years’ tax liabilities are added to or deducted from the current year’s tax provision.
- 2) Deferred tax
Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognized for all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences and unused loss carryforwards to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized.
- 20 -
Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and associates, except where the Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are recognized only to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liabilities are settled or the assets are realized, based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.
3) Current and deferred taxes for the year
Current and deferred taxes are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity ; in which case, the current and deferred taxes are also recognized in other comprehensive income or directly in equity, respectively.
5. MATERIAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
In the application of the Company’s accounting policies, management is required to make judgments, estimations and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.
When developing material accounting estimates, the Company considers the possible impact of inflation, interest rate fluctuations, and volatility in markets on the cash flow projection, growth rates, discount rates, profitabilities and other relevant material estimates. The estimates and underlying assumptions are reviewed on an ongoing basis.
Material Accounting Judgements
Revenue recognition
The Company assesses that its performance obligations are satisfied over time based on the conditions in the contract and related regulations. Freight revenue is recognized by reference to the stage of completion of the contract, which is the proportion of the actual days sailed to the expected total voyage duration agreed in the contract. If the actual voyage duration differs from that stated in the contract, the amount of revenue recognized might be affected. Management believes that the best estimate has been used to assess the stage of completion of contracts.
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6. CASH AND CASH EQUIVALENTS
| Cash on hand Checking accounts and demand deposits Cash equivalents Time deposits |
December 31 | December 31 | |
|---|---|---|---|
| 2023 $ 467 34,200 152,153 $ 186,820 |
2022 | ||
| $ 505 53,773 64,136 $ 118,414 |
The market rate intervals of time deposits at the end of the reporting period were as follows:
| Time deposits | December 31 2023 2022 3.60%-5.42% 1.44%-4.20% |
|---|---|
7. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
| Equity Instruments Current Domestic listed shares Non-current Domestic unlisted shares |
December 31 | December 31 | December 31 | |
|---|---|---|---|---|
| 2023 $ 2,255,095 $ 831,123 |
2022 | |||
| $ 2,117,507 $ 893,215 |
These investments in equity instruments are not held for trading. Instead, they are held for medium to long-term strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in these investments’ fair value in profit or loss would not be consistent with the Company’s strategy of holding these investments for long-term purposes.
Refer to Table 3 for detailed information relating to the Company’s investments.
Refer to Note 23 for information relating to investments in equity instruments at FVTOCI pledged as security.
8. TRADE RECEIVABLES
| At amortized cost Gross carrying amount Less: Allowance for impairment loss Gross carrying amount - related parties |
December 31 | December 31 | December 31 | |
|---|---|---|---|---|
| 2023 $ 154,319 - $ 154,319 $ 16,402 |
2022 | |||
| $ 36,747 - $ 36,747 $ 178,371 |
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The Company receives freight charges that amount to 90% to 95% of the total contract price within 3 to 8 days from completion of loading and settles demurrage with customer upon completion of each voyage period. The outstanding period of demurrage depends on progress of settlement, normally longer than the outstanding period of freight charge.
The Company uses publicly available financial information or its own trading records to continuously assess the credit ratings of its counterparties, and credit exposure is controlled through credit limits of counterparties. In addition, the Company reviews the recoverable amount of each individual trade receivable at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts.
The Company measures the loss allowance for trade receivables at an amount equal to lifetime ELCs. The expected credit losses on trade receivables are estimated using a provision matrix by reference to past default experience of the debtor and an analysis of the debtor’s current financial position, adjusted for general economic conditions of the industry in which the debtors operate and an assessment of both the current as well as the forecast direction of economic conditions at the reporting date. As the Company’s historical credit loss experience does not show significantly different loss patterns for different customer segments, the provision for loss allowance based on past due status is not further distinguished according to the Company’s different customer base.
The Company writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, e.g. when the debtor has been placed under liquidation, or when the trade receivables are over 365 days past due, whichever occurs earlier. For trade receivables that have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivables due. Where recoveries are made, these are recognized in profit or loss.
The following table details the loss allowance of trade receivables based on the Company’s provision matrix.
December 31, 2023
Gross carrying amount Loss allowance (Lifetime ECLs) Amortized cost |
0 to 30 Days $170,721 - $170,721 |
31 to 90 Days $ - - $ - |
91 to 180 Days $ - - $ - |
Total $170,721 - $170,721 |
|---|---|---|---|---|
December 31, 2022
Gross carrying amount Loss allowance (Lifetime ECLs) Amortized cost |
0 to 30 Days $215,081 - $215,081 |
31 to 90 Days $ 37 - $ 37 |
91 to 180 Days $ - - $ - |
Total $215,118 - $215,118 |
|---|---|---|---|---|
The Company did not recognize an allowance for impairment loss as of December 31, 2023 and 2022 and there are no the movements of the loss allowance during the year.
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9. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
| Subsidiaries Associates |
December | December | 31 | |
|---|---|---|---|---|
| 2023 $ 55,848,192 2,192,713 $ 58,040,905 |
2022 | |||
| $ 53,985,219 2,118,686 $ 56,103,905 |
a. Investments in subsidiaries
| U-Ming Marine Transport (Singapore) Private Limited (U-Ming Singapore) U-Ming Marine Transport (Hong Kong) Ltd. (U-Ming Hong Kong) Yue-Li Investment Corporation (Yue-Li) Yue-Tung Investment Corporation (Yue-Tung) U-Ming Marine Offshore Company Limited (U-Ming Marine Offshore) |
December 31 | December 31 | December 31 | |||
|---|---|---|---|---|---|---|
| 2023 | % of Ownership 100 100 68 74 51 |
2022 | ||||
| Carrying Amount $ 39,750,676 10,850,119 2,721,957 2,395,183 130,257 $ 55,848,192 |
Carrying Amount $ 39,023,380 10,211,682 2,195,646 2,351,350 203,161 $ 53,985,219 |
% of Ownership |
||||
| 100 100 68 74 51 |
The calculation of the investments accounted for using the equity method and the share of profit or loss and other comprehensive income of the investments were based on the subsidiaries’ audited financial statements.
b. Investments in associates
| Global Energy Maritime Co., Ltd. Aggregate information of associates: |
**December 31 ** | **December 31 ** | **December 31 ** | |
|---|---|---|---|---|
| 2023 $ 2,192,713 |
2022 | |||
| $ 2,118,686 |
| The Company’s share of: Profit Other comprehensive income Total comprehensive income for the year |
For the Year Ended December 31 |
For the Year Ended December 31 |
For the Year Ended December 31 |
|
|---|---|---|---|---|
| 2023 $ 122,730 (637) $ 122,093 |
2022 | |||
| $ 53,534 171,862 $ 225,396 |
The share of profit or loss and other comprehensive income recognized from the investment accounted for using the equity method was calculated based on the associate’s financial statements that have been audited for the same period.
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10. PROPERTY, PLANT AND EQUIPMENT
| Cost Balance at January 1, 2022 Additions Reclassified Derecognition by replacement Balance at December 31, 2022 Accumulated depreciation and impairment Balance at January 1, 2022 Depreciation Derecognition by replacement Balance at December 31, 2022 Carrying amounts at December 31, 2022 Cost Balance at January 1, 2023 Additions Disposals Balance at December 31, 2023 Accumulated depreciation and impairment Balance at January 1, 2023 Depreciation Disposals Balance at December 31, 2023 Carrying amounts at December 31, 2023 |
Land $ 1,092 - - - $ 1,092 $ - - - $ - $ 1,092 $ 1,092 - - $ 1,092 $ - - - $ - $ 1,092 |
Transportation $ 3,197,391 807,337 304,877 (138,796) $ 4,170,809 $ 2,297,593 170,120 (138,796 ) $ 2,328,917 $ 1,841,892 $ 4,170,809 33,242 - $ 4,204,051 $ 2,328,917 194,547 - $ 2,523,464 $ 1,680,587 |
Miscellaneous $ 108,390 1,529 - - $ 109,919 $ 70,027 14,910 - $ 84,937 $ 24,982 $ 109,919 1,037 (6,702) $ 104,254 $ 84,937 9,655 (6,684) $ 87,908 $ 16,346 |
Total | |||
|---|---|---|---|---|---|---|---|
| $ 3,306,873 808,866 304,877 (138,796) $ 4,281,820 $ 2,367,620 185,030 (138,796) $ 2,413,854 $ 1,867,966 $ 4,281,820 34,279 (6,702) $ 4,309,397 $ 2,413,854 204,202 (6,684) $ 2,611,372 $ 1,698,025 |
|||||||
The Company carries out a periodic review of the impairment assessment for the vessels used for transportation; after the review, for the year ended December 31, 2023 and 2022, there was no indication of impairment.
The transportation equipment is depreciated on a straight-line basis, and the miscellaneous assets are depreciated on a fixed-percentage-on-declining-balance method over their estimated useful lives as follows:
Transportation equipment 10-18 years Dry dock 1.5-2.5 years Miscellaneous 3-5 years
Property, plant and equipment pledged as collateral for bank borrowings are set out in Note 23.
- 25 -
11. LEASE ARRANGEMENTS
The Company leases certain business spaces office and office equipment which qualify as short-term leases and as low-value asset leases. The Company has elected to apply the recognition exemption and thus, did not recognize right-of-use assets and lease liabilities for these leases.
| Expenses relating to short-term leases Expenses relating to low-value asset leases Total cash outflow for leases |
For the Year Ended December 31 |
For the Year Ended December 31 |
For the Year Ended December 31 |
|
|---|---|---|---|---|
| 2023 $ 26,269 $ 162 $ 26,431 |
2022 | |||
| $ 25,789 $ 46 $ 25,835 |
12. BORROWINGS
- a. Short-term loans
| Secured borrowings(Notes 22 and 23) Bank loans Unsecured borrowings Credit borrowings Interest rate Short-term bills payable December 31, 2023 |
December 31 | December 31 | |
|---|---|---|---|
| 2023 $ 700,000 9,450,000 $ 10,150,000 1.68%-1.79% |
2022 $ 700,000 6,085,000 $ 6,785,000 1.55%-2.00% |
- b. Short-term bills payable
| Promissory Institution Commercial paper Mega Bills Finance Co., Ltd. China Bills Finance Corporation Taiwan Finance Corporation |
Nominal Amount $ 700,000 600,000 160,000 $ 1,460,000 |
Discount Amount $ (275) (321) (55) $ (651) |
Carrying Value Interest Rate $ 699,725 1.79% 599,679 1.78% 159,945 1.79% $ 1,459,349 |
|---|---|---|---|
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December 31, 2022
| Promissory Institution Commercial paper Bank Sinopac Co., Ltd. E.Sun Commercial Bank, Ltd. China Bills Finance Corporation |
Nominal Amount $ 2,500,000 700,000 600,000 $ 3,800,000 |
Discount Amount $ (244) (585) (1,609) $ (2,438) |
Carrying Value Interest Rate $ 2,499,756 1.78% 699,415 1.91% 598,391 1.96% $ 3,797,562 |
|---|---|---|---|
- c. Long-term borrowings
| Secured bank loans (1) (Note 23) Unsecured bank loans (2) Less: Current portion Long-term borrowings |
December 31 | December 31 | |
|---|---|---|---|
| 2023 $ 630,000 17,070,000 17,700,000 1,470,000 $ 16,230,000 |
2022 $ 700,000 16,860,000 17,560,000 1,320,000 $ 16,240,000 |
-
1) Secured bank loans are mainly for the purpose of construction of vessels, and are secured by the related vessels under construction as collaterals. The final maturity date of the loan ranges from August 2024 to August 2032 with interest rate ranges of 1.85% and 1.71% as of December 31, 2023 and 2022.
-
2) Unsecured bank loans are for the purpose of general operations, with the final maturity date ranging from March 2024 to November 2028 with interest rate ranges of 1.27%-2.08% and 1.27%-1.93% as of December 31, 2023 and 2022, respectively.
13. OTHER PAYABLES
| Remuneration to directors Employees’ compensation Salaries and bonuses Interest Port charges Material consumption and repairs Dock repairs Others |
**December ** | **December ** | 31 | |
|---|---|---|---|---|
| 2023 $ 149,545 60,999 57,843 18,750 13,969 10,974 1,361 63,989 $ 377,430 |
2022 | |||
| $ 167,338 78,793 70,525 27,360 7,881 11,328 26,107 66,766 $ 456,098 |
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14. RETIREMENT BENEFIT PLANS
a. Defined contribution plans
The Company adopted a pension plan under the Labor Pension Act (LPA), which is a state-managed defined contribution plan. Under the LPA, an entity makes monthly contributions to employees’ individual pension accounts at 6% of monthly salaries and wages.
b. Defined benefit plans
The defined benefit plan adopted by the Company in accordance with the Labor Standards Act is operated by the government of the ROC. Pension benefits are calculated on the basis of the length of service and average monthly salaries of the 6 months before retirement. The Company contributes amounts equal to 5% of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name. Before the end of each year, the Company assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Company is required to fund the difference in one appropriation that should be made before the end of March of the next year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor (the “Bureau”); the Company has no right to influence the investment policy and strategy.
The amounts included in the parent company only balance sheets in respect of the Company’s defined benefit plans were as follows:
| benefit plans were as follows: | ||||
|---|---|---|---|---|
| Present value of defined benefit obligation Fair value of plan assets Net defined benefit liabilities |
December 31 2023 2022 $ 169,832 $ 160,784 (93,383) (85,453) $ 76,449 $ 75,331 |
|||
| 2023 $ 169,832 (93,383) $ 76,449 |
||||
| $ 160,784 (85,453) $ 75,331 |
Movements in net defined benefit liabilities were as follows:
Balance at January 1, 2022 Current service cost Net interest expense (income) Recognized in profit or loss Remeasurement Return on plan assets (excluding amounts included in net interest) Actuarial loss - changes in financial assumptions Actuarial gain - experience adjustments Recognized in other comprehensive income Contributions from the employer Benefits paid Balance at December 31, 2022 |
Present Value of the Defined Benefit Obligation $ 169,746 2,351 849 3,200 - ( 11,658 ) 6,614 ( 5,044) - ( 7,118) 160,784 |
Present Value of the Defined Benefit Obligation $ 169,746 2,351 849 3,200 - ( 11,658 ) 6,614 ( 5,044) - ( 7,118) 160,784 |
Fair Value of the Plan Assets ( $ 74,884) - ( 387) ( 387) ( 5,764 ) - - ( 5,764) ( 5,360 ) 942 ( 85,453 ) |
Fair Value of the Plan Assets ( $ 74,884) - ( 387) ( 387) ( 5,764 ) - - ( 5,764) ( 5,360 ) 942 ( 85,453 ) |
Net Defined Benefit Liabilities |
Net Defined Benefit Liabilities |
|
|---|---|---|---|---|---|---|---|
| $ ( ( ( |
$ | ( $ ( ( ( ( ( ( |
$ ( ( ( ( ( |
$ | 94,862 2,351 462 2,813 5,764 ) 11,658 ) 6,614 10,808 ) 5,360 ) 6,176) 75,331 |
||
(Continued)
- 28 -
Current service cost Net interest expense (income) Recognized in profit or loss Remeasurement Return on plan assets (excluding amounts included in net interest) Actuarial loss - changes in financial assumptions Actuarial loss - experience adjustments Recognized in other comprehensive income Contributions from the employer Benefits paid Balance at December 31, 2023 |
Present Value of the Defined Benefit Obligation $ 1,983 2,211 4,194 - 1,583 8,405 9,988 - ( 5,134) $ 169,832 |
Fair Value of the Plan Assets $ - ( 1,213) ( 1,213) ( 611 ) - - ( 611) ( 6,106 ) - ($ 93,383) |
Net Defined Benefit Liabilities |
|
|---|---|---|---|---|
( |
$ 1,983 998 2,981 ( 611 ) 1,583 8,405 9,377 ( 6,106 ) ( 5,134) $ 76,449 (Concluded) |
Through the defined benefit plans under the Labor Standards Law, the Company is exposed to the following risks:
-
1) Investment risk: The plan assets are invested in domestic and foreign equity and debt securities, bank deposits, etc. The investment is conducted at the discretion of the Bureau or under the mandated management. However, in accordance with relevant regulations, the return generated by plan assets should not be below the interest rate for a 2-year time deposit with local banks.
-
2) Interest risk: A decrease in the government bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plan’s debt investments.
-
3) Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.
The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The significant assumptions used for the purposes of the actuarial valuations were as follows:
| Discount rate(s) Expected rate(s) of salary increase - ship crew Expected rate(s) of salary increase - staff |
December 31 |
|---|---|
| 2023 2022 1.250% 1.375% 1.500% 1.500% 3.000% 3.000% |
- 29 -
If possible reasonable change in each of the significant actuarial assumptions occurs and all other assumptions will remain constant, the present value of the defined benefit obligation will increase (decrease) as follows:
| Discount rate(s) 0.25% increase 0.25% decrease Expected rate(s) of salary increase 0.25% increase 0.25% decrease |
December | December | 31 | |
|---|---|---|---|---|
| 2023 $ 3,142) $ 3,243 $ 3,028 $ 2,952) |
2022 | |||
| ( ( |
( ( |
$ 3,090) $ 3,193 $ 3,105 $ 3,021) |
The sensitivity analysis presented above may not be representative of the actual change in the present value of the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
| Expected contributions to the plan for the next year Average duration of the defined benefit obligation |
December | December | 31 | |
|---|---|---|---|---|
| 2023 $ 6,069 8.8 years |
2022 | |||
| $ 5,513 8.4 years |
15. EQUITY
- a. Common share capital
| c. | Number of shares authorized (in thousands) Number of shares issued and fully paid (in thousands) Shares authorized Shares issued Capital surplus May be used to offset a deficit, distributed as cash dividends or transferred to share capital (Note) Conversion of bonds Excess of merger |
December | December | December | ||
|---|---|---|---|---|---|---|
| 2023 880,000 845,056 December |
||||||
| $ | $ | |||||
$ |
$ |
|||||
| 2023 2022 $ 93,474 $ 93,474 5,428 5,428 (Continued) |
- 30 -
| May only be used to offset a deficit Donations Changes in percentage of ownership interest in subsidiaries Share of change in capital surplus of associates May not be used for any purpose Share of change in capital surplus of associates |
$ 16,127 $ 16,180 2,663 2,663 122 63 1,195 737 $ 119,009 $ 118,545 (Concluded) |
|---|---|
Note: Such capital surplus may be used to offset a deficit; in addition, when the Company has no deficit, such capital surplus may be distributed as cash dividends or transferred to share capital (limited to a certain percentage of the Company’s capital surplus and once a year).
The excess of merger recognized from the Company’s acquisition of China Fortune Marine Transport Corporation in 1993 was due to the excess of proceeds over the par value of the new shares issued to acquire China Fortune Marine Transport Corporation.
c. Retained earnings and dividend policy
Under the dividend policy as set forth in the amended Articles, where the Company made a profit in a fiscal year, the profit shall be first utilized for paying taxes and offsetting losses of previous years. Providing that there is any remaining profit, 10% of the unappropriated earnings from the net profit after tax for the current period coupled with other items that recognized in retained earning directly for the current period shall be set aside as legal reserve. After setting aside or reversing a special reserve in accordance with the laws and regulations, the Company shall use the remaining profit together with any undistributed retained earnings as the basis for the Company’s board of directors to propose a distribution plan, which should be resolved in the shareholders’ meeting for the distribution of dividends and bonuses to shareholders.
Dividends distributed to stockholders are decided after consideration has been given to the business perspective of the Company, the life cycle of various products or service provided, capital requirement in the future and the effect of possible changes of tax laws. Dividends shall be distributed under the objective of maintaining a stable dividend policy. For issue of dividends, except to save for the purposes of improving the financial structure, reinvestments, production expansion or other capital expenditures in which capital is required, dividends distributed shall not be lower than 50% of net profit after tax deduction for offset of loses, legal reserve, and special reserve, and the cash dividend shall not be lower than 10% of shareholders’ bonus of that year.
For the policies on the distribution of employees’ compensation and remuneration of directors after the amendment, refer to employees’ compensation and remuneration of directors in Note 17-c.
Appropriation of earnings to the legal reserve shall be made until the legal reserve equals the Company’s paid-in capital. The legal reserve may be used to offset deficits. If the Company has no deficit and the legal reserve has exceeded 25% of the Company ’ s paid-in capital, the excess may be transferred to capital or distributed in cash.
With respect to the cumulative net amount of other deductions from equity in a preceding period to allocate special reserve, the Company may make the allocation based merely on the undistributed earnings of the previous period.
- 31 -
The appropriations of earnings for 2022 and 2021 which have been approved in the shareholders’ meetings on June 13, 2023 and June 8, 2022, respectively, were as follows:
| Legal reserve (Reversal of) special reserve Cash dividends |
Appropriation of Earnings 2022 2021 $ 442,763 $ 490,240 (2,227,895) 1,205,098 2,535,167 2,535,167 |
Dividend Per Share | Dividend Per Share |
|---|---|---|---|
| 2022 $ 442,763 (2,227,895) 2,535,167 |
2022 $ 3.0 |
2021 | |
| $ 3.0 |
The appropriations of earnings for 2023 which had been proposed by the Company’s board of directors on March 6, 2024, were as follows:
| Legal reserve Cash dividends |
Appropriation of Earnings 2023 $ 273,722 2,028,134 $ 2,301,856 |
Dividend Per Share |
|---|---|---|
| 2023 | ||
| $ 2.4 |
The appropriations of earnings for 2023 are subject to the resolution of the shareholders’ meeting to be held on June 3, 2024.
16. REVENUE
- a. Disaggregation of revenue
Transportation Vessel management Vessel leased Bareboat Others |
For the Year Ended December 31 2023 2022 $ 1,081,319 $ 1,320,039 492,080 227,774 264,720 - 34,094 32,764 1,558 2,379 $ 1,873,771 $ 1,582,956 |
For the Year Ended December 31 2023 2022 $ 1,081,319 $ 1,320,039 492,080 227,774 264,720 - 34,094 32,764 1,558 2,379 $ 1,873,771 $ 1,582,956 |
For the Year Ended December 31 2023 2022 $ 1,081,319 $ 1,320,039 492,080 227,774 264,720 - 34,094 32,764 1,558 2,379 $ 1,873,771 $ 1,582,956 |
For the Year Ended December 31 2023 2022 $ 1,081,319 $ 1,320,039 492,080 227,774 264,720 - 34,094 32,764 1,558 2,379 $ 1,873,771 $ 1,582,956 |
|---|---|---|---|---|
| 2023 $ 1,081,319 492,080 264,720 34,094 1,558 $ 1,873,771 |
||||
| $ 1,320,039 227,774 - 32,764 2,379 $ 1,582,956 |
Refer to Note 4 for information relating to the relevant accounting policies.
- d. Contract balances
| Contract balances | ||||||||
|---|---|---|---|---|---|---|---|---|
| December | 31, | December | 31, | |||||
| 2023 | 2022 | January 1, 2022 | ||||||
| Contract assets - transportation services | $ |
- |
$ | - | $ | 15,851 | ||
| Contract liabilities - transportation services | $ | 68,524 |
$ | 1,471 | $ | - |
The Company measures the loss allowance for contract assets at an amount equal to lifetime ECLs. The contract assets will be transferred to trade receivables when the corresponding invoice is billed to the client, and the contract assets have substantially the same risk characteristics as the trade receivables for the same types of contracts. Therefore, the Company concluded that the expected loss rates for trade receivables can be applied to the contract assets. No impairment losses was recognized for contract assets in 2023 and 2022, respectively.
The changes in the balance of contract assets and contract liabilities primarily result from the timing difference between the Company’s satisfaction of performance obligations and the respective customer’s payment.
- 32 -
17. NET PROFIT AND OTHER COMPREHENSIVE INCOME
- a. Depreciation and amortization by function
| Depreciation and amortization by function | ||||
|---|---|---|---|---|
| Depreciation of property, plant and equipment Operating costs Operating expenses Amortization of intangible assets Operating expenses |
For the Year Ended December 31 |
|||
| 2023 $ 194,547 9,655 $ 204,202 $ 21,761 |
2022 | |||
| $ 170,120 14,910 $ 185,030 $ 28,123 |
- b. Employee benefits expense
| Short-term benefits Salary expenses Insurance expenses Remuneration of directors Post-employment benefits (Note 14) Defined contribution plans Defined benefit plans Other employee benefits Total employee benefits expense |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | Total $ 514,321 37,872 28,657 580,850 19,667 2,981 22,648 56,080 $ 659,578 |
2022 | ||||||||||
| Operating Costs $ 362,037 26,136 - 388,173 13,631 453 14,084 23,632 $ 425,889 |
Operating Expenses $ 152,284 11,736 28,657 192,677 6,036 2,528 8,564 32,448 $ 233,689 |
Operating Costs $ 277,082 20,401 - 297,483 11,002 172 11,174 18,738 $ 327,395 |
Operating Expenses $ 150,348 10,865 46,438 207,651 5,462 2,641 8,103 49,805 $ 265,559 |
Total | ||||||||
| $ 427,430 31,266 46,438 505,134 16,464 2,813 19,277 68,543 $ 592,954 |
The average number of employees of the Company were 307 and 270, which both include 9 directors not serving concurrently as employees, for the years ended December 31, 2023 and 2022.
The average employee benefit expenses were $2,117 thousand and $2,094 thousand for the years ended December 31, 2023 and 2022, respectively. The average salary expenses were $1,726 thousand and $1,638 thousand for the years ended December 31, 2023 and 2022, respectively. The average salary expenses Increased by 5.37% in 2023 compared to the previous year.
Reward policies of the Company were as follows:
-
The Company accrued remuneration of directors and managers according to the Articles of Incorporation. After the Remuneration Committee reviews and determines the remuneration and submit the results to board of directors for discussions, the remuneration is subject to the resolution of the shareholders’ meeting. Make the remuneration procedure based on the standards of bulk shipping operators listed at home and abroad and the external compensation benchmarking companies. The remuneration of directors are paid according to the results of “Self-Evaluation or Peer Evaluation of the Board of Directors,” the business performance, future development and operation risks. The remuneration of managers are paid according to the regulation of bonus which include the business performance of the Company and personal performance.
-
The reward standards, structures, and institutions for directors, and managers is based on the annual business performance, which also considers the future risk management and refers to the proportion
-
33 -
stipulated in the Articles of Incorporation. And also be adjusted to the state of operation and the laws. In addition, reward policies, institutions, standards, and structures for directors, and managers are regularly evaluated by the "Remuneration Committee" and recommended for discussion at the board meeting.
-
The Company also set goals for annual staff performance appraisal based on the regulations in Working Rules and the related codes, which is taken as the foundation for awards and punishments. Wherein, the Codes of Ethical Conduct is also a key evaluation index. “The regulation of performance bonus for on-shore personnel” is made to the Company. The bonus is based on the business performance of the vessel and the Company would calculate the bonus on the year end.
-
c. Employees’ compensation and remuneration of directors
According to the Articles of Incorporation of the Company, the Company accrued employees’ compensation and remuneration of directors at rates of 1% and no higher than 1%, respectively, of net profit before income tax, employees’ compensation, and remuneration of directors. The employees’ compensation and remuneration of directors for the years ended December 31, 2023 and 2022 which were approved by the Company’s board of directors on March 6, 2024 and March 7, 2023, respectively, are as follows:
Employees’ compensation Remuneration of directors |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2023 Accrual Rate Cash Amount 1% $ 27,571 1% 27,571 |
2022 | ||
| Accrual Rate 1% 1% |
Accrual Rate 1% 1% |
Cash Amount | |
| $ 45,364 45,364 |
If there is a change in the amounts after the annual parent company only financial statements are authorized for issue, the differences are recorded as a change in the accounting estimate.
There was no difference between the actual amounts of employees’ compensation and remuneration of directors approved and the amounts recognized in the parent company only financial statements for the years ended December 31, 2022 and 2021.
Information on the employees’ compensation and remuneration of directors resolved by the Company’s board of directors in 2022 and 2021 is available at the Market Observation Post System website of the Taiwan Stock Exchange.
18. INCOME TAXES
a. Major components of income tax (benefit) expense recognized in profit or loss
| Current tax In respect of the current year Adjustments for prior years Income tax on unappropriated earnings Deferred tax In respect of the current year Adjustments for prior years Income tax (benefit) expense recognized in profit or loss |
For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|
| 2023 $ 36,481 ( 33,595) 161,372 164,258 1,749 ( 203,000) (201,251) ($ 36,993) |
2022 | |
| $ - ( 23,545 ) 33,595 10,050 31,302 - 31,302 $ 41,352 |
- 34 -
A reconciliation of accounting profit and income tax benefit was as follows:
| Profit before tax Income tax expense calculated at the statutory rate Non-deductible expenses in determining taxable income Tax-exempt income Unrecognized temporary differences Income tax on unappropriated earnings Adjustments for prior years Income tax (benefit) expense recognized in profit or loss |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 | |
|---|---|---|---|---|
| 2022 | ||||
| $ 4,445,664 $ 889,133 817 ( 930,860 ) 72,212 33,595 ( 23,545) $ 41,352 |
b. Current tax assets and liabilities
| Current tax liabilities Income tax payable |
**For the Year Ended December 31 ** | **For the Year Ended December 31 ** | **For the Year Ended December 31 ** | |
|---|---|---|---|---|
| 2023 $ 197,287 |
2022 | |||
| $ 33,574 |
- c. Deferred tax assets and liabilities
For the year ended December 31, 2023
| Deferred tax assets Temporary differences Defined benefit plans Property, plant and equipment Deferred tax liabilities Temporary differences Unappropriated earnings of subsidiaries Unrealized exchange gain |
Opening Balance $ 3,474 2) $ 3,472 $ 203,000 13,892 $ 216,892 |
Recognized in Profit or Loss ( $ 1,652 ) - ($ 1,652) ( $ 203,000 ) 97 ($ 202,903) |
Closing Balance | ||
|---|---|---|---|---|---|
( |
( |
$ 1,822 2) $ 1,822 $ - 13,892 $ 13,989 |
For the year ended December 31, 2022
| Deferred tax assets Temporary differences Defined benefit plans Property, plant and equipment |
Opening Balance $ 5,219 3) $ 5,216 |
Recognized in Profit or Loss ( $ 1,745 ) 1 ($ 1,744) |
Closing Balance | ||
|---|---|---|---|---|---|
( |
( |
$ 3,474 2) $ 3,472 |
- 35 -
| Deferred tax liabilities Temporary differences Unappropriated earnings of subsidiaries Unrealized exchange gain |
Opening Balance $ 174,000 13,334 $ 187,334 |
Recognized in Profit or Loss $ 29,000 558 $ 29,558 |
Closing Balance | |||
|---|---|---|---|---|---|---|
| $ 203,000 13,892 $ 216,892 |
- d. Unused loss carryforwards for which no deferred tax assets have been recognized in the parent company only balance sheets
| Loss carryforwards Expiry in 2030 Expiry in 2031 |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 | |
|---|---|---|---|---|
| 2023 $ 90,821 273,812 $ 364,633 |
2022 | |||
| $ 90,821 273,812 $ 364,633 |
- d. Income tax assessments
The tax returns through 2021 of the Company have been assessed by the tax authorities.
19. EARNINGS PER SHARE
The earnings and weighted-average number of ordinary shares outstanding used in the computation of earnings per share were as follows:
- a. Net profit for the year
| Earnings used in the computation of basic and diluted earnings per share |
For the Year Ended December 31 |
For the Year Ended December 31 |
For the Year Ended December 31 |
|
|---|---|---|---|---|
| 2023 $ 2,738,915 |
2022 | |||
| $ 4,404,312 |
- b. The weighted average number of ordinary shares outstanding (in thousands of shares) is as follows:
Weighted average number of ordinary shares used in the computation of basic earnings per share Effect of potentially dilutive ordinary shares Employee’s compensation Weighted average number of ordinary shares used in the computation of diluted earnings per share |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2023 845,056 662 845,718 |
2022 845,056 1,078 846,134 |
- 36 -
If the Company offered to settle the compensation paid to employees in cash or shares; therefore, the Company assumes that the entire amount of the compensation will be settled in shares and the resulting potential shares will be included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.
20. CAPITAL MANAGEMENT
The Company manages its capital to ensure that entities in the Company will be able to continue as going concerns while maximizing the return to shareholders through the optimization of the debt and equity balance.
The capital structure of the Company consists of net debt (borrowings offset by cash) and equity of the Company (comprising issued capital, reserves, retained earnings, and other equity).Key management personnel of the Company review the capital structure on a regular basis. As part of this review, the key management personnel consider the cost of capital and the risks associated with each class of capital. Based on recommendations of the key management personnel, in order to balance the overall capital structure, the Company may adjust the amount of dividends paid to shareholders, and/or the amount of new debt issued or existing debt redeemed.
The Company is not subject to any externally imposed capital requirements.
21. FINANCIAL INSTRUMENTS
- a. Fair value of financial instruments not measured at fair value
Management believes the carrying amounts of financial assets and financial liabilities recognized in the parent company only financial statements approximate their fair values.
-
b. Fair value of financial instruments measured at fair value on a recurring basis
-
1) Fair value hierarchy
December 31, 2023
| Financial assets at FVTOCI Equity investments Domestic listed shares Domestic unlisted shares December 31, 2022 Financial assets at FVTOCI Equity investments Domestic listed shares Domestic unlisted shares |
Level 1 $ 2,255,095 - $ 2,255,095 Level 1 $ 2,117,507 - $ 2,117,507 |
Level 2 $ - - $ - Level 2 $ - - $ - |
Level 3 $ - 831,123 $ 831,123 Level 3 $ - 893,215 $ 893,215 |
Total $ 2,255,095 831,123 $ 3,086,218 Total $ 2,117,507 893,215 $ 3,010,722 |
|---|---|---|---|---|
There were no transfers between Levels 1 and 2 in the current and prior periods.
-
37 -
-
2) Valuation techniques and inputs applied for Level 3 fair value measurement
The fair values of domestic unlisted equity securities were determined using the asset-based approach. The asset-based approach assesses the fair-market value of each asset and liability of the target of evaluation and considers risk factors like the liquidity discount rate to estimate the target’s fair value.
- c. Categories of financial instruments
| Financial assets Financial assets at FVTOCI - equity instruments Financial assets at amortized cost (1) Financial liabilities Amortized cost (2) |
December 31 | December 31 |
|---|---|---|
| 2023 $ 3,086,218 438,327 29,732,307 |
2022 | |
| $ 3,010,722 405,315 28,633,123 |
-
1) The balances included financial assets at amortized cost, which comprise cash and cash equivalents, trade receivables (including related parties), other receivables and refundable deposits.
-
2) The balances included financial liabilities measured at amortized cost, which comprise short-term and long-term loans (including current portion of long-term borrowings), short-term bills payable, trade payable (including related parties) and other payable.
-
d. Financial risk management objectives and policies
The Company’s major financial instruments include equity investments, derivative financial instruments, trade receivables, trade payables and borrowings. The Company’s corporate treasury function provides services to the business, coordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Company through internal risk reports which analyze exposures by degree and magnitude of risks. These risks include market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk.
The Company sought to minimize the effects of these risks by using derivative financial instruments to hedge risk exposures. The use of financial derivatives was governed by the Company’s policies approved by the board of directors, which provided written principles on foreign exchange risk, interest rate risk, credit risk, the use of financial derivatives and non-derivative financial instruments, and the investment of excess liquidity. Compliance with policies and exposure limits was reviewed by the internal auditors on a continuous basis.
1) Market risk
The Company’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates (see (a) below) and interest rates (see (b) below). The Company entered into cross-currency swap contracts to mitigate the exchange rate risk and interest rates risk arising from the Company’s foreign currency denominated loans due to foreign operations.
There had been no change to the Company’s exposure to market risks or the manner in which these risks were managed and measured.
- 38 -
a) Foreign currency risk
The carrying amounts of the Company’s foreign currency denominated monetary assets and monetary liabilities exposed to foreign currency risk at the end of the reporting period are set out in Note 25.
Sensitivity analysis
The Company was mainly exposed to USD and EUR.
The following table details the Company’s sensitivity to a 10% increase and decrease in the New Taiwan dollar (the functional currency) against the relevant foreign currencies. The sensitivity analysis included outstanding foreign currency denominated monetary items and foreign currency denominated loans due to foreign operations, and adjusted their translation at the end of the reporting period for a 10% change in foreign currency rates. A positive/negative number below indicates an increase/a decrease in pre-tax profit associated with the New Taiwan dollar strengthening 10% against the relevant currency. For a 10% weakening of the New Taiwan dollar against the relevant currency, there would be an equal and opposite impact on pre-tax profit and the balances below would be negative.
| Profit or loss |
USD For the Year Ended December 31 2023 2022 $(18,152) (i) $ (5,165) (i) |
EUR |
|---|---|---|
| For the Year Ended December 31 |
||
| 2023 2022 $ (13,150) (ii) $ 10 (ii) |
-
i. This was mainly attributable to the USD time deposits and trade receivables held by the Company.
-
ii. This was mainly attributable to the EUR time deposits and trade payables held by the Company.
-
b) Interest rate risk
The Company was exposed to interest rate risk because entities in the Company borrowed funds at both fixed and floating interest rates.
The carrying amount of the Company’s financial assets and financial liabilities with exposure to interest rate risk at the end of the reporting period were as follows:
| Fair value interest rate risk Financial assets Financial liabilities Cash flow interest rate risk Financial assets Financial liabilities |
**December 31 ** | **December 31 ** |
|---|---|---|
| 2023 $ 202,153 14,609,349 11,566 14,700,000 |
2022 | |
| $ 99,136 12,832,562 2,841 15,310,000 |
The Company is exposed to cash flow interest rate risk in relation to floating-rate bank borrowings.
- 39 -
The Company is also exposed to fair value interest rate risk in relation to fixed-rate bank borrowings. It is the Company’s policy to keep its borrowings at fixed rate of interests so as to minimize the cash flow interest rate risk.
Sensitivity analysis
The sensitivity analyses below were determined based on the Company’s exposure to interest rates for both derivatives and non-derivative instruments at the end of the reporting period. For floating rate liabilities, the analysis was prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year.
If interest rates had been 50 basis points higher/lower and all other variables were held constant, the Company’s pre-tax profit for the years ended December 31, 2023 and 2022 would decrease/increase by NT$73,442 thousand and NT$76,536 thousand, respectively, which was mainly attributable to the Company’s exposure to interest rates on its variable-rate bank borrowings.
c) Other price risk
The Company was exposed to equity price risk through its investments in equity securities. The Company manages this risk by maintaining a portfolio of investments with different risk levels. The Company’s equity price risk was mainly concentrated on equity instruments in Taiwan. Investments in equity securities are strategic investments made by the financial department of the Company.
Sensitivity analysis
The sensitivity analyses below were determined based on the exposure to equity price risks at the end of the reporting period.
If equity prices had been 10% higher/lower, pre-tax other comprehensive income for the years ended December 31, 2023 and 2022 would increase/decrease by NT$308,622 thousand and NT$301,072 thousand, as a result of the changes in fair value of financial assets at FVTOCI.
2) Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the Company. As at the end of the reporting period, the Company’s maximum exposure to credit risk which will cause a financial loss to the Company because of the failure of the counterparty to discharge its obligation and the financial guarantees provided by the Company could arise from the carrying amount of the respective recognized financial assets as stated in the consolidated balance sheets and the maximum amount the entity would have to pay if the financial guarantee is called upon, irrespective of the likelihood of the guarantee being exercised.
The Company adopted a policy of credit risk management regarding operations. Risk assessment of counterparties takes into consideration the financial situation, credit rating by both external and internal parties, historical transaction records, current economic condition, and other factors that might affect the payment ability of the counterparty. This information is supplied by independent rating agencies where available and, if not available, the Company uses other publicly available financial information and its own trading records to rate its major customers.
The Company’s concentration of credit risk was related to the top five customers of the Company whose balances of trade receivables are among the top five. The Company’s exposure and the credit ratings of its counterparties are continuously monitored. When the counterparties are associates, the Company will consider them as of similar nature with the counterparties. In the years 2023 and 2022, the credit risk concentration was immaterial for any counterparty at any point in time.
- 40 -
3) Liquidity risk
The Company manages liquidity risk by monitoring and maintaining a level of cash and cash equivalents deemed adequate to finance the Company’s operations and mitigate the effects of fluctuations in cash flows. In addition, management monitors the utilization of bank borrowings and ensures compliance with loan covenants.
The Company relies on bank borrowings as a significant source of liquidity. As of December 31, 2023 and 2022, the Company had available unutilized short-term bank loan facilities of NT$10,949,035 thousand and NT$13,594,170 thousand, respectively.
Ultimate responsibility for liquidity risk management rests with the board of directors, which has built an appropriate liquidity risk management framework for the Company’s short, medium and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, and continuously monitoring forecast and actual cash flows as well as matching the maturity profiles of financial assets and liabilities.
- a) Liquidity and interest rate risk tables for non-derivative financial liabilities
The tables have been drawn up based on the undiscounted cash flows of financial liabilities from the earliest date on which the Company can be required to pay. The tables included both interest and principal cash flows. Specifically, bank loans with a repayment on demand clause were included in the earliest time band regardless of the probability of the banks choosing to exercise their rights. The maturity dates for other non-derivative financial liabilities were based on the agreed repayment dates.
December 31, 2023
Non-interest bearing Floating interest rate Fixed interest rate December 31, 2022 Non-interest bearing Floating interest rate Fixed interest rate |
On Demand or Within 1 Year $ 422,958 749,889 12,651,025 $ 13,823,872 On Demand or Within 1 Year $ 490,561 331,830 9,493,048 $ 10,315,439 |
1-5 Years $ - 14,004,224 2,157,067 $ 16,161,291 1-5 Years $ - 14,940,139 3,435,038 $ 18,375,177 |
More Than 5 Years |
||
|---|---|---|---|---|---|
| $ - 598,932 - $ 598,932 More Than 5 Years |
|||||
| $ - 682,015 - $ 682,015 |
Taking into account the Company’s financial position, management does not believe that it is probable that the banks will exercise their discretionary rights to demand immediate repayment.
The amount of floating interest rate instruments of the non-derivative financial assets and liabilities will vary due to the difference between the floating interest rate and the expected interest rate on the balance sheet dates.
- 41 -
22. TRANSACTIONS WITH RELATED PARTIES
- a. Related party name and category
Related Party Name
Related Party Category
Asia Cement Corporation (Asia Cement)
Investors that have significant influence over the Company Subsidiary
U-Ming Marine Transport (Singapore) Private Limited (U-Ming Singapore)
U-Ming Marine Transport (Hong Kong) Limited (U-Ming Hong Kong) Overseas Shipping Pte. Ltd. (OSPL)
Subsidiary
Subsidiary Subsidiary
U-Ming Marine Offshore Company Limited (U-Ming Marine Offshore) Yuan Ding Co., Ltd. (Yuan Ding)
Related party in substance Related party in substance Related party in substance
Asia Engineering Enterprise Corporation (Asia Engineering) Related party in substance Far Eastern New Century Corporation (FENC) Related party in substance Far Eastern International Bank (FEIB) Related party in substance
- b. Operating revenue
| Account Items Freight revenue |
Related Party Category/Name Investors that have significant influence over the Company Asia Cement Subsidiaries U-Ming Singapore U-Ming Hong Kong U-Ming Marine Offshore |
For the Year Ended December 31 |
For the Year Ended December 31 |
For the Year Ended December 31 |
|
|---|---|---|---|---|---|
| 2023 | 2022 | ||||
| $ 421,691 159,133 15,081 1,957 $ 597,862 |
$ 650,891 276,863 9,228 - $ 936,982 |
Freight rates are based on each vessel’s route, port call and loading/unloading rate, plus a markup to be negotiated on the basis of conditions and the specifications of bulk cement carriers. With the exception of the above charters, the terms of the transactions with related parties are generally the same as those for unrelated parties.
- c. Purchases
| Purchases | |||||
|---|---|---|---|---|---|
| Account Items Freight costs |
Related Party Category/Name Subsidiaries U-Ming Singapore U-Ming Hong Kong Related parties in substance |
For the Year Ended December 31 |
|||
| 2023 | 2022 | ||||
| $ 200,170 58,794 10,888 $ 269,852 |
$ - - 18,905 $ 18,905 |
The Company engages substantive related parties to provide business scheduling, ship material and repair services to the Company, and the relevant expenses are recognized as freight costs.
- 42 -
d. Receivables from related parties
| Account Items Trade receivables from related parties Other receivables |
Related Party Category/Name Investors that have significant influence over the Company Asia Cement Subsidiaries Subsidiaries U-Ming Singapore Others |
December 31 | December 31 | December 31 | |
|---|---|---|---|---|---|
| 2023 | 2022 | ||||
| $ 16,402 - $ 16,402 $ 12,415 526 $ 12,941 |
$ 147,176 31,195 $ 178,371 $ 18,593 3,033 $ 21,626 |
The outstanding trade receivables from related parties are unsecured. No impairment loss was recognized for trade receivables from related parties for the years ended December 31, 2023 and 2022.
- e. Payables to related parties
| Account Items Trade payables - related parties |
Related Party Category/Name Subsidiaries U-Ming Singapore |
For the Year Ended December 31 |
For the Year Ended December 31 |
For the Year Ended December 31 |
|
|---|---|---|---|---|---|
| 2023 | 2022 | ||||
| $ 155 |
$ - |
- f. Prepayments (classified as other current liabilities)
| Account Items Prepaid expenses |
Related Party Category/Name Subsidiaries U-Ming Singapore U-Ming Hong Kong |
December 31 | December 31 | December 31 | |
|---|---|---|---|---|---|
| 2023 | 2022 | ||||
| $ 4,535 3,474 $ 8,009 |
$ 4,400 3,160 $ 7,560 |
- g. Endorsements and guarantees
| Related Party Category/Name Subsidiaries Amount endorsed Amount utilized Liabilities recognized |
December 31 | December 31 | December 31 | |
|---|---|---|---|---|
| 2023 $ 2,809,399 $ 2,809,399 $ - |
2022 | |||
| $ 3,623,580 | ||||
$ 3,623,580 |
||||
$ - |
For information about endorsements and guarantees, refer to Table 2.
- h. Capital increase to related parties
For the year ended December 31, 2023: None
For the year ended December 31, 2022
| Related Party Category/Name Related party in substance FEIB |
Account Items Financial assets at FVTOCI - current |
Number of Shares (In Thousands) |
Price Acquisition |
|
|---|---|---|---|---|
| 9,395 | $ 90,382 |
- 43 -
i. Others
| Account Items Temporary payments (classified as other current assets) Temporary receipts (classified as other current liabilities) Rent expense Other revenue |
Related Party Category Subsidiaries U-Ming Hong Kong Investors that have significant influence over the Company Asia Cement (Note 1) Related party in substance Yuan Ding (Note 2) Subsidiaries U-Ming Singapore U-Ming Hong Kong Related party in substance FENC (Note 3) FEIB (Note 3) |
For the Year Ended December 31 |
For the Year Ended December 31 |
|
|---|---|---|---|---|
| 2023 | 2022 | |||
| $ - $ 15,000 $ 22,401 $ 11,871 526 6,150 3,415 $ 21,962 |
$ 799 $ 15,000 $ 22,229 $ 18,295 2,835 6,150 2,497 $ 29,777 |
Note 1: Asia Cement deposited to the Company revolving funds for ships.
- Note 2: Refundable deposits for the lease were NT$7,289 thousand and NT$5,151 thousand as of December 31, 2023 and 2022, respectively.
Note 3: Remuneration of directors.
- j. Compensation of key management personnel
| Short-term employee benefits Post-employment benefits |
For the Year Ended December 31 |
For the Year Ended December 31 |
For the Year Ended December 31 |
|
|---|---|---|---|---|
| 2023 $ 61,528 2,249 $ 63,777 |
2022 | |||
| $ 85,514 2,490 $ 88,004 |
The remuneration of directors and key executives was determined by the remuneration committee based on the performance of individuals and market trends.
- k. Transaction of related party in substance - FEIB
Bank deposits Bank borrowings |
**For the Year Ended ** | **For the Year Ended ** | **December 31 ** |
|---|---|---|---|
| 2023 $ 23,581 $ 700,000 |
2022 $ 101,164 $ 700,000 |
- 44 -
23. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY
The following assets had been pledged or mortgaged as collateral for certain short-term bank loans and cash deposits of Taiwan Power Company:
| Property, plant and equipment (transportation) Financial assets at FVTOCI - current Pledged deposits (classified as refundable deposits) |
**December 31 ** | **December 31 ** | **December 31 ** | |
|---|---|---|---|---|
| 2023 $ 1,475,125 374,175 50,000 $ 1,899,300 |
2022 | |||
| $ 1,576,101 380,500 35,000 $ 1,991,601 |
24. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS
In addition to those disclosed in other notes, the significant commitments and contingencies of the Company were as follows:
-
a. Significant commitments
-
1) The Company entered into a long-term agreement with Taiwan Power Company (TPC) to provide voyage charter services for two Panamax vessels on the Pacific route through April 2024 and December 2026.
-
2) The Company entered into an agreement with Taiwan Power Company (TPC) to provide operational services for four ships of TPC, namely Taipower Prosperity V, VI, VII and VIII. The contract period ends in 2027.
-
3) The Company entered into a shipbuilding contract with Bodewes International Shipbuilding B.V. from the Netherlands to construct one cement carrier. The total contract amount was EUR25,381 thousand. As of December 31, 2023, the Company had paid EUR11,421 thousand. The obligations under the contract will be fulfilled after the completion of the shipbuilding process.
25. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES
The Company’s significant financial assets and liabilities denominated in foreign currencies aggregated by the foreign currencies other than functional currencies and the related exchange rates between foreign currencies and the respective functional currencies were as follows:
- 45 -
December 31, 2023
| Carrying | |||||
|---|---|---|---|---|---|
| Foreign | Amount | ||||
| Currencies | (In Thousands | ||||
| (In | Thousands) | Exchange Rate |
of NTD) | ||
| Financial assets | |||||
| Monetary items | |||||
| USD | $ | 6,225 |
30.705 (USD:NTD) | $ | 191,142 |
| EUR | 3,877 | 33.980 (EUR:NTD) | 131,734 | ||
| $ | 322,876 |
||||
| Non-monetary items | |||||
| Investments accounted for using equity | |||||
| method | |||||
| USD | 1,647,966 | 30.705 (USD:NTD) | $50,600,795 | ||
| Financial liabilities | |||||
| Monetary items | |||||
| USD | 313 | 30.705 (USD:NTD) | $ | 9,625 |
|
| December 31, 2022 | |||||
| Carrying | |||||
| Foreign | Amount | ||||
| Currencies | (In Thousands | ||||
| (In | Thousands) | Exchange Rate |
of NTD) | ||
| Financial assets | |||||
| Monetary items | |||||
| USD | $ | 4,237 |
30.710 (USD:NTD) | $ | 130,110 |
| Non-monetary items | |||||
| Investments accounted for using equity | |||||
| method | |||||
| USD | 1,603,226 | 30.710 (USD:NTD) | $ | 49,235,062 | |
| Financial liabilities | |||||
| Monetary items | |||||
| USD | 2,555 | 30.710 (USD:NTD) | $ | 78,459 |
- 46 -
Realized and unrealized foreign exchange gains (losses) by significant foreign currency were as follows:
| Foreign Currencies USD EUR |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 | |||
|---|---|---|---|---|---|---|---|
| 2023 | Net Foreign Exchange Gains (Losses) $ (1,663) $ 15,486 |
2022 | |||||
| Exchange Rate 30.705 (USD:NTD) 33.980 (EUR:NTD) |
Exchange Rate 30.710 (USD:NTD) 32.720 (EUR:NTD) |
Net Foreign Exchange Gains (Losses) |
|||||
| $ 3,108 $ 672 |
27. SEPARATELY DISCLOSED ITEMS
-
a. Information about significant transactions and investees:
-
1) Financing provided to others. (Table 1)
-
2) Endorsements/guarantees provided. (Table 2)
-
3) Marketable securities held (excluding investments in subsidiaries and associates). (Table 3)
-
4) Marketable securities acquired or disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital. (Table 4)
-
5)Acquisition of individual real estate at costs of at least NT$300 million or 20% of the paid-in capital. (None)
-
6) Disposal of individual real estate at prices of at least NT$300 million or 20% of the paid-in capital. (None)
-
7) Total purchases from or sales to related parties amounting to at least NT$100 million or 20% of the paid-in capital. (Table 5)
-
8)Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital. (Table 6)
-
9) Trading in derivative instruments. None.
-
10) Information on investees. (Table 7)
-
b. Information on investments in mainland China:
-
1) Information on any investee company in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, net income of investees, investment income or loss, carrying amount of the investment at the end of the period, repatriated investment income, and limit on the amount of investment in the mainland China area. (Table 8)
-
2) Significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses: None
-
c. Information of major shareholders
:List all shareholders with ownership of 5% or greater showing the name of the shareholder, the number of shares owned, and percentage of ownership of each shareholder (Table 9) -
47 -
TABLE 1
U-MING MARINE TRANSPORT CORPORATION
FINANCING PROVIDED TO OTHERS FOR THE YEAR ENDED DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)
| No. | Lender | Borrower | Financial Statement Account |
Related Party |
Highest Balance for the Period (Note b) |
Ending Balance (Note b) |
Actual Borrowing Amount (Note b) |
Interest Rate |
Nature of Financing |
Business Transaction Amounts |
Reasons for Short-term Financing |
Allowance for Impairment Loss |
Collateral | Collateral | Financing Limit for Each Borrower (Note b) |
Aggregate Financing Limits (Note b) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | |||||||||||||||
| 1 | U-Ming Singapore | Eagle Winyield New Cape Asia Shipping Cape Asia (III) Cape Asia |
Other receivable - related parties Long-term receivables - related parties Long-term receivables - related parties Long-term receivables - related parties Long-term receivables - related parties |
Y Y Y Y Y |
921,150 675,510 61,410 61,410 3,071 |
736,920 614,100 61,410 30,705 3,071 |
712,356 575,240 (Note c) 41,106 27,326 3,071 |
5.76937% - - - - |
Short-term financing Short-term financing Short-term financing Short-term financing Short-term financing |
$ - - - - - |
Purchasing equipment of transportation and operational revolving fund Purchasing equipment of transportation and operational revolving fund Purchasing equipment of transportation and operational revolving fund Purchasing equipment of transportation and operational revolving fund Operational revolving fund |
$ - - - - - |
- - - - - |
$ - - - - - |
30% of net worth of subsidiary $11,925,203 30% of net worth of subsidiary $11,925,203 30% of net worth of subsidiary $11,925,203 30% of net worth of subsidiary $11,925,203 30% of net worth of subsidiary $11,925,203 |
40% of net worth of subsidiary $15,900,271 40% of net worth of subsidiary $15,900,271 40% of net worth of subsidiary $15,900,271 40% of net worth of subsidiary $15,900,271 40% of net worth of subsidiary $15,900,271 |
| 2 | U-Ming Hong Kong | ITG-U-Ming Shipping | Other receivables - related parties |
Y | 45,136 | - | - | - | Short-term financing |
- | Operational revolving fund |
- | - | - | 30% of net worth of subsidiary $3,255,036 |
40% of net worth of subsidiary $4,340,048 |
Note a: The above amounts were translated into New Taiwan dollars at the prevailing exchange rate as of December 31, 2023.
-
Note b: 1. The total amount available from U-Ming Marine Transport Corporation and its domestic subsidiaries for financing shall not exceed 50% of the borrower’s net worth per their most recent financial statements, the total financing amount for borrowers with short-term financing needs shall not exceed 15% of the borrower’s net worth, and the individual financing amount to each of such borrowers shall not exceed 5% of the borrower’s net worth.
-
The total amount available for financing from U-Ming (Singapore), U-Ming (Hong Kong), and foreign subsidiaries shall not exceed 50% of the net worth of the borrower, the total financing amount for borrowers with short-term financing needs shall not exceed 40% of the net worth of the borrower, and the individual amount available for financing to each of such borrowers shall not exceed 30% of the net worth of the borrower.
-
Note c: The financing amounts listed in Table 1 pertains only to the actual amounts utilized, and does not include the share of the loss of associates accounted for using the equity method of NT$251,713 thousand offset against long-term receivables - related parties.
-
48 -
TABLE 2
U-MING MARINE TRANSPORT CORPORATION
ENDORSEMENTS/GUARANTEES PROVIDED FOR THE YEAR ENDED DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)
| No. | Endorser/Guarantor | Endorsee/Guarantee | Endorsee/Guarantee | Limits on Endorsement/ Guarantee Given on Behalf of Each Party (Note a) |
Maximum Amount Endorsed/ Guaranteed During the Period (Note a) |
Ending Balance (Note a) |
Actual Amount Borrowed (Note a) |
Amount Endorsed/ Guaranteed by Collaterals |
Ratio of Accumulated Amount to Net Equity in Latest Financial Statement |
Aggregate Endorsement/ Guarantee Limit (Notes a and b) |
Endorsement/ Guarantee Given by Parent on Behalf of Subsidiaries |
Endorsement/ Guarantee Given by Subsidiaries on Behalf of Parent |
Endorsement/ Guarantee Given On Behalf of Companies in Mainland China |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Relationship | ||||||||||||
| 0 | U-Ming Marine Transport Corporation |
U-Ming Singapore U-Ming Hong Kong |
A subsidiary A subsidiary |
50% of net worth of the Company $16,848,999 50% of net worth of the Company $16,848,999 |
$ 3,289,533 333,456 |
$ 2,809,399 - |
$ 2,809,399 - |
$ - - |
8.35% 0.00% |
100% of net worth of the Company $33,697,999 100% of net worth of the Company $33,697,999 |
Y Y |
- - |
- - |
| 1 | U-Ming Singapore | Winyield | An investee accounted for using the equity method by subsidiary |
50% of net worth of the subsidiary $19,875,338 |
42,987 | 26,867 | 26,867 | - | 0.07% | 100% of net worth of the subsidiary $39,750,676 |
- | - | - |
| 2 | U-Ming Hong Kong | Baodarun 1 Shipping Ltd Baodarun 2 Shipping Ltd Baodarun 3 Shipping Ltd |
Related party in substance Related party in substance Related party in substance |
50% of net worth of the Company $5,425,060 50% of net worth of the Company $5,425,060 50% of net worth of the Company $5,425,060 |
120,267 120,267 143,339 |
82,557 90,080 109,142 |
82,557 90,080 109,142 |
- - - |
0.76% 0.83% 1.01% |
100% of net worth of the Company $10,850,119 100% of net worth of the Company $10,850,119 100% of net worth of the Company $10,850,119 |
- - - |
- - - |
- - - |
| 3 | Yue-Li | Da Ju Fiber | The subsidiary is its supervisor |
50% of net worth of the subsidiary $1,996,136 |
116,280 | 116,280 | - | - | 2.91% | 100% of net worth of the subsidiary $3,992,271 |
- | - | - |
Note a: The above amounts were translated into New Taiwan dollars at the prevailing exchange rate as of December 31, 2023.
Note b: The total amount available for endorsements/guarantees to external parties provided by U-Ming shall not exceed the current net worth of the entity, and the individual amount available to each entity shall not exceed 50% of the net worth of the entity. The same restrictions apply to the entity’s subsidiaries.
- 49 -
TABLE 3
U-MING MARINE TRANSPORT CORPORATION
MARKETABLE SECURITIES HELD DECEMBER 31, 2023
(In Thousands of New Taiwan Dollars)
| Holding Company Name | Type and Name of Marketable Securities | Relationship with the Holding Company |
Financial Statement Account | December 31, 2023 | December 31, 2023 | Note | Note | Limit | ||
|---|---|---|---|---|---|---|---|---|---|---|
| Shares/Units (In Thousands) |
Carrying Value | Percentage of Ownership (%) |
Fair Value (Note c) |
Shares Pledged as Collateral (In Thousands) (Note b) |
Value of Pledged or Mortgaged Assets |
|||||
| The Company Yue-Li Yue-Tung U-Ming Singapore |
Common stocks Far Eastern International Bank Far Eastern New Century Corporation Asia Cement Corporation Far EasTone Telecommunications Co., Ltd. Oriental Union Chemical Corp. Far Eastern Department Stores Ltd. Yue Yuan Investment Corporation Common stocks Far Eastern International Bank Asia Cement Corporation Oriental Union Chemical Corp. Far Eastern New Century Corporation Far Eastern Department Stores Ltd. Far EasTone Telecommunications Co., Ltd. Everest Textile Co., Ltd. Da Ju Fiber Co., Ltd. Allied Supreme Corp. Common stocks Far Eastern International Bank Asia Cement Corporation Far Eastern New Century Corporation Far EasTone Telecommunications Co., Ltd. Ding Shen Investment Co., Ltd. Yue Yuan Investment Corporation Beneficiary certificates Opas Fund Segregated Portfolio Tranche A Hutchison Port Holdings Trust |
The chairman of the Company is its vice-chairman The chairman is the same The major stockholder The chairman is the same The chairman is the same The chairman is the same An investee accounted for using the equity method by major stockholder The chairman of the parent company is its vice-chairman The major stockholder of the parent company The chairman of the parent company is the same The chairman of the parent company is the same The chairman of the parent company is the same The chairman of the parent company is the same The chairman of the parent company is its director The subsidiary is its supervisor None The chairman of the parent company is its vice-chairman The major stockholder of the parent company The chairman of the parent company is the same The chairman of the parent company is the same The subsidiary is its director An investee accounted for using equity method by major stockholder of the parent company Related party in substance None |
Financial assets at fair value through other comprehensive income - current Same as above Same as above Same as above Same as above Same as above Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through other comprehensive income - current Same as above Same as above Same as above Same as above Same as above Same as above Financial assets at fair value through other comprehensive income - non-current Financial assets at fair value through profit or loss - current Financial assets at fair value through other comprehensive income - current Same as above Same as above Same as above Financial assets at fair value through other comprehensive income - non-current Same as above Financial assets at fair value through profit or loss - current Same as above |
93,236 31,180 1,793 331 99 4 91,487 174,104 13,240 4,862 1,516 1,769 - 7 34,670 97 154,452 7,628 8,057 510 40,329 9,537 15 8,050 |
$ 1,179,431 972,831 74,319 26,414 1,992 108 831,123 2,202,417 548,802 97,965 47,293 43,783 147 50 1,150,811 31,574 1,953,822 316,200 251,383 40,698 328,928 86,640 574,842 36,582 |
2 1 - - - - 18 4 - 1 - - - - 19 - 4 - - - 18 2 - - |
$ 1,179,431 972,831 74,319 26,414 1,992 108 831,123 2,202,417 548,802 97,965 47,293 43,783 147 50 1,150,811 31,574 1,953,822 316,200 251,383 40,698 328,928 86,640 574,842 36,582 |
- 10,000 1,500 - - - - 114,166 13,200 2,000 1,500 - - - - - 46,282 7,585 8,000 500 - - - - |
$ - 312,000 62,175 - - - - 1,444,198 547,140 40,300 46,800 - - - - - 585,472 314,398 249,600 39,900 - - - - |
- (Note a) (Note a) - - - - (Note a) (Note a) (Note a) (Note a) - - - - - (Note a) (Note a) (Note a) (Note a) - - - - |
(Continued)
- 50 -
| Holding Company Name | Type and Name of Marketable Securities | Relationship with the Holding Company |
Financial Statement Account | December 31, 2023 | December 31, 2023 | Note | Note | Limit | ||
|---|---|---|---|---|---|---|---|---|---|---|
| Shares/Units (In Thousands) |
Carrying Value | Percentage of Ownership (%) |
Fair Value (Note c) |
Shares Pledged as Collateral (In Thousands) (Note b) |
Value of Pledged or Mortgaged Assets |
|||||
| U-Ming Hong Kong Falcon Overseas Shipping Pte. Ltd. |
Bonds Standard Chartered Bond TSMC Global Ltd. Bond National Australia Bank Bond HSBC Bank Bond Beneficiary certificates Opas Fund Segregated Portfolio Tranche C Opas Fund Segregated Portfolio Tranche A Bonds Societe Generale Bond Standard Chartered Bond Mitsubishi UFJ Financial Group Inc. Bond HSBC Bank Bond TSMC Arizona Corp. Bond Westpac Banking Corp. Bond Common stocks Asia Cement (China) Holdings Corporation China Sanshui Cement Group Ltd. Bonds Standard Chartered Bond Lloyds Bank Plc Bond Westpac Banking Corp. Bond BNP Paribas Bond Societe Generale Bond Airport Authority of Hong Kong Bond Bonds TSMC Arizona Corp. Bond Royal Bank of Canada Bond Westpac Bond Toronto-Dominion Bank Bond TSMC Global Ltd. Bond |
None None None None Related party in substance Related party in substance None None None None None None The major stockholder of parent company is the same The major stockholder of parent company is the same None None None None None None None None None None None |
Financial assets at amortized cost - current Financial assets at amortized cost - non-current Same as above Same as above Financial assets at fair value through profit or loss - current Same as above Financial assets at amortized cost - current Financial assets at amortized cost - non-current Same as above Same as above Same as above Same as above Financial assets at fair value through other comprehensive income - current Same as above Financial assets at amortized cost - current Financial assets at amortized cost - non-current Same as above Same as above Same as above Same as above Financial assets at amortized cost - non-current Same as above Same as above Same as above Same as above |
- - - - 8 1 - - - - - - 16,701 1,691 - - - - - - - - - - - |
$ 49,234 317,097 89,596 88,264 589,907 28,811 62,291 128,763 122,964 117,002 90,901 63,372 160,103 3,720 49,239 94,463 63,371 63,011 62,280 61,803 151,596 63,724 63,374 62,466 58,738 |
- - - - - - - - - - - - - - - - - - - - - - - - - |
$ 49,076 309,212 89,194 87,561 589,907 28,811 61,366 128,384 122,261 116,748 90,096 63,266 160,103 3,720 49,076 90,209 63,266 59,891 59,935 61,625 150,160 64,355 63,266 62,242 57,015 |
- - - - - - - - - - - - - - - - - - - - - - - - - |
$ - - - - - - - - - - - - - - - - - - - - - - - - - |
- - - - - - - - - - - - - - - - - - - - - - - - - |
Note a: They cannot be traded in pledged period.
Note b: They are pledged as collateral for issuing commercial paper and credit line of bank loans.
Note c: Fair value are determined as follows: (a) listed stock closing price on December 31, 2023; (b) the fair value measurement of unlisted stocks.
Note d: The above amounts were translated into New Taiwan dollars at the prevailing exchange rate as of December 31, 2023.
- 51 -
TABLE 4
U-MING MARINE TRANSPORT CORPORATION
TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO AT LEAST $100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEAR ENDED DECEMBER 31, 2023
(In Thousands of New Taiwan Dollars)
| Company Name | Related Party | Relationship | Transaction Details | Transaction Details | Abnormal Transaction | Abnormal Transaction | Note/Accounts (Payable) or Receivable |
Note/Accounts (Payable) or Receivable |
Note | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchase/(Sale) | Amount | % to Total | Payment Terms | Unit Price | Payment Terms | Ending Balance | % to Total |
||||
| The Company U-Ming Singapore U-Ming Hong Kong Eagle |
Asia Cement U-Ming Singapore U-Ming Singapore Asia Cement The Company The Company Eagle U-Ming Hong Kong |
The major shareholder Subsidiary Subsidiary The major shareholder of the parent company The parent company The parent company The parent company is the same The parent company is the same |
Sales Sales Purchase Sales Sales Purchase Purchase Sales |
$ (421,691) (159,133) 200,170 (341,021) (200,170) 159,133 327,128 (327,128) |
(22.50) (8.49) 13.14 (3.00) (1.76) 1.77 29.38 (100.00) |
Upon completion of loading, within a month - - Upon completion of loading, within 8 days - - - - |
Ad hoc basis - - Ad hoc basis - - - - |
Ad hoc basis - - Ad hoc basis - - - - |
$ 16,402 - (155) - 155 - (80,601) 80,601 |
9.61 - (0.34) - 0.03 - (87.00) 100.00 |
- - - - - - - - |
Note: The foreign-currency amounts of payables and receivables were translated into New Taiwan dollars at the prevailing exchange rate as of December 31, 2023; the foreign-currency amount of profit and loss items were translated into New Taiwan dollars at the average exchange rate for the year ended December 31, 2023.
- 52 -
TABLE 5
U-MING MARINE TRANSPORT CORPORATION
RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL DECEMBER 31, 2023
(In Thousands of New Taiwan Dollars)
| Company Name | Related Party | Relationship | Ending Balance | Turnover Rate |
Overdue | Overdue | Amount Received in Subsequent Period |
Allowance for Impairment Loss |
|---|---|---|---|---|---|---|---|---|
| Amount | Actions Taken | |||||||
| U-Ming Singapore | Winyield Eagle |
An investee accounted for using the equity method by a subsidiary Subsidiary |
Long-term receivable - related parties $323,527 Other receivable-related parties $717,607 |
- - |
$ - - |
- - |
$ - - |
$ - - |
Note: The above amounts were translated into New Taiwan dollars at the prevailing exchange rate as of December 31, 2023.
- 53 -
TABLE 6
U-MING MARINE TRANSPORT CORPORATION
INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)
| Number | Company Name | Counterparty | Relationship (Note a) |
Transactions Details | Transactions Details | ||
|---|---|---|---|---|---|---|---|
| Account | Amount (New Taiwan Dollars) |
Trading Terms | Percentage to Consolidated Total Operating Revenues or Total Assets (Note b) |
||||
| 0 | The Company | U-Ming Singapore U-Ming Hong Kong |
1 1 1 1 |
Freight revenue Other revenue Other receivables Freight revenue |
$ 159,133 11,871 12,415 15,081 |
- - - - |
1 - - - |
| 1 | U-Ming Singapore | The Company Eagle U-Ming Xiamen |
2 3 3 3 |
Freight revenue Interest income Other receivables Refundable deposits |
200,170 39,762 717,607 15,353 |
- - - - |
1 - 1 - |
| 2 | U-Ming Hong Kong | The Company U-Ming Singapore Falcon |
2 3 3 |
Freight revenue Freight revenue Accounts receivables |
58,794 99,826 20,217 |
- - - |
- 1 - |
| 3 | Eagle | U-Ming Hong Kong Falcon |
3 3 3 |
Accounts receivables Freight revenue Freight revenue |
80,601 327,128 77,617 |
- - - |
- 2 1 |
| 4 | U-Ming Xiamen | U-Ming Singapore U-Ming Hong Kong |
3 3 |
Freight revenue Freight revenue |
121,651 13,885 |
- - |
1 - |
-
Note a: 1. Parent to subsidiary. 2. Subsidiary to parent.
-
Between subsidiaries.
Note b: In calculating the ratio, the transaction amount is divided by consolidated total assets for balance sheet accounts and is divided by consolidated total revenues for income statement accounts.
Note c: All of above transactions between the Company and its subsidiaries have been eliminated on consolidation.
- 54 -
TABLE 7
U-MING MARINE TRANSPORT CORPORATION
INFORMATION ON INVESTEES FOR THE YEAR ENDED DECEMBER 31, 2023
(In Thousands of New Taiwan Dollars)
| Investor Company | Investee Company | Location | Main Businesses and Products | Original Investment Amount | Original Investment Amount | As of December 31, 2023 | As of December 31, 2023 | As of December 31, 2023 | Net Income (Loss) of the Investee |
Share of Profits (Loss) |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2023 |
December 31, 2022 |
Number of Shares (In Thousands) |
Percentage of Ownership |
Carrying Amount | |||||||
| U-Ming Marine Transport Corporation Yue-Tung U-Ming Singapore U-Ming Hong Kong Falcon |
U-Ming Singapore U-Ming Hong Kong Yue-Li Yue-Tung U-Ming Offshore Global Energy Maritime Co., Ltd. Yue Ding Enterprise Corporation Ding Ding Consultation Corporation Cape Asia (III) Cape Asia Winyield New Cape Asia Eagle Falcon Yue-Li Yue-Tung OSPL ITG-Uming Shipping Drive Catalyst SPC (SP Tranche One) Drive Catalyst SPC (SP Tranche Two) Drive Catalyst SPC (SP Tranche Three) Opas Fund Segregated Portfolio Company Drive Catalyst SPC |
Singapore Hong Kong Taipei Taipei Taipei Taipei Taipei Taipei Marshall Islands Hong Kong Hong Kong Marshall Islands Singapore British Virgin Islands Taipei Taipei Marshall Islands Hong Kong Cayman Islands Cayman Islands Cayman Islands Cayman Islands Cayman Islands |
Transport Transport Investment Investment Transport Transport Bulk and retail sale of decorations and commodity Consultant Transport Transport Transport Transport Transport Investment Investment Investment Transport Transport Investment Investment Investment Investment Investment |
$ 2,649,382 121,923 1,500,000 1,360,400 204,000 2,054,100 186,080 50,000 2 3 - - - 661,080 700,000 489,600 474,692 578,113 122,860 229,000 231,360 1,624 491 |
$ 2,649,382 121,923 1,500,000 1,360,400 204,000 2,054,100 186,080 50,000 2 3 - - - 661,080 700,000 489,600 474,692 578,113 122,860 229,000 231,360 1,624 491 |
150,146 27,000 150,000 136,040 20,400 205,410 34,434 5,134 - - - - - - 70,000 48,960 - 41,435 4 8 8 - - |
100 100 68 74 51 40 25 40 17 17 50 25 100 100 32 26 100 49 25 25 25 33 33 |
$ 39,750,676 10,850,119 2,721,957 2,395,183 130,257 2,192,713 531,783 87,997 106,921 231 - 64,958 75,266 691,347 1,270,314 862,012 874,291 1,147,450 136,575 258,777 263,509 1,520 507 |
$ 2,155,095 650,375 144,901 133,758 (142,949) 306,826 134,398 6,878 (11,412) 640 24,927 61,860 29,068 (44,986) 144,901 133,758 28,744 483,937 7,123 15,102 22,006 226 53 |
$ 2,155,095 650,375 98,796 98,359 (72,904) 122,731 Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable Not applicable |
A subsidiary A subsidiary A subsidiary A subsidiary A subsidiary An investee accounted for using equity method An investee accounted for using equity method An investee accounted for using equity method An investee accounted for using equity method An investee accounted for using equity method An investee accounted for using equity method An investee accounted for using equity method An indirect subsidiary An indirect subsidiary A subsidiary A subsidiary An indirect subsidiary An investee accounted for using equity method An investee accounted for using equity method An investee accounted for using equity method An investee accounted for using equity method An investee accounted for using equity method An investee accounted for using equity method |
Note: The foreign currency amounts of original investment were translated into New Taiwan dollars based on historical exchange rate; the foreign currency amounts of carrying value were translated into New Taiwan dollars at the prevailing exchange rate as of December 31, 2023; the foreign currency amount of profit and loss items were translated into New Taiwan dollars at an average exchange rate for the year ended December 31, 2023.
- 55 -
TABLE 8
U-MING MARINE TRANSPORT CORPORATION
INFORMATION ON INVESTMENTS IN MAINLAND CHINA FOR THE YEAR ENDED DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)
| Investee Company | Main Businesses and Products |
Main Businesses and Products |
Paid-in Capital | Method of Investment |
Method of Investment |
Accumulated Outward Remittance for Investments from Taiwan as of January 1, 2023 |
Investment Flows | Investment Flows | Accumulated Outward Remittance for Investments from Taiwan as of December 31, 2023 |
Net Income (Loss) of the Investee |
% Ownership of Direct or Indirect Investment |
Investment Gain (Loss) (Note b) |
Carrying Amount as of December 31, 2023 |
Accumulated Repatriation of Investment Income as of December 31, 2023 |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outward | Inward | |||||||||||||
| U-Ming Xiamen ITG-Uming Xiamen |
Transport Transport |
$ 29,579 (US$ 1,000) 45,684 (US$ 1,568) |
(Note a) (Note a) |
$ 29,579 (US$ 1,000) 45,684 (US$ 1,568) |
$ - - |
$ - - |
$ 29,579 (US$ 1,000) 45,684 (US$ 1,568) |
$ 12,819 495 |
100 49 |
$ 12,819 242 |
$ 67,528 47,762 |
$ - - |
||
| Accumulated Outward |
Investment Amounts Authorized | Upper Limit | on the Amount of | |||||||||||
| Remittance for Investments in Mainland China as of December 31, 2023 |
by the Investment Commission, MOEA |
Investments Stipulated by the Investment Commission, MOEA |
||||||||||||
| $75,263 (US$2,568) | $75,263 (US$2,568) | $20,293,888 |
Note a: The investment in the target company in mainland China was made by investing in an existing company, U-Ming Hong Kong, which was incorporated in a third area (other than Taiwan and mainland China).
Note b: The investment gain (loss) recognized was based on the financial statements audited by an accountant.
- 56 -
TABLE 9
U-MING MARINE TRANSPORT CORPORATION INFORMATION OF MAJOR SHAREHOLDERS DECEMBER 31, 2023
| Name of Major Shareholder | Shares | Shares |
|---|---|---|
| Number of Shares |
Percentage of Ownership (%) |
|
| Asia Cement Corporation | 331,701,152 | 39.25 |
Note: The information of major shareholders presented in this table is provided by the Taiwan Depository & Clearing Corporation based on the number of ordinary shares and preferred shares held by shareholders with ownership of 5% or greater, that have been issued without physical registration (including treasury shares) by the Company as of the last business day for the current quarter. The share capital in the consolidated financial statements may differ from the actual number of shares that have been issued without physical registration because of different preparation basis.
- 57 -
THE CONTENTS OF STATEMENTS OF MAJOR ACCOUNTING ITEMS
ITEM STATEMENT INDEX
MAJOR ACCOUNTING ITEMS IN ASSETS, LIABILITIES AND EQUITY
STATEMENT OF CASH AND CASH EQUIVALENTS STATEMENT OF FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME - CURRENT
STATEMENT OF ACCOUNTS RECEIVABLE STATEMENT OF FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME – NON-CURRENT
STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD STATEMENT OF CHANGES IN PROPERTY, PLANT AND EQUIPMENT
STATEMENT OF DEFERRED INCOME TAX ASSETS STATEMENT OF SHORT-TERM BORROWINGS STATEMENT OF SHORT-TERM BILLS PAYABLE STATEMENT OF OTHER PAYABLES STATEMENT OF BANK LOANS STATEMENT OF DEFERRED INCOME TAX LIABILITIES
MAJOR ACCOUNTING ITEMS IN PROFIT OR LOSS STATEMENT OF OPERATING REVENUE STATEMENT OF OPERATING COSTS STATEMENT OF OPERATING EXPENSES STATEMENT OF LABOR, DEPRECIATION AND AMORTIZATION BY FUNCTION
STATEMENT 1 Note 7
STATEMENT 2 Note 7
STATEMENT 3
Note 10 Note 18 STATEMENT 4 Note 12 Note 13 STATEMENT 5 Note 18
STATEMENT 6 STATEMENT 7 STATEMENT 8 Note 17
- 58 -
STATEMENT 1
U-MING MARINE TRANSPORT CORPORATION
STATEMENT OF CASH AND CASH EQUIVALENTS DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars, Unless Specified Otherwise)
| Item Cash and cash equivalents Cash in banks Checking accounts Time deposits (US$750 thousand and EUR3,800 thousand)(Note) Foreign currency deposits (US$267 thousand, JPY415 thousand and EUR77 thousand) (Note) Postal Giro Demand deposits Cash on hand (US$10 thousand, RMB1 thousand) (Note) Petty cash Total |
**Description ** | Amount | |
|---|---|---|---|
| $ 22,635 152,153 10,885 378 302 186,353 301 166 $ 186,820 |
Note: Based on the exchange rate of US$1:NT$30.705, JPY1:NT$0.2172, RMB1:NT$4.3352, EUR1:NT$33.98, respectively.
- 59 -
STATEMENT 2
U-MING MARINE TRANSPORT CORPORATION
STATEMENT OF ACCOUNTS RECEIVABLE DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)
| Client Related party Asia Cement Corporation Subtotal Unrelated parties Taiwan Power Company Others (Note) Subtotal Total |
Amount | |
|---|---|---|
| $ 16,402 16,402 150,835 3,484 154,319 $ 170,721 |
Note: The amount of individual client included in others does not exceed 5% of the account balance.
- 60 -
STATEMENT 3
U-MING MARINE TRANSPORT CORPORATION
STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD FOR THE YEARS ENDED DECEMBER 31, 2023
(In Thousands of New Taiwan Dollars, Unless Specified Otherwise)
| Annual Changes Balance, January 1, 2023 Additions Decrease Name Par Value (SGD$, HKD$ And NT$) Shares (In Thousands) Amount Shares (In Thousands) Amount Shares (In Thousands) Amount U-Ming Singapore SGD$ 1 150,146 $ 39,023,380 - $ - - $ - U-Ming Hong Kong HKD$ 1 27,000 10,211,682 - - - - Yue-Li NT$ 10 150,000 2,351,350 - - - - Yue-Tung NT$ 10 136,040 2,195,646 - - - - Global Energy Maritime Co., Ltd. NT$ 10 205,410 2,118,686 - - - - U-Ming Marine Offshore NT$ 10 20,400 203,161 - - - - $ 56,103,905 $ - $ - Note a: Including: 1. Share of gain of subsidiaries, associates and joint ventures accounted for using equity method $ 3,052,452 2. Exchange differences on the financial statements of translating foreign operations 18,466 3. Unrealized gain on investments in financial assets at fair value through other comprehensive income 703,761 4. Defined benefit plans actuarial gain 145 5. Investees distribute cash dividends ( 1,838,328) 6. Capital surplus - change in capital surplus from investment in associates and joint ventures accounted for using the equity method 517 7. Gain on revaluation - 8. Retained earnings ( 13) $ 1,937,000 |
Increase (Decrease) in Using the Equity Method (Note a) $ 727,296 638,437 370,607 199,537 74,027 (72,904) $ 1,937,000 |
Balance, December 31, 2023 Shares (In Thousands) % Amount 150,146 100 $ 39,750,676 27,000 100 10,850,119 150,000 68 2,721,957 136,040 74 2,395,183 205,410 40 2,192,713 20,400 51 130,257 $ 58,040,905 |
Balance, December 31, 2023 Shares (In Thousands) % Amount 150,146 100 $ 39,750,676 27,000 100 10,850,119 150,000 68 2,721,957 136,040 74 2,395,183 205,410 40 2,192,713 20,400 51 130,257 $ 58,040,905 |
Balance, December 31, 2023 Shares (In Thousands) % Amount 150,146 100 $ 39,750,676 27,000 100 10,850,119 150,000 68 2,721,957 136,040 74 2,395,183 205,410 40 2,192,713 20,400 51 130,257 $ 58,040,905 |
Net Assets Value $ 39,750,676 10,850,119 2,721,957 2,395,183 2,192,713 130,257 $ 58,040,905 |
Notes | |
|---|---|---|---|---|---|---|---|
| Shares (In Thousands) 150,146 27,000 150,000 136,040 205,410 20,400 |
% 100 100 68 74 40 51 |
||||||
| Note b Note b Note b Note b Note b Note b |
Note b: The amount is calculated based on the investee company’s audited financial statements as of December 31, 2023.
- 61 -
STATEMENT 4
U-MING MARINE TRANSPORT CORPORATION
STATEMENT OF SHORT-TERM BORROWINGS DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)
| Type Credit loans Bank SinoPao CTBC Bank of Taiwan OCBC Bank FEIB MetroBank Taipei Fubon Bank Cathay United Bank Taipei Fubon Bank OCBC Bank Land Bank Land Bank Land Bank Mega Bank Mega Bank |
Balance, End of Year $ 2,500,000 1,500,000 1,200,000 1,000,000 700,000 600,000 560,000 500,000 440,000 390,000 370,000 300,000 50,000 30,000 10,000 $ 10,150,000 |
Contract Period 2023.12.8~2024.2.6 2023.12.21~2024.3.21 2023.12.8~2024.3.7 2023.10.2~2024.1.2 2023.12.11~2024.2.23 2023.12.8~2024.3.8 2023.11.3~2024.2.2 2023.12.21~2024.3.12 2023.11.21~2024.2.21 2023.11.24~2024.2.26 2023.12.15~2024.1.15 2023.12.22~2024.1.15 2023.12.20~2024.1.15 2023.11.22~2025.6.26 2023.11.14~2025.6.26 |
Loan Commitments $ 2,500,000 1,500,000 1,200,000 1,000,000 2,600,000 800,000 560,000 500,000 440,000 500,000 370,000 1,080,000 50,000 1,490,000 10,000 $ 14,600,000 |
Collateral | |
|---|---|---|---|---|---|
Nil Nil Nil Nil (Note 1) Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil |
Note 1: 10,000 thousand of FENC shares, 1,500 thousand of Asia Cement Corporation shares and Cemtex Hunter.
- 62 -
STATEMENT 5
U-MING MARINE TRANSPORT CORPORATION
STATEMENT OF BANK LOANS DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)
| Creditor Bank or Guarantee Bank credit loans Mega International Commercial Bank Chang Hwa Bank Eximbank Mega International Commercial Bank Mega International Commercial Bank Mega International Commercial Bank Bank of Taiwan Bank of Taiwan Chinatrust Commercial Bank Taiwan Cooperative Bank Eximbank Yuanta Bank Yuanta Bank Mega International Commercial Bank Mega International Commercial Bank Mega International Commercial Bank Mega International Commercial Bank |
Contract Period and Repayment 2019.7.30~2024.7.30, lump sum repayment on maturity, interest payment monthly 2020.12.24~2025.12.24, 3-year grace period. After the grace period, the borrower should repay the principal by quarterly installment, interest payment monthly 2022.8.25~2024.8.25, 3-year grace period. Repay the principal every 6 months, interest payment monthly 2023.8.15~2028.8.15, lump sum repayment on maturity, interest payment monthly 2023.11.23~2028.11.23, lump sum repayment on maturity, interest payment monthly 2022.9.16~2025.9.16, lump sum repayment on maturity, interest payment monthly 2022.3.15~2025.3.15, lump sum repayment on maturity, interest payment monthly 2022.6.13~2025.6.13, lump sum repayment on maturity, interest payment monthly 2022.9.12~2027.9.10, lump sum repayment on maturity, interest payment monthly 2023.11.27~2026.11.27, 2-year grace period. After the grace period, the borrower should repay the principal by every 3 months installment, interest payment monthly 2022.3.24~2025.3.24, lump sum repayment on maturity, interest payment monthly 2023.11.15~2025.11.9, lump sum repayment on maturity, interest payment monthly 2023.11.23~2025.11.9, lump sum repayment on maturity, interest payment monthly 2023.11.22~2025.6.26, lump sum repayment on maturity, interest payment monthly 2023.11.24~2025.6.26, lump sum repayment on maturity, interest payment monthly 2023.12.4~2025.6.26, lump sum repayment on maturity, interest payment monthly 2023.12.13~2025.6.26, lump sum repayment on maturity, interest payment monthly |
Balance, December 31, 2023 Expired in A Year Expired after A Year Total Amount $ 1,000,000 $ - $ 1,000,000 400,000 400,000 800,000 70,000 560,000 630,000 - 1,000,000 1,000,000 - 1,000,000 1,000,000 - 1,000,000 1,000,000 - 2,000,000 2,000,000 - 2,000,000 2,000,000 - 500,000 500,000 - 2,500,000 2,500,000 - 700,000 700,000 - 500,000 500,000 - 500,000 500,000 - 60,000 60,000 - 400,000 400,000 - 30,000 30,000 - 50,000 50,000 |
Balance, December 31, 2023 Expired in A Year Expired after A Year Total Amount $ 1,000,000 $ - $ 1,000,000 400,000 400,000 800,000 70,000 560,000 630,000 - 1,000,000 1,000,000 - 1,000,000 1,000,000 - 1,000,000 1,000,000 - 2,000,000 2,000,000 - 2,000,000 2,000,000 - 500,000 500,000 - 2,500,000 2,500,000 - 700,000 700,000 - 500,000 500,000 - 500,000 500,000 - 60,000 60,000 - 400,000 400,000 - 30,000 30,000 - 50,000 50,000 |
|
|---|---|---|---|---|
| Expired in A Year $ 1,000,000 400,000 70,000 - - - - - - - - - - - - - - |
Expired after A Year $ - 400,000 560,000 1,000,000 1,000,000 1,000,000 2,000,000 2,000,000 500,000 2,500,000 700,000 500,000 500,000 60,000 400,000 30,000 50,000 |
Collateral | ||
| Nil Nil (Note 1) Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil |
- 63 -
| Creditor Bank or Guarantee Mizuho Bank Hua Nan Bank The Bank of East Asia |
Contract Period and Repayment 2023.12.28~2026.5.25, lump sum repayment on maturity, interest payment monthly 2023.12.15~2025.7.14, lump sum repayment on maturity, interest payment monthly 2023.12.8~2025.6.12, lump sum repayment on maturity, interest payment monthly |
Balance, December 31, 2023 | Balance, December 31, 2023 | |||
|---|---|---|---|---|---|---|
Note 1: Bulk carrier - Cemtex Excellence.
- 64 -
STATEMENT 6
U-MING MARINE TRANSPORT CORPORATION
STATEMENT OF OPERATING REVENUE FOR THE YEARS ENDED DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)
| Name Cement Carrier Asia Cement No. 1 Asia Cement No. 3 Asia Cement No. 5 Asia Cement No. 6 Panamax Cemtex Hunter Cemtex Excellence Vessel management Vessel leased Bareboat Others Total |
Amount | |
|---|---|---|
| $ 110,487 143,606 152,372 94,980 501,445 240,097 339,777 579,874 492,080 264,720 34,094 1,558 $ 1,873,771 |
||
- 65 -
STATEMENT 7
U-MING MARINE TRANSPORT CORPORATION
STATEMENT OF OPERATING COSTS FOR THE YEARS ENDED DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)
| Item Salaries and bonuses Fuel Chater hire Depreciation expense Port charges Others (Note) Total |
Amount | |
|---|---|---|
| $ 362,037 334,163 264,481 194,547 175,545 192,319 $ 1,523,092 |
Note: The amount of each item in others does not exceed 5% of the account balance.
- 66 -
STATEMENT 8
U-MING MARINE TRANSPORT CORPORATION
STATEMENT OF OPERATING EXPENSES FOR THE YEARS ENDED DECEMBER 31, 2023
(In Thousands of New Taiwan Dollars)
| Item Salaries and bonuses Employees’ compensation & Remuneration to directors Computer fee Professional service fee Depreciation and amortization expense Rental expense Others (Note) Total |
Amount | |
|---|---|---|
| $ 152,284 55,142 43,136 34,737 31,416 26,431 80,024 $ 423,170 |
Note: The amount of each item in others does not exceed 5% of the account balance.
- 67 -