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UCC — Annual Report 2021
Nov 15, 2021
51738_rns_2021-11-15_7b9ddd2d-9d56-43a3-bf9b-cb736bb27167.pdf
Annual Report
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Universal Cement Corporation
Financial Statements for the Years Ended December 31, 2021 and 2020 and Independent Auditors’ Report
INDEPENDENT AUDITORS ’ REPORT
The Board of Directors and Shareholders Universal Cement Corporation
Opinion
We have audited the accompanying financial statements of Universal Cement Corporation (the Corporation), which comprise the balance sheets as of December 31, 2021 and 2020, and the statements of comprehensive income, changes in equity and cash flows for the years then ended, and the notes to the financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Corporation as of December 31, 2021 and 2020, and its financial performance and its cash flows for the years then ended in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) endorsed and issued into effect by the Financial Supervisory Commission (FSC) of Taiwan, the Republic of China (ROC).
Basis for Opinion
We conducted our audits in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants and auditing standards generally accepted in the ROC. Our responsibilities under those standards are further described in the Auditors ’ Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Corporation in accordance with The Norm of Professional Ethics for Certified Public Accountant of the ROC, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements for the year ended December 31, 2021. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
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The key audit matter of the Corporation ’ s financial statements for the year ended December 31, 2021 is stated as follows: Occurrence of sales of concrete products
Refer to Note 4(13) and Note 22, the Corporation mainly manufactures and sells cement, ready mixed concrete and gypsum board panels. The sales amount of some concrete products changed greatly in 2021 and the change can be due to changes in volume or price or both. Sales is the main source of the Corporation ’ s revenue and has a material impact on the Corporation ’ s financial statements. Consequently, occurrence of sales of concrete products is considered as a key audit matter.
Our audit procedures in respect of the above key audit matter are described as follows:
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We understood the design of the Corporation ’ s internal controls on accounting for sales. We tested the implementation and operating effectiveness of the internal controls.
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We selected samples from the sales records, and verified that the products and quantities listed on the delivery orders and the invoices are the same and for the same customers. We noted that the delivery orders are signed by the customers.
Responsibilities of Management and Those Charged with Governance for the Financial Statements
Management is responsible for the preparation and fair presentation of the financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers, and IFRS, IAS, IFRIC, and SIC endorsed and issued into effect by the FSC of the ROC, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Corporation ’ s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Corporation or to cease operations, or has no realistic alternative but to do so.
Those charged with governance, including the audit committee, are responsible for overseeing the Corporation ’ s financial reporting process.
Auditors ’ Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors ’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the auditing standards generally accepted in the ROC 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
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economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with the auditing standards generally accepted in the ROC, 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 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 Corporation ’ 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 Corporation ’ s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors ’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors ’ report. However, future events or conditions may cause the Corporation to cease to continue as a going concern.
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Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
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Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Corporation to express an opinion on the financial statements. We are responsible for the direction, supervision, and performance of the Corporation audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements for the year ended December 31, 2021 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
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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 Chi Chen Lee and Chao Chin Yang.
Deloitte & Touche Taipei, Taiwan
Republic of China
March 28, 2022
Notice to Readers
The accompanying financial statements are intended only to present the financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such financial statements are those generally accepted and applied in the Republic of China.
For the convenience of readers, the auditors ’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors ’ report and financial statements shall prevail.
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Universal Cement Corporation
BALANCE SHEETS DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars)
| ASSETS CURRENT ASSETS Cash (Notes 4 and 6) Financial assets at fair value through profit or loss - current (Notes 4 and 7) Financial assets at fair value through other comprehensive income - current (Notes 4 and 8) Financial assets at amortized cost - current (Notes 4, 9, 10 and 32) Contract assets - current (Notes 4 and 23) Contract assets from related parties - current (Notes 4, 23 and 31) Notes receivable (Notes 4 ,11 and 23) Net Accounts receivable (Notes 4,11 and 23) Accounts receivable from related parties (Notes 4, 11,23 and 31) Other receivables (Notes 4 and 31) Inventories (Notes 4 and 12) Prepayments Other current assets Total current assets NON-CURRENT ASSETS Financial assets at fair value through other comprehensive income - non-current (Notes 4 and 8) Financial assets at amortized cost - non-current (Notes 4, 9, 10 and 32) Investments accounted for using equity method (Notes 4 and 13) Property, plant and equipment (Notes 4 and 14) Right - of - use assets (Notes 4 and 15) Investment properties (Notes 4 and 16) Other intangible assets (Notes 4 and 17) Deferred tax assets (Notes 4 and 25) Prepayments for equipment Other non-current assets Total non-current assets TOTAL LIABILITIES AND EQUITY CURRENT LIABILITIES Short-term borrowings (Notes 4 and 18) Short-term bills payable (Note 4 and 18) Contract liabilities - current (Notes 4 and 23) Notes payable (Note 19) Accounts Payable (Note 19) Accounts Payable to related parties (Notes 19 and 31) Other payables (Note 20 and 31) Current tax liabilities (Notes 25) Lease liabilities - current (Notes 4, 15 and 31) Other current liabilities (Note 20) Total current liabilities NON-CURRENT LIABILITIES Deferred tax liabilities (Notes 4 and 25) Lease liabilities - non-current (Notes 4, 15 and 31) Guarantee deposits Net defined benefit liabilities - non-current (Notes 4 and 21) Total non-current liabilities Total liabilities EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Note 22) Capital stock - common stock Capital surplus Retained earnings Legal reserve Special reserve Unappropriated earnings Total retained earnings Other equity Total equity TOTAL |
December 31, 2021 Amount % $ 104,869 - 6,866 - 2,081,210 9 67 - 2,545 - 4,437 - 395,276 2 1,000,841 4 36,742 - 106,365 1 266,451 1 16,310 - 3,686 - 4,025,665 17 1,709,936 7 4,707 - 11,111,932 46 6,629,770 27 39,323 - 685,616 3 8,051 - 16,702 - 23,287 - - - 20,229,324 83 $ 24,254,989 100 $ 1,780,000 7 1,059,292 4 1,224 - - - 581,335 3 40,529 - 258,827 3 107,052 1 13,445 - 18,590 - 3,860,294 16 1,088,997 5 26,072 - 8,827 - 37,334 - 1,161,230 5 5,021,524 21 6,536,092 27 66,950 - 2,607,075 11 3,185,793 13 6,092,023 25 11,884,891 49 745,532 3 19,233,465 79 $ 24,254,989 100 |
December 31, 2020 | ||
|---|---|---|---|---|
| Amount % $ 125,182 1 - - 1,851,633 8 67 - 5,578 - 4,228 - 362,052 2 796,302 3 52,308 - 592 - 247,290 1 45,918 - 5,159 - 3,496,309 15 1,419,292 6 15,195 - 10,808,078 47 6,414,931 28 27,007 - 194,028 1 7,611 - 5,344 - 640,952 3 380 - 19,532,818 85 $ 23,029,127 100 $ 1,285,000 6 1,039,284 5 565 - 209 - 471,001 2 52,662 - 268,209 1 46,077 - 16,897 - 18,682 - 3,198,586 14 1,089,408 5 10,315 - 8,432 - 66,159 - 1,174,314 5 4,372,900 19 6,536,092 29 65,822 - 2,491,500 11 3,185,793 14 5,838,490 25 11,515,783 50 538,530 2 18,656,227 81 $ 23,029,127 100 |
The accompanying notes are an integral part of the financial statements.
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Universal Cement Corporation
STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| OPERATING REVENUE (Notes 4, 23 and 31) OPERATING COSTS (Notes 12, 21, 24 and 31) GROSS PROFIT OPERATING EXPENSES (Notes 21, 24 and 31) Selling and marketing expenses General and administrative expenses Research and development expenses Expected credit loss (gain) Total operating expenses PROFIT FROM OPERATIONS NON-OPERATING INCOME AND EXPENSES (Notes 13, 24 and 31) Interest income Other income Other gains and losses Interest expenses Share of profit or loss of associates Total non-operating income and expenses PROFIT BEFORE INCOME TAX INCOME TAX EXPENSE (Notes 4 and 25) NET PROFIT FOR THE YEAR OTHER COMPREHENSIVE INCOME (Notes 21, 22 and 25) Items that will not be reclassified subsequently to profit or loss: Remeasurement of defined benefit plans Unrealized gain/(loss) on investments in equity instruments at fair value through other comprehensive income Share of the other comprehensive income or loss of associates accounted for using the equity method |
2021 Amount % $ 4,826,439 100 3,863,835 80 962,604 20 90,348 2 167,842 3 76,718 2 (1,954 ) - 332,954 7 629,650 13 141 - 177,733 4 (9,544) - (20,939) (1) 424,060 9 571,451 12 1,201,101 25 113,023 2 1,088,078 23 10,048 - 199,183 4 50,981 1 |
2020 | ||
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| Amount % $ 4,495,516 100 3,693,613 82 801,903 18 105,770 2 157,467 3 68,246 2 536 - 332,019 7 469,884 11 273 - 178,891 4 (98,927) (2) (23,044) (1) 754,312 17 811,505 18 1,281,389 29 34,137 1 1,247,252 28 (7,712) - (28,404) (1) (346) - (Continued) |
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Universal Cement Corporation
STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)
| Income tax relating to items that will not be reclassified subsequently to profit or loss Items that may be reclassified subsequently to profit or loss: Share of the other comprehensive income of associates accounted for using the equity method Other comprehensive income (loss) for the year, net of income tax TOTAL COMPREHENSIVE INCOME FOR THE YEAR EARNINGS PER SHARE (Note 26) Basic Diluted |
2021 Amount % $ 335 - 260,547 5 (53,545 ) (1 ) (53,545 ) (1 ) 207,002 4 $ 1,295,080 27 $ 1.66 $ 1.66 |
2020 | ||
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| Amount % $ 1,542 - (34,920 ) (1 ) 114,138 3 114,138 3 79,218 2 $ 1,326,470 30 $ 1.91 $ 1.90 |
The accompanying notes are an integral part of the financial statements.
(Concluded)
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Universal Cement Corporation
STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars)
| BALANCE AT JANUARY 1, 2020 Appropriation of 2019 earnings (Note 22) Legal reserve Cash dividends distributed by the Company - NT$ 1 per share Differences between the actual equity value of subsidiaries acquired or disposed and its carrying amounts. ( Note 27) Changes in recognition of associates accounted for using equity method Overdue dividends not collected by shareholders Net profit for the year ended December 31, 2020 Other comprehensive income (loss) for the year ended December 31, 2020, net of income tax Total comprehensive income (loss) for the year ended December 31, 2020 Disposal of investments in equity instruments at fair value through other comprehensive income (Note 8 and 22) BALANCE AT DECEMBER 31, 2020 Appropriation of 2020 earnings (Note 22) Legal reserve Cash dividends distributed by the Company - NT$ 1.1 per share Differences between the actual equity value of subsidiaries acquired or disposed and its carrying amounts. (Note 27) Changes in recognition of associates accounted for using equity method Overdue dividends not collected by shareholders Net profit for the year ended December 31, 2021 Other comprehensive income (loss) for the year ended December 31, 2021, net of income tax |
Capital Stock - Common Stock $ 6,536,092 - - - - - - - - 6,536,092 - - - - - - - |
Capital Surplus $ 41,430 - - 418 418 1,491 22,483 - - - - 65,822 - - 527 605 ( 4 ) - - |
Retained Earnings Legal Reserve Special Reserve Unappropriated Earnings $ 2,377,952 $ 3,185,793 $ 5,449,899 113,548 - ( 113,548 ) - - ( 653,609 ) - - - - - - ( 7,266 ) - - - 1,247,252 - - - - - 1,247,252 - - ( 84,237 ) 2,491,500 3,185,793 5,838,490 115,575 - ( 115,575 ) - - ( 718,970 ) - - - - - - - - - - - 1,088,078 - - - |
Retained Earnings Legal Reserve Special Reserve Unappropriated Earnings $ 2,377,952 $ 3,185,793 $ 5,449,899 113,548 - ( 113,548 ) - - ( 653,609 ) - - - - - - ( 7,266 ) - - - 1,247,252 - - - - - 1,247,252 - - ( 84,237 ) 2,491,500 3,185,793 5,838,490 115,575 - ( 115,575 ) - - ( 718,970 ) - - - - - - - - - - - 1,088,078 - - - |
Retained Earnings Legal Reserve Special Reserve Unappropriated Earnings $ 2,377,952 $ 3,185,793 $ 5,449,899 113,548 - ( 113,548 ) - - ( 653,609 ) - - - - - - ( 7,266 ) - - - 1,247,252 - - - - - 1,247,252 - - ( 84,237 ) 2,491,500 3,185,793 5,838,490 115,575 - ( 115,575 ) - - ( 718,970 ) - - - - - - - - - - - 1,088,078 - - - |
Retained Earnings Legal Reserve Special Reserve Unappropriated Earnings $ 2,377,952 $ 3,185,793 $ 5,449,899 113,548 - ( 113,548 ) - - ( 653,609 ) - - - - - - ( 7,266 ) - - - 1,247,252 - - - - - 1,247,252 - - ( 84,237 ) 2,491,500 3,185,793 5,838,490 115,575 - ( 115,575 ) - - ( 718,970 ) - - - - - - - - - - - 1,088,078 - - - |
Other Equity | Total $ 392,291 - - - 17,217 ) - 79,218 79,218 84,238 538,530 - - - - - - 207,002 |
Total Equity | Total Equity | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Legal Reserve $ 2,377,952 113,548 - - - - - - - 2,491,500 115,575 - - - - - - |
Special Reserve $ 3,185,793 - - - - - - - - 3,185,793 - - - - - - - |
Exchange Differences on Translating Foreign Operations ( $ 1,006,436 ) - - - - - 114,138 114,138 - ( 892,298 ) - - - - - - ( 53,545 ) |
Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Comprehensive Income $ 1,342,691 - - - - - ( 29,936 ) ( 29,936 ) 84,238 1,396,993 - - - - - - 241,879 |
Remeasuremen t of Defined Benefit Plans $ 56,036 - - - - - ( 4,984 ) ( 4,984 ) - 51,052 - - - - - - 18,668 |
**other ** | |||||||||||
( ( ( ( ( ( |
( ( ( |
( ( |
( ( |
( ( |
( ( ( ( |
$17,983,457 - 653,609 ) 418 22,992 ) 22,483 1,247,252 79,218 1,326,470 - 18,656,227 - 718,970 ) 527 605 4 ) 1,088,078 207,002 |
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(Continued)
Universal Cement Corporation
STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars)
| Total comprehensive income (loss) for the year ended December 31, 2021 BALANCE AT DECEMBER 31, 2021 |
Capital Stock - Common Stock - $ 6,536,092 |
Capital Surplus - $ 66,950 |
Retained Earnings Legal Reserve Special Reserve Unappropriated Earnings - - 1,088,078 $ 2,607,075 $ 3,185,793 $ 6,092,023 |
Retained Earnings Legal Reserve Special Reserve Unappropriated Earnings - - 1,088,078 $ 2,607,075 $ 3,185,793 $ 6,092,023 |
Retained Earnings Legal Reserve Special Reserve Unappropriated Earnings - - 1,088,078 $ 2,607,075 $ 3,185,793 $ 6,092,023 |
Retained Earnings Legal Reserve Special Reserve Unappropriated Earnings - - 1,088,078 $ 2,607,075 $ 3,185,793 $ 6,092,023 |
Other Equity | Total 207,002 $ 745,532 |
Total Equity | Total Equity | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Legal Reserve - $ 2,607,075 |
Special Reserve - $ 3,185,793 |
Exchange Differences on Translating Foreign Operations ( 53,545 ) ($ 945,843 ) |
Unrealized Gain (Loss) on Financial Assets at Fair Value Through Other Comprehensive Income 241,879 $ 1,638,872 |
Remeasuremen t of Defined Benefit Plans 18,668 $ 69,720 |
**other ** | |||||||||||
| ( ( |
( |
1,295,080 $19,233,465 |
The accompanying notes are an integral part of the financial statements.
(Concluded)
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Universal Cement Corporation
STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars)
| CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Income before income tax Adjustments for: Depreciation expenses Amortization expenses Expected credit loss (gain) recognized Interest expenses Interest income Dividend income Share of profit of associates Loss (Gain) on disposal of property, plant and equipment net Net gain on fair value changes of financial assets designated as at fair value through profit or loss Gain on disposal of investment properties Gain on disposal of other intangible assets Inventory write-downs Impairment loss on assets Gain on lease modification Changes in operating assets and liabilities Contract assets (Including related parties) Notes receivable Accounts receivable (Including related parties) Other receivables Inventories Prepayments Other current assets Contract liabilities Notes payable (Including related parties) Accounts payable (Including related parties) Other payables Other current liabilities Net defined benefit liability Cash generated from operations Interest received Dividends received Income tax paid Net cash generated from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Financial assets at fair value through other comprehensive income Proceeds from the liquidation of financial assets at fair value through other comprehensive income Increase in financial assets at amortized cost Decrease in financial assets at amortized cost Acquisitions of financial assets at fair value through profit or loss |
2021 $ 1,201,101 114,763 2,992 (1,954) 20,939 (141) (142,112) (424,060) 17 (491) - (2,989) 752 - - 3,531 (33,224) (187,726) (772) (19,913) 29,608 1,473 659 (209) 98,201 (2,555) (92) (18,777 ) 639,021 141 689,375 (63,482 ) 1,265,055 (321,038) - (541) 11,029 (59,033) |
2020 | ||
|---|---|---|---|---|
| $ 1,281,389 93,211 1,511 536 23,044 (273) (137,256) (754,312) (328) - (8,579) - - 103,012 (3) 3,056 (44,157) (66,336) 10,149 (28,323) (26,160) 2,184 (4,411) (361) 22,118 27,951 (9,030) (25,276 ) 463,356 273 504,481 (39,777 ) 928,333 (9,468) 21,039 (9,683) 26,447 - (Continued) |
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Universal Cement Corporation
STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars)
| Acquisitions of investments accounted for using equity method Refunds from financial assets at fair value through profit or loss Payments for property, plant and equipment Refunds from disposal of property, plant and equipment Payments for intangible assets Refunds from disposal of intangible assets Payments for investment properties Refunds from disposal of investment properties Increase in other receivables Dncrease in other receivables Dncrease in other non-current assets Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from short-term borrowings Increase (decrease) in short-term bills payable Proceeds from guarantee deposits received Refund of guarantee deposits received Repayment of the principal portion of lease liabilities Dividends paid to owners of the Company Interest Paid Net cash used in financing activities NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR |
2021 ($ 428,490) 52,658 (191,534) 214 (3,443) 3,000 (210) - (147,000) 42,000 380 (1,042,008 ) 495,000 20,000 655 (260) (19,132) (718,970) (20,653 ) (243,360 ) (20,313) 125,182 $ 104,869 |
2020 ($ 71,820) - (152,316) 330 (1,670) - - 28,364 - - - (168,777 ) 185,000 (260,000) 200 (130) (20,141) (653,613) (22,756 ) (771,440 ) (11,884) 137,066 $ 125,182 |
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The accompanying notes are an integral part of the financial statements.
(Concluded)
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NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
Universal Cement Corporation
1. GENERAL INFORMATION
Universal Cement Corporation (the Company) was incorporated in the Republic of China (ROC) in March 1960. The Company mainly manufactures and sells cement, ready mixed concrete and gypsum board panels.
The Company ’ s shares have been listed on the Taiwan Stock Exchange (TWSE) since February 1971.
The financial statements are presented in the Company ’ s functional currency, New Taiwan dollar.
2. APPROVAL OF FINANCIAL STATEMENTS
The accompanying financial statements were approved by the Company ’ s board of directors on March 28, 2022.
3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS
- a. The initial application of the amendments to the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS (SIC) (collectively, the “ IFRSs ” ) endorsed and issued into effect by the Financial Supervisory Commission (FSC).
The initial application of the amendments to the IFRSs endorsed and issued into effect by the FSC did not have any material impact on the Company ’ s accounting policies.
- b. The IFRSs endorsed by the FSC for application starting from 2022
Effective Date New IFRSs Announced by IASB “ Annual Improvements to IFRS Standards 2018-2020 ” January 1, 2022 (Note 1) Amendments to IFRS 3 “ Reference to the Conceptual January 1, 2022 (Note 2) Framework ” Amendments to IAS 16 “ Property, Plant and Equipment - January 1, 2022 (Note 3) Proceeds before Intended Use ”
Amendments to IAS 37 “ Onerous Contracts - Cost of Fulfilling a January 1, 2022 (Note 4) Contract ”
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Note 1: The amendments to IFRS 9 will be applied prospectively to modifications and exchanges of financial liabilities that occur on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “ Agriculture ” will be applied prospectively to the fair value measurements on or after the annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “ First-time Adoptions of IFRSs ” will be applied retrospectively for annual reporting periods beginning on or after January 1, 2022.
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Note 2: The amendments are applicable to business combinations for which the acquisition date is on or after the beginning of the annual reporting period beginning on or after January 1, 2022.
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Note 3: The amendments are applicable to property, plant and equipment that are brought to the location and condition necessary for them to be capable of operating in the manner intended by management on or after January 1, 2021.
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Note 4: The amendments are applicable to contracts for which the entity has not yet fulfilled all its obligations on January 1, 2022.
As of the date the financial statements were authorized for issue, the Company has assessed that the adoption of other standards or interpretations will not have a significant impact on the Company ’ s financial position and performance.
- c. New IFRSs in issue but not yet endorsed and issued into effect by the FSC
Effective Date Announced by IASB (Note New IFRSs 1)
Amendments to IFRS 10 and IAS 28 “ Sale or Contribution of To be determined by IASB Assets between an Investor and its Associate or Joint Venture ” IFRS 17 “ Insurance Contract ” January 1, 2023 Amendments to IFRS 17 January 1, 2023 Amendments to IFRS 17 “ Initial Application of IFRS 9 and IFRS January 1, 2023 17-Comparative Information ” Amendments to IAS 1 “ Classification of Liabilities as Current or January 1, 2023 Non-current ” Amendments to IAS 1 “ Disclosure of Accounting Policies ” January 1, 2023 (Note 2) Amendments to IAS 8 “ Definition of Accounting Estimates ” January 1, 2023 (Note 3) Amendments to IAS 12 “ Deferred Tax related to Assets and January 1, 2023 (Note 4) Liabilities arising from a Single Transaction ”
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Note 1 : Except for otherwise stated, the newly issued/revised/amended standards or interpretations become effective after the annual reporting period starting on the respective dates.
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Note 2 : The amendments apply to the annual reporting period starting after January 1, 2023 in extension.
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Note 3 : The amendments apply to changes in accounting estimates and changes in accounting policies that occurred during the annual reporting period starting after January 1, 2023.
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Note 4 : Except for deferred taxes that will be recognized on January 1, 2022 for temporary differences associated with leases and decommissioning obligations, the amendments will be applied prospectively to transactions that occur on or after January 1, 2022.
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Amendments to IAS 1 “ Disclosure of Accounting Policies ”
The amendments stated that the Corporation shall determine the information on significant accounting policies to be disclosed based on the definition of materiality. Where it is reasonably expected that the information on significant accounting policies would affect the decisions made by primary users of the financial statement for general purposes based on such financial statements, such information on significant accounting
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policies is material. The amendments also clarified :
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(1) Information on accounting policies related to immaterial transactions, other matters or circumstances is immaterial, and the Corporation is not required to disclose such information.
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(2) The Corporation may determine the information on accounting policies related to immaterial transactions, other matters or circumstances is material due to its nature, even in the case when the amounts are immaterial.
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(3) All information on accounting policies not related to immaterial transactions, other matters or circumstances is material.
In addition, the amendments provided examples describing that the information may be material when it is related to material transactions, other matters or circumstances under the following circumstances:
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(1) The Corporation changed its accounting policies during the reporting period, and such changes resulted in significant changes in the information of the financial statements;
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(2) The Corporation elected applicable accounting policies from options permitted by the standards;
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(3) As no requirement is provided under any specific standards, the Corporation established the accounting policies based on IAS 8 “ Accounting Policies, Changes in Accounting Estimates and Errors ” ;
-
(4) Relevant accounting policies where the Corporation disclosed the decisions that required significant judgments or assumptions; or
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(5) Information that involves complicated accounting requirements and users of the financial statements depends on such information to understand material transactions, other matters or circumstances.
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Amendments to IAS 8 “ Definition of Accounting Estimates ”
The amendments stipulated that accounting estimates are monetary amounts in the financial statements affected by measurement uncertainties. Upon the application of accounting policies, the Corporation may not be able to directly observe, but have to estimate the monetary amounts to measure the items in the financial statements. Therefore, accounting estimates shall be established by using the measuring techniques and inputs to serve such purposes. Where effects arising from the changes in measuring techniques and inputs are not corrections to errors during the previous period, such changes are changes in accounting estimates.
As of the date of approving the issuance of this consolidated financial report, the Group is still evaluating the effects of amendments to other standards and interpretations on the financial positions and financial performance; relevant effects are to be disclosed upon the completion of the evaluation.
4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Statement of compliance
The financial statements have been prepared in accordance with the Regulations Governing
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the Preparation of Financial Reports by Securities Issuers .
- b. Basis of preparation
The 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 Corporationed 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, which are described as follows:
-
1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;
-
2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the assets or liabilities, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
-
3) Level 3 inputs are unobservable inputs for the assets or liabilities.
The equity method is adopted. To align the profit or loss for the year, other comprehensive income, and equity in this individual financial report with the profit or loss attributable to the owner of the Company for the year other comprehensive income, and equity in the Company ’ s consolidated financial report, certain differences in accounting under the individual and consolidated bases are due to the adjustments in “ investments using equity method, ” “ share of profit or loss from subsidiaries and associates using equity method, ” “ share of other comprehensive income from subsidiaries and associates using equity method, ” and relevant items of equity.
- c. Classification of current and non-current assets and liabilities
Current assets include:
-
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:
-
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
-
3) Liabilities for which the Corporation 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.
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d. Foreign currencies
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In preparing the financial statements of each individual Corporation entity, transactions in currencies other than the entity ’ s functional currency (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.
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 on 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 not retranslated.
For the purpose of presenting financial statements, the functional currencies of the Corporation entities (including subsidiaries in other countries that use currencies which are different from the currency 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 (attributed to the owners of the Company and non-controlling interests as appropriate).
e. Inventories
Inventories consist of raw materials and supplies, merchandise, finished goods and work-in-process. Inventories are stated at the lower of cost or net realizable value. Inventory write-downs are made by item, except where it may be appropriate to Corporation similar or related items. The net realizable value is the estimated selling price of inventories less all estimated costs of completion and costs necessary to make the sale. Inventories are recorded at the weighted-average cost on the balance sheet date.
- f. Investments in subsidiaries
Equity method is adopted for investments in subsidiaries.
A subsidiary is an entity in which that the Company has control.
Under the equity method, the investments are initially recognized at costs, and the subsequent carrying amount upon acquisition shall increase/decrease according to the share of profit or loss from subsidiaries and other comprehensive income, and profit allocation entitled to the Company. In addition, changes in other interests in subsidiaries entitled to the Company are recognized according to the shareholding.
Changes in the Company's ownership interests in subsidiaries not resulting in the loss of control are accounted for as equity transactions. The differences between the carrying amount of investments and the fair value of the paid or received consideration are directly recognized as equity.
Where the Company's share of loss from a subsidiary equal to or exceeds the interests in the
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subsidiary (including the carrying amount of the subsidiary using equity method and other long-term interests substantially are a part of net investments of the Company in the subsidiary), the Company continues to recognize losses according to the shareholding.
Where the acquisition costs exceed the share of net fair value of the subsidiary's identifiable assets and liabilities entitled to the Company on the date of acquisition, such amount is recognized as goodwill. Goodwill is included in the carrying amount of such investments and shall not be amortized. The exceeding amount of the share of net fair value of the subsidiary's identifiable assets and liabilities entitled to the Company on the date of acquisition to the acquisition costs is recognized as gains of the year.
For impairment evaluation, the Company considers cash-generating units (the "CGUs") and compares its recoverable amount based on the individual financial report, as a whole. Subsequently, where the recoverable amount of the assets increases, the Company recognizes the reversal of impairment loss as gains. However, the carrying amount of the assets less the reversal of impairment loss shall not exceed the carrying amount of the asset less the amortization should have been recognized under the condition where no impairment loss is recognized.
When losing control over a subsidiary, the Company measure its remaining investments in its former subsidiary based on the fair value on the date when control is lost. The differences between the fair value of the remaining investments and any consideration from disposals, and the carrying amount of the investment on the date when control is lost are recognized in profit or loss for the year. Furthermore, the accounting for all amounts related to the subsidiary that is recognized in other comprehensive income shall be on the basis required for the Company in direct disposals of assets or liabilities.
The unrealized gain or loss from downstream transactions between the Company and its subsidiaries is written off in the individual financial report. Gain or loss from upstream and side stream transactions between the Company and its subsidiaries are recognized in the individual financial report, to the extent where the Company is not related to the interests of subsidiaries.
- g. Investment in associates
An associate is an entity over which the Corporation has significant influence and that is neither a subsidiary nor an interest in a joint venture.
The Corporation uses the equity method to account for its investments in associates.
Under the equity method, an investment in an associate is initially recognized at cost and adjusted thereafter to recognize the Corporation ’ s share of the profit or loss and other comprehensive income of the associate. The Corporation also recognizes the changes in the Corporation ’ s share of equity of associates.
Any excess of the cost of acquisition over the Corporation ’ s share of the net fair value of the identifiable assets and liabilities of an associate at the date of acquisition is recognized as goodwill, which is included within the carrying amount of the investment and is not amortized. Any excess of the Corporation ’ s share of the net fair value of the identifiable assets and liabilities over the cost of acquisition, after reassessment, is recognized immediately in profit or loss.
When the Corporation subscribes for additional new shares of the associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Corporation ’ s proportionate interest in the associate. The Corporation records such a difference as an adjustment to investments with the – corresponding amount charged or credited to capital surplus changes in capital surplus from
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investments in associates accounted for using the equity method. If the Corporation ’ s ownership interest is reduced due to the additional subscription of the new shares of 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 Corporation ’ 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 Corporation ’ s net investment in the associate), the Corporation discontinues recognizing its share of further losses. Additional losses and liabilities are recognized only to the extent that the Corporation has incurred legal obligations, or constructive obligations, or made payments on behalf of that associate.
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.
The Corporation discontinues the use of the equity method from the date on which its investment ceases to be an associate. Any retained investment is measured at fair value at that date and the fair value is regarded as its fair value on initial recognition as a financial asset. The difference between the previous carrying amount of the associate attributable to the retained interest and its fair value is included in the determination of the gain or loss on disposal of the associate. The Corporation accounts for all amounts previously recognized in other comprehensive income in relation to that associate on the same basis as would be required had that associate directly disposed of the related assets or liabilities.
When a Corporation entity transacts with its associate, profits and losses resulting from the transactions with the associate are recognized in the Corporation ’ s financial statements only to the extent that interests in the associate are not related to the Corporation.
h. Property, plant and equipment
Property, plant and equipment are measured at cost, less accumulated depreciation and accumulated impairment loss.
Property, plant and equipment in the course of construction are measured 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 intended use.
Depreciation on property, plant and equipment is recognized using the straight-line method. 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 effect of any changes in estimate accounted for on a prospective basis.
On derecognition of an item of property, plant and equipment, the difference between the sales proceeds and the carrying amount of the asset is recognized in profit or loss.
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i. Investment properties
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Investment properties are properties held to earn rentals and/or for capital appreciation. Investment properties also include land held for a currently undetermined future use.
Investment properties are initially measured at cost, including transaction costs. Subsequent to initial recognition, investment properties are measured at cost less accumulated depreciation and accumulated impairment loss. Depreciation is recognized using the straight-line method.
For a transfer of classification from property, plant and equipment to investment properties, the deemed cost of the property for subsequent accounting is its carrying amount at the end of owner-occupation.
On derecognition of an investment property, the difference between the net disposal proceeds and the carrying amount of the asset is included in profit or loss.
- j. Intangible assets
Intangible assets with finite useful lives that are acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment loss. Amortization is recognized on a straight-line basis. The estimated useful life, residual value, and amortization method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.
On derecognition of an intangible asset, the difference between the net disposal proceeds and the carrying amount of the asset is recognized in profit or loss.
- k. Impairment of property, plant and equipment, investment properties, right-of-use assets and intangible assets
At the end of each reporting period, the Corporation reviews the carrying amounts of its property, plant and equipment, investment properties, right-of-use assets and intangible assets to determine whether there is any indication that those assets have suffered any impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual asset, the Corporation estimates the recoverable amount of the cash-generating unit to which the asset belongs. Corporate assets are allocated to the individual cash-generating units on a reasonable and consistent basis of allocation.
The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is estimated to be less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, with the resulting impairment loss recognized in profit or loss.
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.
- l. Financial instruments
Financial assets and financial liabilities are recognized when a Corporation entity 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 issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through profit or loss) are added
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to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.
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 FVTPL, financial assets at amortized cost and investments in equity instruments at FVTOCI
- i. Financial assets at FVTPL
Financial assets are classified as at FVTPL when such a financial asset is mandatorily classified or designated as at FVTPL. Financial assets mandatorily classified as at FVTPL include investments in equity instruments which are not designated as at FVTOCI and debt instruments that do not meet the amortized cost criteria or the FVTOCI criteria.
Financial assets at FVTPL are subsequently measured at fair value, with dividends or interest and any remeasurement gains or losses on such financial assets are recognized in other gains or losses. Fair value is determined in the manner described in Note 30.
ii. 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, notes receivable, accounts receivable, other receivables and financial assets at amortized cost, 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 such 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 such financial assets; 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
-
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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:
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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.
Cash equivalents include time deposits with original maturities within 3 months from the date of acquisition, which are highly liquid, readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. These cash equivalents are held for the purpose of meeting short-term cash commitments.
- iii. Investments in equity instruments at FVTOCI
On initial recognition, the Corporation may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation 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, it will be transferred to retained earnings.
Dividends on these investments in equity instruments are recognized in profit or loss when the Corporation ’ s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.
- b) Impairment of financial assets and contract assets
The Corporation recognizes a loss allowance for expected credit losses on financial assets at amortized cost (including accounts receivable), as well as contract assets.
The Corporation always recognizes lifetime expected credit losses (i.e. ECLs) on accounts receivable and contract assets. For all other financial instruments, the Corporation recognizes lifetime ECLs when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on a financial instrument has not increased significantly since initial recognition, the Corporation measures the loss allowance for that financial instrument at an amount equal to 12-month ECLs.
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
-
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12 months after the reporting date.
For internal credit risk management purposes, the Corporation determines that the following situations indicate that a financial asset is in default (without taking into account any collateral held by the Corporation):
-
i. Internal or external information shows that the debtor is unlikely to pay its creditors.
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ii. When a financial asset is more than 365 days past due unless the Corporation has reasonable and corroborative information to support a more lagged default criterion.
The impairment loss of all financial assets is recognized in profit or loss by a reduction in their carrying amounts through a loss allowance account.
- c) Derecognition of financial assets
The Corporation derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.
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. However, on derecognition of an investment in an equity instrument at FVTOCI, the cumulative gain or loss which had been recognized in other comprehensive income is transferred directly to retained earnings, without recycling through profit or loss.
2) Equity instruments
Equity instruments issued by a Corporation entity are classified as equity in accordance with the substance of the contractual arrangements and the definitions of an equity instrument.
Equity instruments issued by a Corporation entity are recognized at the proceeds received, net of direct issue costs.
The repurchase of the Company ’ s own equity instruments is recognized in and deducted directly from equity. No gain or loss is recognized in profit or loss on the purchase, sale, issuance or cancellation of the Company ’ s own equity instruments.
3) Financial liabilities
All the financial liabilities are measured at amortized cost using the effective interest method.
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.
m. Revenue recognition
The Corporation identifies contracts with customers, allocates the transaction price to the performance obligations and recognizes revenue when performance obligations are satisfied.
Revenue from the sale of goods comes from sales of cement, ready mixed concrete and gypsum board panels. Sales of cement, ready mixed concrete and gypsum board panels are recognized as revenue when the goods are shipped because it is the time when the customer
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has full discretion over the manner of distribution, has the primary responsibility for sales to future customers and bears the risks of obsolescence. Accounts receivable and contract assets are recognized concurrently. Certain payments, which are retained by the customer as specified in the contract, are intended to ensure that the Corporation adequately completes all of its contractual obligations. Such retention receivables are recognized as contract assets until the Corporation satisfies its performance obligations. When the customer initially purchases cement, the transaction price received is recognized as a contract liability until the goods have been delivered to the customer.
n. Leases
At the inception of a contract, the Corporation assesses whether the contract is, or contains, a lease.
1) The Corporation as lessor
Leases are classified as finance leases whenever the terms of a lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.
Lease payments (less any lease incentives payable) from operating leases are recognized as income on a straight-line basis over the terms of the relevant leases.
When a lease includes both land and building elements, the Corporation assesses the classification of each element separately as a finance or an operating lease based on the assessment as to whether substantially all the risks and rewards incidental to ownership of each element have been transferred to the lessee. The lease payments are allocated between the land and the building elements in proportion to the relative fair values of the leasehold interests in the land element and building element of the lease at the inception of a contract. If the allocation of the lease payments can be made reliably, each element is accounted for separately in accordance with its lease classification. When the lease payments cannot be allocated reliably between the land and building elements, the entire lease is generally classified as a finance lease unless it is clear that both elements are operating leases; in which case, the entire lease is classified as an operating lease.
2) The Corporation as lessee
The Corporation recognizes right-of-use assets and lease liabilities for all leases at the commencement date of a lease, except for short-term leases and low-value asset leases accounted for by applying recognition exemption where lease payments are recognized as expenses on a straight-line basis over the lease terms.
Right-of-use assets are initially measured at cost, which comprises the initial measurement of lease liabilities. Right-of-use assets are subsequently measured at cost less accumulated depreciation and impairment losses and adjusted for any remeasurement of the lease liabilities. Right-of-use assets are presented on a separate line in the balance sheets.
Right-of-use assets are depreciated using the straight-line method from the commencement dates to the earlier of the end of the useful lives of the right-of-use assets or the end of the lease terms.
Lease liabilities are initially measured at the present value of the lease payments. The lease payments are discounted using the interest rate implicit in a lease, if that rate can be readily
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determined. If that rate cannot be readily determined, the Corporation uses the lessee ’ s incremental borrowing rate.
Subsequently, lease liabilities are measured at amortized cost using the effective interest method, with interest expense recognized over the lease terms. The Corporation remeasures the lease liabilities with a corresponding adjustment to the right-of-use-assets. However, if the carrying amount of the right-of-use assets is reduced to zero, any remaining amount of the remeasurement is recognized in profit or loss. Lease liabilities are presented on a separate line in the balance sheets.
o. Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalization. Other than stated above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred.
p. Employee benefits
1) Short-term employee benefits
Liabilities recognized in respect of short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in exchange for the related service.
2) Retirement benefits
Payments to defined contribution retirement benefit plans are recognized as an expense when employees have rendered service 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 costs (including current service cost, as well as gains and losses on settlements) and net interest on the net defined benefit liability (asset) are recognized as employee benefits expense in the period 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 liability (asset) represents the actual deficit (surplus) in the Corporation ’ 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.
q. Taxation
Income tax expense represents the sum of the tax currently payable and deferred tax.
1) Current tax
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The Corporation determines its current income (loss) according to the regulations established by the jurisdictions of the tax return to calculate its income tax payable (recoverable).
According to the Income Tax Law of ROC, an additional tax of unappropriated earnings is provided for as income tax in the year the shareholders approve to retain the earnings.
Adjustments of prior years ’ tax liabilities are added to or deducted from the current years ’ 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.
Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and associates, except where the Corporation is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. A previously unrecognized deferred tax asset is also reviewed at the end of each reporting period and recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
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 Corporation 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
Current and deferred tax 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 tax are also recognized in other comprehensive income or directly in equity respectively.
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5. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
In the application of the Corporation's accounting policies, management is required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.
The Corporation included the economic effects caused by COVID-19 into its consideration for significant accounting estimates. The management will continue to examine the estimated and basic assumptions. Where the amendments to estimates only affect the current period, such amounts shall be recognized during the period when the amendments occurred. Where the amendments to estimates affect the current and future periods, such amounts shall be recognized during the period when the amendments occurred and in the future period.
The accounting policies adopted by the Corporation do not involve material accounting judgments, estimations and assumptions.
6. CASH AND CASH EQUIVALENTS
| CASH AND CASH EQUIVALENTS | |||
|---|---|---|---|
| Cash on hand Checking accounts and demand deposits |
**December 31 ** | ||
| 2021 $ 282 104,587 $ 104,869 |
2020 $ 413 124,769 $ 125,182 |
7. FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS
| Non-derivative financial assets Listed shares and emerging market shares Investments in equity instruments at FVTOCI-Non-current |
December 31 | |
|---|---|---|
| 2021 2020 $ 6,866 - |
8. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
| Investments in equity instruments at FVTOCI-Current Domestic investments Listed shares and emerging market shares Investments in equity instruments at FVTOCI-Non-current Domestic investments Listed OTC Private Equity Unlisted shares |
December 31 | December 31 | December 31 | ||
|---|---|---|---|---|---|
| 2021 $ 2,081,210 $ 271,050 1,438,886 $ 1,709,936 |
|||||
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These investments in equity instruments are held for medium to strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in these investments ’ fair value in profit or loss would not be consistent with the Group ’ s strategy of holding these investments for strategic purposes.
Chia Huan Tung Cement Corporation completed its liquidation and returned a share capital of $21,039 thousand during 2020. Relevant other interests – unrealized losses on financial assets at fair value through other comprehensive income of $84,238 thousand are transferred to retained earnings.
The merged company subscribed 13,000 thousand shares of Lingguang private common stock in November 2020, totaling 305,370 thousand yuan. The above-mentioned shares have not passed the lock-up period of 3 years. Because it is a strategic investment, it is designated to be measured at fair value through other comprehensive gains and losses.
9. FINANCIAL ASSETS AT AMORTIZED COST
| Current Time deposits with original maturity of more than 3 months (a) Pledged time deposits (a) Non-current Pledged time deposits (a) Refundable deposits |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ - 67 $ 67 $ - 4,707 $ 4,707 |
2020 $ - 67 $ 67 $ 10,488 4,707 $ 15,195 |
-
a. The ranges of interest rates for time deposits with original maturities of more than 3 months were approximately 0.815% and 0.13%-0.815% per annum as of December 31, 2021 and 2020, respectively. The information on pledged time deposits is set out in Note 32.
-
b. Refer to Note 10 for information relating to the credit risk management and impairment of investments in financial assets at amortized cost.
10. CREDIT RISK MANAGEMENT FOR INVESTMENTS IN DEBT INSTRUMENTS
Investments in debt instruments were classified as at amortized cost.
| Financial assets at amortized cost - current Financial assets at amortized cost - non-current |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 67 4,707 $ 4,774 |
2020 $ 67 15,195 $ 15,262 |
The Company invests only in debt instruments that have low credit risk for the purpose of impairment assessment. The credit rating information is supplied by independent rating agencies. In determining the expected credit losses for debt instrument investments, the Company considers the historical default rates of each credit rating supplied by external rating agencies, the current
- 28 -
financial condition of debtors, and the future prospects of the industries. Due to the debt instrument investments have low credit risk and sufficient ability to settle contractual cash flows, as of December 31, 2021 and 2020, no expected credit losses have been recognized in financial assets measured at amortized cost.
11. NOTES RECEIVABLE, ACCOUNTS RECEIVABLE (INCLUDING RELATED PARTIES)
| Notes receivable At amortized cost Notes receivable - operating Notes receivable - non-operating Accounts receivable (Including related parties) At amortized cost Less: Allowance for impairment loss |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 395,276 $ 395,276 $ 1,040,873 3,290 $ 1,037,583 |
2020 $ 360,273 1,779 $ 362,052 $ 853,683 5,073 $ 848,610 |
The average collection period for receivables due to sales was between 30 to 90 days. No interest was charged on accounts receivable.
In order to minimize credit risk, the management of the Company has delegated a team responsible for determining credit limits, credit approvals and other monitoring procedures to ensure that follow-up action is taken to recover overdue debts. In addition, the Company reviews the recoverable amount of each individual trade debt at the end of the reporting period to ensure that adequate allowance is made for possible irrecoverable amounts. In this regard, the management believes the Company ’ s credit risk was significantly reduced.
The Company applies the simplified approach to providing for expected credit losses prescribed, which permits the use of lifetime expected loss provision for all accounts receivable. The expected credit losses on accounts receivable 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 an account receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery. For account 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.
Notes receivable
The Company analyzed notes receivable was not past due based on past due status, and the Company did not recognize an expected credit loss for notes receivable as of December 31, 2021 and 2020.
Accounts receivable (Including related parties)
The following table details the loss allowance of accounts receivables based on the Company ’ s provision matrix.
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December 31, 2021
| Less than | Less than | 31 to 60 | 61 to 90 | 91 to 120 | 91 to 120 | 121 to 150 | 121 to 150 | 151 to 365 | 151 to 365 | Over 365 | Over 365 | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 30 Days | Days | Days | Days | Days | Days | Days | Total | |||||||||||
| Expected credit loss rate | 0.05% | 0.14% | 0.41% | 1.52% | 7.17% | 16.16%~ | 100% | |||||||||||
| 23.42% | ||||||||||||||||||
| Gross carrying amount |
$824,965 | $136,489 | $ 53,953 | $ | 21,972 | $ | 1,041 |
$ | 243 |
$ | 3,703 |
$1,040,873 | ||||||
| Loss allowance (Lifetime |
( | 202 ) |
( | 191 ) |
( | 221 ) |
( | 334 ) | ( | 75 ) | ( | 57 ) | ( | 3,703 ) | ( | 3,290) |
||
| ECL) |
||||||||||||||||||
| Amortized cost |
$824,763 | $136,298 | $ 53,732 | $ | 21,638 | $ | 966 |
$ | 186 |
$ | - |
$1,037,583 | ||||||
| December 31, 2020 | ||||||||||||||||||
| Less than | 31 to 60 | 61 to 90 | 91 to 120 | 121 to 150 | 151 to 365 | Over 365 | ||||||||||||
| 30 Days | Days | Days | Days | Days | Days | Days | Total | |||||||||||
| Expected credit loss rate | 0.03% | 0.09% | 0.29% | 1.33% | 6.54% | 11.28%~ | 100% | |||||||||||
| 15.03% | ||||||||||||||||||
| Gross carrying amount |
$680,182 | $101,273 | $ 53,084 | $ | 9,697 |
$ | 5,132 |
$ | 612 |
$ | 3,703 |
$853,683 | ||||||
| Loss allowance (Lifetime |
( | 116 ) |
( | 87 ) |
( | 155 ) |
( | 129 ) | ( | 336 ) | ( | 547 ) | ( | 3,703 ) | ( | 5,073 ) |
||
| ECL) |
||||||||||||||||||
| Amortized cost |
$680,066 | $101,186 | $ 52,929 | $ | 9,568 |
$ | 4,796 |
$ | 65 |
$ | - |
$848,610 |
The movements of the loss allowance of contract asset and accounts receivable (Including related parties) were as follows:
December 31, 2021
| Contract Asset (Including related parties) Accounts Receivable (Including related parties) Balance at January 1, 2021 $ 2,452 $ 5,073 Add: Net remeasurement of loss allowance ( 707 ) (1,247) Less: Amounts written off - ( 536 ) ( Balance at December 31, 2021 $ 1,745 $ 3,290 December 31,2020 Contract Asset (Including related parties) Accounts Receivable (Including related parties) Balance at January 1, 2020 $ 3,063 $ 3,926 Add: Net remeasurement of loss allowance ( 611 ) 1,147 Less: Amounts written off - ( 139 ) ( Balance at December 31, 2020 $ 2,452 $ 5,073 |
Total $ 7,525 (1,954) 536 ) $ 5,035 Total $ 6,989 536 139 ) $ 7,525 |
|---|---|
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12. INVENTORIES
| Finished goods Work in process Raw materials and supplies |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 81,421 9,872 175,158 $ 266,451 |
2020 $ 72,136 10,184 164,970 |
||
| $ 247,290 |
The cost of inventories recognized as cost of goods sold for the years ended December 31, 2021 and 2020 was $ 3,693,613 thousand and $ 3,653,929 thousand, respectively.
13. INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD
| Investments in Subsidiaries Investments in Associates a. Investments in Subsidiaries Chiayi Concrete Industrial Corporation Huanchung Cement International Corporation Kaohsiung Harbor Transport Company Universal Investment Corporation Universal Concrete Industrial Corporation Uneo Incorporated Li Yong DevelopmentCorporation. |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 2020 $ 1,219,359 $ 730,829 9,892,573 10,077,249 $ 11,111,982 $ 10,808,078 **December 31 ** |
2020 $ 730,829 10,077,249 |
||
| $ 10,808,078 | |||
| 2021 $ 40,619 112,282 97,490 768,307 137,759 43,336 19,566 $ 1,219,359 |
2020 $ 40,737 105,232 98,044 315,031 106,396 45,389 20,000 |
||
| $ 730,829 |
| Proportion of Ownership and Voting Rights Percentage Chiayi Concrete Industrial Corporation. Huanchung Cement International Corporation. Kaohsiung Harbor Transport Company. Universal Investment Corporation. Universal Concrete Industrial Corporation (note 1) Uneo Incorporated. Li Yong DevelopmentCorporation. (note 2) |
**December 31 ** |
|---|---|
| 2021 2020 86.63% 86.63% 69.99% 69.99% 100.00% 100.00% 100.00% 100.00% 58.12% 57.19% 100.00% 100.00% 100.00% 100.00% |
Note 1: Between June and August 2021 and October 2020, the Company acquired 124 thousand shares and 165 thousand shares held by the non-controlling interest of Universal Concrete Industrial Corporation, and increase in shareholding
- 31 -
b. Investments in Associates
| Material associate Lioho Machine Works Ltd. Associates that are not individually material Tainan Concrete Industrial Corporation |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 9,810,809 81,764 $ 9,892,573 |
2020 $ 10,023,459 53,790 |
||
| $ 10,077,249 |
| 1. Material associates Name of Associate Lioho Machine Works Ltd. |
Proportion of Ownership and Voting Rights |
|---|---|
| **December 31 ** | |
| 2021 2020 29.86% 29.86% |
Refer to Table 6 “ Information on Investees ” for the nature of activities, principal place of business and country of incorporation of the associates.
The share of net income and other comprehensive income from associates under equity method were accounted for based on the audited financial statements.
The summarized financial information below represents amounts shown in the financial statements of Lioho Machine Works Ltd. which were prepared in accordance with IFRSs and adjusted by the Company for equity accounting purposes.
| Equity Operating revenue Net profit for the year Other comprehensive loss Dividends received from Lioho Machine Works Ltd. |
December 31 | December 31 | |
|---|---|---|---|
| 2021 2020 $ 32,856,494 $ 33,568,622 For the Year Ended December 31 |
|||
| 2021 $ 7,518,260 $ 1,240,141 $ (154,295) $ 537,489 |
2020 $ 4,505,629 $ 2,367,104 $ 378,456 $ 358,326 |
- Associates that are not individually significant
| Share of the company Net profit for the year Other comprehensive income Total comprehensive income |
For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|
| 2021 2020 $ 2,594 $ 969 ( 589 ) ( 464 ) $ 2,005 $ 505 |
Profit and Loss of affiliated enterprise of equity method and other comprehensive P&L are recognized according to the financial statements of respective affiliated enterprises under the same period which is audited by CPA.
- 32 -
14. PROPERTY, PLANT AND EQUIPMENT
| Cost Balance at January 1, 2020 Additions Disposals Reclassification from investment properties Balance at December 31, 2020 Accumulated depreciation and impairment Balance at January 1, 2020 Depreciation expense Disposals Reclassification from investment properties Impairment loss Balance at December 31, 2020 Carrying amounts at December 31, 2020 Cost Balance at January 1, 2021 Additions Disposals Reclassification from investment properties Balance at December 31, 2021 Accumulated depreciation and impairment Balance at January 1, 2021 Depreciation expense Disposals Balance at December 31, 2021 Carrying amounts at December 31, 2021 |
Land $ 4,474,972 - - ( $4,879,453 - - - ( - - $ - $4,879,453 $ 4,879,453 - - ( (491,945) $4,387,508 $ - - - ( $ - $4,387,508 |
Buildings Machinery and equipment Transportatio n equipment Other equipment Constructio n in progress $ 1,595,995 $ 3,099,884 $ 393,831 $ 726,263 $ 564,611 41,438 65,912 19,886 29,589 5,299 380) ( 3,432) ( 9,058) ( 22,278) - ( $1,648,906 $3,162,364 $ 404,659 $ 733,574 $ 569,910 $ 1,081,618 $ 2,959,217 $ 350,182 $ 543,590 $ - 20,218 27,393 9,001 15,758 - 380) ( 3,430) ( 9,058) ( 22,278) - ( 12,097 - - - - - - - 7 - $1,113,553 $2,983,180 $350,125 $537,077 $ - $535,353 $179,184 $ 54,534 $196,497 $569,910 $ 1,648,906 $ 3,162,364 $ 404,659 $ 733,574 $ 569,910 358,602 64,748 104,134 25,226 249,380 39) ( 6,864) ( 5,812) ( 10,336) - ( - - - - ( ) $2,007,469 $3,220,248 $502,981 $748,464 $819,290 $ 1,113,553 $ 2,983,180 $ 350,125 $ 537,077 $ - 22,619 33,272 20,006 19,118 - 12) ( 6,660) ( 5,812) ( 10,336) - ( $1,136,160 $3,009,792 $364,379 $545,859 $ - $871,309 $210,456 $138,602 $202,605 $819,290 |
( ( ( ( |
Total $10,855,556 162,124 35,148) $11,398,866 |
|---|---|---|---|---|
| $ 4,934,607 72,370 35,146) 12,097 7 $4,983,935 $6,414,931 $11,398,866 802,090 23,051) 491,945 |
||||
| $11,685,960 | ||||
| $ 4,983,935 95,075 22,820) $5,056,190 $6,629,770 |
Part of the equipment of the company's building materials business department has been idle, and the estimated future recoverable amount is less than the book amount.; therefore, the Company recognized an impairment loss of NT$103,012 thousand and included it under the item of non-operating expenses during 2020.
The future recoverable amount is determined using the replacement cost method, taking into account all costs required to replace or build an entirely new asset under the current condition, less the physical depreciation, functional depreciation, and economic depreciation incurred to the assets of appraisal.
The above items of property, plant and equipment are depreciated on a straight-line basis over the estimated useful lives as follows:
Buildings Main buildings Outbuildings and construction
20-60 years 2-16 years
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Engineering systems Machinery and equipment Transportation equipment Other equipment
9-16 years 2-17 years 2-7 years 2-20 years
15. LEASE ARRANGEMENTS
a. Right-of-use assets
| Carrying amounts Buildings Machinery Additions to right-of-use assets (Note) Depreciation charge for right-of-use assets Buildings Machinery |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 31,206 8,117 $ 39,323 For the Year Ended |
2020 $ 19,658 7,349 |
||
| $ 27,007 | |||
| December 31 | |||
| 2021 $ 31,491 $ 16,033 3,088 $ 19,121 |
2020 $ 12,780 |
||
| $ 17,236 2,958 |
|||
| $ 20,194 |
Except for depreciation expenses added and recognized above, the right-of-use asset did not encounter underlying sub-lease or loss in value. b. Lease liabilities
| Carrying amounts Current Non-current |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 16,897 $ 10,315 |
2020 $ 16,897 |
||
| $ 10,315 |
Ranges of discount rates for lease liabilities were as follows:
| Buildings Machinery |
December 31 |
|---|---|
| 2021 2020 0.9% 0.9% 0.9%~1% 0.9%~1% |
c. Other lease information
| Expenses relating to short-term leases Expenses relating to low-value assets leases Total cash outflow for leases |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2021 $ 3,812 $ 208 $ 23,401 |
2020 $ 2,268 |
||
| $ 218 | |||
| $ 22,923 |
The Company leases certain assets which qualify as short-term leases and low-value asset leases. The Company has elected to apply the recognition exemption and thus, did not
- 34 -
recognize right-of-use assets and lease liabilities for these leases.
16. INVESTMENT PROPERTIES
| Cost Balance at January 1 , 2020 Disposals Reclassification to property, plant and equipment Balance at December 31, 2020 Accumulated depreciation and impairment Balance at January 1 , 2020 Depreciation expense Disposals Reclassification to property, plant and equipment Balance at December 31, 2021 Carrying amounts at December 31, 2020 Cost Balance at January 1, 2021 Disposals Reclassification to property, plant and equipment Balance at December 31, 2021 Accumulated depreciation and impairment Balance at January 1, 2021 Depreciation expense Balance at December 31, 2021 Carrying amounts at December 31, 2021 |
( ( |
Land $ 658,128 13,708 ) 404,481 ) $ 239,939 $ 61,135 - - $ 61,135 $ 178,804 Land $ 239,939 210 491,945 $ 732,094 $ 61,135 - $ 61,135 $ 670,959 |
( ( ( ( |
Buildings $ 135,894 7,439 ) ( 11,853 ) ( $ 116,602 $ 114,190 647 1,362 ) ( 12,097 ) ( $ 101,378 $ 15,224 Buildings $ 116,602 $ 116,602 $ 101,378 567 $ 101,945 $ 14,657 |
Total $ 794,022 21,147 ) 416,334 ) $ 356,541 $ 175,325 647 1,362 ) 12,097 ) $ 162,513 $ 194,028 (Continued) Total $ 356,541 210 491,945 $ 848,696 $ 162,513 567 $ 163,080 $ 685,616 (Concluded) |
|---|---|---|---|---|---|
As of December 31, 2021 and 2020, the Company has not yet completed the property registration of the land amounting to $95,548 thousand and $95,338 thousand because of the restriction in the regulations but the property has been secured with mortgage registration.
- 35 -
The investment properties are depreciated using the straight-line method over 61 years of useful lives.
The fair values of the investment properties of the company as at December 31, 2021 and 2020 were $1,564,230 thousand and $1,478,067 thousand respectively. The fair values were determined by the independent appraisal company on each balance sheet date in the past three years with reference to similar real estate The fair value of the transaction price is based on market evidence, or the company's management refers to the actual transaction price in nearby areas.
The maturity analysis of lease payments receivable under operating leases of investment properties at December 31, 2021 and 2020 was as follows:
| properties at December 31, 2021 and 2020 was as follows: | ||
|---|---|---|
| Year 1 Year 2 Year 3 Year 4 Year 5 Year 5 onwards |
December 31 | |
| 2021 $ 13,645 10,254 8,801 6,628 6,689 16,923 |
2020 $ 14,995 7,024 504 125 36 $ 22,684 |
17. OTHER INTANGIBLE ASSETS
| Patents | Patents | Licenses and Franchises |
Licenses and Franchises |
Trademarks | Trademarks | Computer Software |
Computer Software |
||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Total | |||||||||||||||
| Cost | |||||||||||||||
| Balance at January 1, 2020 |
$ 7,777 | $ 5,000 | $ 20 | $ 1,839 | $ 14,636 | ||||||||||
| Additions | 173 |
- |
- |
1,497 |
1,670 |
||||||||||
| Balance at December 31, 2020 |
$ 7,950 | $ 5,000 | $ 20 | $ 3,336 | $ 16,306 | ||||||||||
| Accumulated amortization | |||||||||||||||
| Balance at January 1, 2020 |
$ 3,719 | $ 2,632 | $ 7 | $ 826 | $ 7,184 | ||||||||||
| Amortization expense | 588 |
237 |
2 |
684 |
1,511 |
||||||||||
| Balance at December 31, 2020 |
$ 4,307 | $ 2,869 | $ 9 | $ 1,510 | $ 8,695 | ||||||||||
| Carrying amounts at December 31, 2020 |
$ 3,643 | $ 2,131 | $ 11 | $ 1,826 | $ 7,611 | ||||||||||
| Cost | |||||||||||||||
| Balance at January 1, 2021 |
$ 7,950 | $ 5,000 | $ 20 | $ 1,839 | $ 14,636 | ||||||||||
| Additions | 208 | 773 | - | 2,462 | 3,443 | ||||||||||
| Disposals | ( | 11) | ( | 11) | |||||||||||
Balance at December 31, |
$ 8,158 | $ 5,762 |
$ 20 | $ 5,798 | $ 19,738 |
||||||||||
| 2021 | |||||||||||||||
| Accumulated amortization | |||||||||||||||
| Balance at January 1, 2021 |
$ 4,307 | $ 2,869 | $ 9 | $ 1,510 | $ 8,695 | ||||||||||
- 36 -
| Amortization expense | 563 |
999 |
2 |
1,428 |
2,992 |
|||||
|---|---|---|---|---|---|---|---|---|---|---|
| Balance at December 31, 2021 |
$ 4,870 |
$ 3,868 |
$ 11 |
$ 2,938 |
$ 11,687 | |||||
| Carrying amounts at December 31, 2021 |
$ 3,288 |
$ 1,894 |
$ 9 |
$ 2,860 |
$ 8,051 | |||||
Other intangible assets are amortized on a straight-line basis over the estimated useful lives as follows:
Patents Licenses and franchises Trademarks Computer Software
19 years 10 years 10 years 3 years
18. BORROWINGS
a. Short-term borrowings
Unsecured borrowings Line of credit borrowings
| **December 31 ** | **December 31 ** | |
|---|---|---|
| 2021 $ 1,780,000 |
2020 $ 1,285,000 |
The range of interest rates was 0.82% - 0.85% and 0.85% - 0.9% per annum as of December 31, 2021 and 2020.
b. Short-term bills payable
| Commercial papers Less: Unamortized discount on bills payable |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 1,060,000 708 $ 1,059,292 |
2020 $ 1,040,000 716 |
||
| $ 1,039,284 |
The Company did not provide any collateral over these balance.
Outstanding short-term bills payable as follows:
| Promissory Institutions December 31, 2021 Taiwan Finance Co., Ltd. Ta Ching Bills Finance Co., Ltd. Taiwan Cooperative Bills Finance Co., Ltd. Mega Bills Finance Co., Ltd. December 31, 2020 |
Nominal Amount $ 190,000 300,000 270,000 300,000 $1,060,000 |
Discount Amount Carrying Value Interest Rate $ 88 $ 189,912 0.848% 91 299,909 0.848% 370 269,630 0.848% 159 299,841 0.808% $ 708 $1,059,292 |
|---|---|---|
- 37 -
| Taiwan Finance Co., Ltd. Ta Ching Bills Finance Co., Ltd. Taiwan Cooperative Bills Finance Co., Ltd. Mega Bills Finance Co., Ltd. |
$ 240,000 200,000 300,000 300,000 $1,040,000 |
$ 158 156 197 205 $ 716 |
$ 239,842 0.858% 199,844 0.888% 299,803 0.858% 299,795 0.888% $1,039,284 |
|---|---|---|---|
19. NOTES PAYABLE AND ACCOUNTS PAYABLE (INCLUDING RELATED PARTIES)
Notes payable and accounts payable (including related parties) were resulted from operating activities. The average credit period on purchases is 30 to 65 days. The Company has financial risk management policies in place to ensure that all payables are paid within the pre-agreed credit terms. Therefore, no interest was charged on the payables.
20. OTHER PAYABLES AND OTHER LIABILITIES
| Current Other payable Payable for salaries or bonus Payable for freight Payable for remuneration to directors Payable for remuneration to employees Payable for promotion service fee Payable for equipment Payable for taxes Payable for annual leave Payable for utility bills Others Other liabilities Temporary receipts Others |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 89,241 39,561 25,157 20,860 20,860 13,912 10,375 7,609 5,495 25,757 $ 258,827 $ 18,490 100 $ 18,590 |
2020 $ 84,809 30,878 22,946 22,946 24,697 21,021 16,780 7,609 5,786 30,737 |
||
| $ 268,209 | |||
| $ 18,586 96 |
|||
| $ 18,682 |
21. RETIREMENT BENEFIT PLANS
a. Defined contribution plans
The Company adopted a pension plan under the Labor Pension Act (the LPA), which is a state-managed defined contribution plan. Under the LPA, the Company 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 Law is operated by the government. 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 2%~3% of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited
- 38 -
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 balance sheets in respect of the Company ’ s defined benefit plans were as follows:
| Present value of defined benefit obligation Fair value of plan assets Net defined benefit liability |
December 31 | December 31 | |
|---|---|---|---|
( |
2021 $ 223,889 186,555) ( $ 37,334 |
2020 $ 249,305 183,146) |
|
$ 66,159 |
Movements in net defined benefit liability were as follows:
| Present Value | Present Value | Present Value | |||||||
|---|---|---|---|---|---|---|---|---|---|
| of | the Defined | ||||||||
| Benefit | Fair Value | of | Net Defined | ||||||
| Obligation | the | Plan Assets | Benefit Liability | ||||||
| Balance at January 1, 2020 | $ | 246,885 | ($ | 163,162 |
) | $ | 83,723 | ||
| Current service cost | 4,083 | - | 4,083 | ||||||
| Net interest expense (income) | 1,975 |
( | 1,330 |
) | 645 |
||||
| Recognized in profit or loss | $ | 6,058 |
($ | 1,330 |
) | $ | 4,728 |
||
| Return on plan assets (excluding | - | ( | 5,695 | ) | ( | 5,695 | ) | ||
| amounts included in net interest) | |||||||||
| Actuarial loss - changes in | 3,927 | - | 3,927 | ||||||
| demographic assumptions | |||||||||
| Actuarial loss - changes in financial | 19,634 | - | 19,634 | ||||||
| assumptions | |||||||||
| Actuarial gain - experience | ( | 10,154 |
) | - |
( | 10,154 |
) | ||
| adjustments | |||||||||
| Recognized in other comprehensive | 13,407 |
( | 5,695 |
) | 7,712 |
||||
| income | |||||||||
| Contributions from the employer | - | ( | 30,004 | ) | ( | 30,004 | ) | ||
| Benefits paid | ( | 17,045 |
) | 17,045 |
- |
||||
| Balance at December 31, 2020 | 249,305 | ( | 183,146 |
) | 66,159 | ||||
| Current service cost | 3,590 | - | 3,590 | ||||||
| Net interest expense (income) | 873 |
( | 652 |
) | 221 |
||||
| Recognized in profit or loss | $ | 4,463 |
($ | 652 |
) | $ | 3,811 |
||
| Return on plan assets (excluding | - | ( | 2,629 | ) | ( | 2,629 | ) | ||
| amounts included in net interest) | |||||||||
| Actuarial loss - changes in | 11,422 | - | 11,422 | ||||||
| demographic assumptions | |||||||||
| Actuarial loss - changes in financial | ( | 15,462 | ) | - | ( | 15,462 | ) | ||
| assumptions | |||||||||
| Actuarial gain - experience | ( | 3,379 |
) | - |
( | 3,379 |
) | ||
| adjustments | |||||||||
| Recognized in other comprehensive | (7,419) |
( | 2,629 |
) | (10,048) |
- 39 -
| income Contributions from the employer Benefits paid ( Balance at December 31, 2021 |
- ( 22,460 ) $ 223,889 ( |
22,588) ( 22,460 $ 186,555 ) |
22,588 ) - $ 37,334 |
|---|---|---|---|
An analysis by function of the amounts recognized in profit or loss in respect of the defined benefit plans is as follows:
| Operating costs Selling and marketing expenses General and administrative expenses Research and development expenses |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2021 $ 2,281 612 791 127 $ 3,811 |
2020 $ 2,822 757 992 157 |
||
| $ 4,728 |
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 and corporate bond interest rate will increase the present value of the defined benefit obligation; however, this will be partially offset by an increase in the return on the plan ’ s debt investments.
-
3) Salary risk: The present value of the defined benefit obligation is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the present value of the defined benefit obligation.
The actuarial valuations of the present value of the defined benefit obligation were carried out by qualified actuaries. The significant assumptions used for the purposes of the actuarial valuations were as follows:
| Discount rate Expected rate of salary increase |
**December 31 ** |
|---|---|
| 2021 2020 0.75% 0.35% 4% 4% |
If possible reasonable change in each of the significant actuarial assumptions will occur and all other assumptions will remain constant, the present value of the defined benefit obligation would increase (decrease) as follows:
| would increase (decrease) as follows: | |||
|---|---|---|---|
| Discount rate 0.5% increase 0.5% decrease Expected rate of salary increase 0.5% increase |
December 31 | ||
| ( |
2021 $ 9,546 ) ( $ 10,172 $ 9,575 |
2020 $ 10,745 ) $ 11,482 $ 10,761 |
- 40 -
0.5% decrease
( $ 9,090) ( $ 10,191 )
The sensitivity analysis presented above may not be representative of the actual change in the present value of the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.
| The expected contributions to the plan for the next year The average duration of the defined benefit obligation |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 6,000 8 years |
2020 $ 6,000 8years |
22. EQUITY
a. Share capital
| Number of shares authorized (thousands) Shares authorized Number of shares issued and fully paid (in thousands) Shares issued |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 653,609 $ 6,536,092 653,609 $ 6,536,092 |
2020 653,609 $ 6,536,092 653,609 $ 6,536,092 |
b. Capital surplus
| May be used to offset a deficit, distributed as cash dividends, or transferred to share capital (Note) Treasury share transactions Differences between the actual equity value of subsidiaries acquired or disposed and its carrying amounts. May be used to offset a deficit only Share of changes in capital surplus of associates Overdue dividends not collected by shareholders |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 21,606 945 21,920 22,479 $ 66,950 |
2020 $ 21,606 418 21,315 22,483 $ 65,822 |
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).
c. Retained earnings and dividend policy
- 41 -
Under the dividend policy as set forth in the amended Articles, if the Company makes profit in a fiscal year, the profit shall be first utilized to pay taxes, offset losses of previous years, set aside as legal reserve with 10% of the remaining profit, set aside or reverse a special reserve in accordance with the laws and regulations, and lastly, together with any undistributed retained earnings, serve as the basis of a distribution plan proposed by the Company ’ s board of directors in accordance with the resolution of the shareholders ’ meeting pertaining to the distribution of dividends and bonus to shareholders. For the policies on the distribution of employees ’ compensation and remuneration of directors and supervisors after the amendment, refer to employees ’ compensation and remuneration of directors and supervisors in Note 24-g.
According to the Company ’ s Articles, dividends can be distributed by way of stock dividends and cash dividends. However, the ratio for stock dividend shall not exceed 50% of the total distribution unless the value of cash dividends is less than $ 0.5 per share. The distribution of dividends can be adjusted by shareholders based on the company ’ s profit, capital status, and operating requirement.
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.
Items referred to under Rule No. 1010012865, Rule No. 1010047490 and Rule No. 1030006415 issued by the FSC and the directive titled “ Questions and Answers for Special Reserves Appropriated Following Adoption of IFRSs ” should be appropriated to or reversed from a special reserve by the Company.
The appropriations of 2020 and 2019 earnings have been approved in the shareholders ’ meetings on July 27, 2021 and June 15, 2020, respectively. The appropriations and dividends per share were as follows:
| Legal reserve Cash dividends Cash dividends per share (NT$) |
2020 $ 115,575 $ 718,970 $ 1.1 |
2019 | ||
|---|---|---|---|---|
| $ 113,548 $ 653,609 $ 1 |
The appropriation of earnings for 2021 had been proposed by the Company ’ s board of directors on March 28, 2022. The appropriation and dividends per share were as follows:
| Appropriation | Appropriation | Dividends Per | |
|---|---|---|---|
| of | Earnings | Share (NT$) | |
| Legal reserve | $ | 108,808 |
|
| Cash dividends | 653,609 | $ 1 |
The appropriation of earnings for 2021 will subject to the resolution of the shareholders ’ meeting.
- d. Special reserves
| Special reserves | |||
|---|---|---|---|
| First-time adoption IFRSs | **December 31 ** | ||
| 2021 $ 3,185,793 |
2020 $ 3,185,793 |
Because the increase in the retained earnings caused by the first-time adoption of IFRSs was insufficient to be appropriated for provision, the Company had provided for special reserve based on the increase of the retained earnings, an adjustment that was recorded per company
- 42 -
policy on first-time adoption.
e. Other equity items
- 1) Exchange differences on translating the financial statements of foreign operations
| Balance at January 1 Share of exchange difference of associates accounted for using the equity method Balance at December 31 2) Unrealized gain (loss) on financial assets at FVTOCI Balance at January 1 Recognized for the year Unrealized gain (loss) - equity instruments Share from associates accounted for using the equity method Other comprehensive income The cumulative profit or loss arising from the disposals of equity instruments is transferred to retained earnings. Balance at December 31 3) Remeasurement of defined benefit plans Balance at January 1 Changes in tax rate Remeasurement of defined benefit plans Remeasurement on defined benefit plans related income tax Share of remeasurement of defined benefit plans of associates accounted for using the equity method Balance at December 31 |
**For the year Ended ** | **For the year Ended ** | December 31 |
|---|---|---|---|
| 2021 $ (892,298) (53,545) $ (945,843) **For the year Ended ** |
2020 $ (1,006,436) 114,138 $ (892,298) December 31 |
||
| 2021 2020 $ 1,396,993 $ 1,342,691 199,183 (28,404) 42,696 (1,532) 241,879 (29,936) 84,238 $ 1,638,872 $ 1,396,993 For the Year Ended December 31 |
|||
| 2021 $ 51,052 10,048 335 8,285 $ 69,720 |
2020 $ 56,069 (7,712) 1,542 1,186 $ 51,052 |
- 43 -
4) Other equity items
| her equity items | |||
|---|---|---|---|
| Balance at January 1 Share of associates accounted for using the equity method (Note) Balance at December 31 |
For the Year Ended December 31 | ||
| ( ( |
2021 $ 17,217 ) - ( $ 17,217 ) ( |
2020 $ - 17,217 ) $ 17,217 ) |
Note: Refer to the forward contract initially recognized for acquiring the equity instruments of subsidiaries.
23. REVENUE
| Revenue from contracts with customers Revenue from sale of goods a. Disaggregation of revenue Concrete Cement Gypsum Board panels Other |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2021 $ 4,829,439 For the Year Ended |
2020 $ 4,495,516 December 31 |
||
| 2021 $ 3,338,771 677,812 787,072 22,784 $ 4,826,439 |
2020 $ 3,057,455 685,331 742,434 10,296 $ 4,495,516 |
b. Contract balances
| Accounts receivables (Including related parties) Contract assets - current Sale of goods Less: Allowance for impairment loss Contract assets from related parties Sale of goods Less: Allowance for impairment loss Contract liabilities - current Sale of goods |
December 31 2021 2020 $1,432,859 $1,210,662 $ 3,181 $ 6,973 636 1,395 2,545 5,578 5,546 5,285 1,109 1,057 4,437 4,228 $ 6,982 $ 9,806 $ 1,224 $ 565 |
January 1 | ||
|---|---|---|---|---|
| 2021 $1,432,859 $ 3,181 636 2,545 5,546 1,109 4,437 $ 6,982 $ 1,224 |
2020 $1,101,316 $ 4,381 876 3,505 10,933 2,187 8,746 $ 12,251 $ 4,976 |
- 44 -
In accordance with the terms of the contract, the customers retain a portion of contract price and the Company recognized the amount as contract assets before completing the contractual obligations. The Company considers the historical expected loss rates and the state of the industry in estimating expected loss.
| industry in estimating expected loss. | |||
|---|---|---|---|
| Expected credit loss rate Gross carrying amount of retention receivable Allowance for impairment loss (Lifetime ECLs) |
December 31 | ||
( |
2021 20% $ 8,727 1,745) ( $ 6,982 |
2020 20% $ 12,258 2,452 |
|
$ 9,806 |
24. PROFIT BEFORE INCOME TAX
a. Interest income
Bank deposits Related parties loans
| For the Year Ended | For the Year Ended | December 31 |
|---|---|---|
| 2021 $ 63 78 $ 141 |
2020 $ 182 91 |
|
| $ 273 |
- b. Other income
| Dividend income Rental income - investment properties (note 15) Remuneration of directors Others Other gains and losses Net foreign exchange gains and losses Gain (loss) on disposal of property, plant and equipment Disposal of investment property interests Disposal of benefits of intangible assets interest in financial assets Mandatory financial assets at fair value through profit or loss Asset impairment loss development and design expenditure Others |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2021 $ 142,112 16,566 9,027 10,088 $ 177,733 For the Year Ended |
2020 $ 137,256 16,568 9,479 15,588 |
||
| $ 178,891 | |||
| December 31 | |||
| ( ( ( ( ( |
2021 $ 488 ) ( 17 ) 2,989 491 6,286) ( 6,233) ( $ 9,544) ( |
2020 $ 142 ) 328 8,579 103,012) 4,680) |
|
$ 98,927) |
c. Other gains and losses
- 45 -
d. Interest expense
| Interest on loans Interest on lease liabilities |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2021 $ 20,690 249 $ 20,939 |
2020 $ 22,748 296 |
||
| $ 23,044 |
e. Depreciation and amortization
| Property, plant and equipment Right-of-use assets Investment properties Intangible assets An analysis of depreciation - by function Operating costs Operating expenses Others (as non-operating income and expense) An analysis of amortization - by function Operating costs Operating expenses |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2021 $ 95,075 19,121 567 2,992 $ 117,755 $ 92,869 21,327 567 $ 114,763 $ 204 2,788 $ 2,992 |
2020 $ 72,370 20,194 647 1,511 |
||
| $ 94,722 | |||
| $ 72,112 20,452 647 |
|||
| $ 93,211 | |||
| 1,511 $ 1,511 |
f. Employee benefits expense
| Short-term benefits Salaries Labor and health insurance Others Post-employment benefits Defined contribution plans Defined benefit plans (Note 20) An analysis of employee benefits expense - by function Operating costs Operating expenses |
For the Year Ended | For the Year Ended | December 31 |
|---|---|---|---|
| 2021 $ 371,346 35,254 38,552 445,152 14,269 3,811 18,080 $ 463,232 For the Year Ended |
2020 $ 357,150 32,471 41,856 |
||
| 431,477 | |||
| 12,762 4,728 |
|||
| 17,490 | |||
| $ 448,967 | |||
| (Continued) December 31 |
|||
| 2021 $ 293,478 169,754 $ 463,232 |
2020 $ 281,652 167,315 |
||
| $ 448,967 |
(Continued)
(Concluded)
-
46 -
-
g. Employees ’ compensation and remuneration of directors
The Company accrued employees ’ compensation and remuneration of directors at the rates no less than 1% and no higher than 3%, respectively, of net profit before income tax, employees ’ compensation, and remuneration of directors.
The employees ’ compensation and remuneration of directors for the year ended December 31, 2021 and 2020 have been approved on March 23, 2022 and March 23, 2021, respectively as follows:
Accrual rate
| Employees’compensation Remuneration of directors Amount Employees’compensation Remuneration of directors |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 2020 1.68% 1.73% 1.68% 1.73% For the Year Ended December 31 |
|||
| 2021 $ 20,860 $ 20,860 |
2020 $ 22,946 $ 22,946 |
If there is a change in the amounts after the annual financial statements were authorized for issue, the differences will be recognized in the next year as a change in accounting estimate.
There was no difference between the actual amounts of employees ’ compensation and remuneration of directors and supervisors paid and the amounts recognized in the financial statements for the year ended December 31, 2020 and 2019.
Information on the employees ’ compensation and remuneration of directors and supervisors resolved by the Company ’ s board of directors is available at the Market Observation Post System website of the Taiwan Stock Exchange.
25. INCOME TAX
- a. Major components of tax expense recognized in profit or loss
| Current tax In respect of the current year Income tax on unappropriated earnings Adjustments for prior years Deferred tax In respect of the current year Adjustments for prior years |
**For the Year Ended ** | **For the Year Ended ** | December 31 |
|---|---|---|---|
( ( ( |
2021 $ 120,704 7,953 4,200) ( 124,457 6,673 ( 18,107) 11,434) ( $ 113,023 |
2020 $ 46,326 16,152 23,602) |
|
38,876 |
|||
4,739) - |
|||
4,739) |
|||
$ 34,137 |
- 47 -
A reconciliation of accounting profit and income tax expenses is as follows:
| Profit before tax Income tax expense calculated at the statutory rate Nondeductible expenses in determining taxable income Realized investment loss Tax-exempt income Temporary difference Land value increment tax Income tax on unappropriated earnings Adjustments for prior years’tax |
**For the Year Ended ** | **For the Year Ended ** | December 31 |
|---|---|---|---|
( ( ( |
2021 $ 1,201,101 $ 240,220 84,628 ) ( - ( 28,704) ( 489 - 7,953 22,307 ) ( $ 113,023 |
2020 $ 1,281,389 $ 256,278 150,863 47,628) 28,409) 12,002 207 16,152 23,602 ) $ 34,137 |
- b. Income tax recognized in other comprehensive income
| Deferred tax In respect of the current year Remeasurement of defined benefit plans |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 335 |
2020 $ 1,542 |
| c. Current tax liabilities Income tax payable |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 107,052 |
2020 $ 46,077 |
- d. Deferred tax assets and liabilities
The movements of deferred tax assets and deferred tax liabilities were as follows:
For the year ended December 31, 2021
| Deferred Tax Assets Temporary differences Payment received in advance Unrealized foreign exchange loss Unrealized payable promotion expenses Defined benefit obligation |
Opening Balance Recognized in Profit or Loss Recognized in Other Comprehensiv e Income $ 400 ( $ 223) $ - 4 94 - 4,940 ( 2,864) - - 14,351 - $ 5,344 $ 11,358 $ - |
Closing Balance $ 177 98 2,076 14,351 $ 16,702 |
|---|---|---|
- 48 -
| Deferred Tax Liabilities | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Temporary differences | ||||||||||||
| Land value increment tax | $ | 1,082,113 |
$ | - | $ | - | $ | 1,082,113 |
||||
| Defined benefit obligation | 7,219 | - | ( | 335) | 6,884 | |||||||
| Cash surrender value of life | 76 | ( | 76) | - | - | |||||||
| insurance | ||||||||||||
| $ | 1,089,408 |
($ | 76 ) |
( | $ | 335 ) |
$ | 1,088,997 |
||||
| For the year ended December | 31, | 2020 | ||||||||||
| Recognized in | ||||||||||||
| Other | ||||||||||||
| Comprehensiv | ||||||||||||
| Opening | Recognized in | e | Closing | |||||||||
| Balance | Profit or Loss | Income | Balance | |||||||||
| Deferred Tax Assets | ||||||||||||
| Payment received in advance | ||||||||||||
| Unrealized foreign exchange | $ | 544 | ( $ | 144) | $ | - | $ | 400 |
||||
| loss | ||||||||||||
| Unrealized for promotion | 61 | ( | 57) | - | 4 | |||||||
| service | ||||||||||||
| Payment received in advance | - | 4,940 | - | 4,940 | ||||||||
| $ | 605 | $ | 4,739 | $ | - | $ | 5,344 |
|||||
| Deferred Tax Liabilities | ||||||||||||
| Temporary differences | ||||||||||||
| Land value increment tax | $ | 1,082,113 |
$ | - | $ | - | $ | 1,082,113 |
||||
| Defined benefit obligation | 8,761 | - | ( | 1,542) | 7,219 | |||||||
| Cash surrender value of life | 76 | - | - | 76 | ||||||||
| insurance | ||||||||||||
| $ | 1,090,950 |
$ | - | ( | $ | 1,542 ) |
$ | 1,089,408 |
- e. Deductible temporary differences, unused loss carryforwards and unused investment credits for which no deferred tax assets have been recognized in the balance sheets.
| Deductible temporary differences Allowance for impaired inventories Net defined benefit obligation Impairment losses on assets |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 34,027 - 281,199 $ 315,226 |
2020 $ 125,979 17,115 188,495 $ 331,589 |
g. Income tax examinations
The tax returns of the Corporation through 2019 have been assessed by the tax authorities.
- 49 -
26. EARNINGS PER SHARE
The earnings and weighted average number of ordinary shares outstanding in the computation of earnings per share were as follows:
Net Profit for the Year
| Profit for the year | For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 1,088,078 |
2020 $ 1,247,252 |
Weighted average number of ordinary shares outstanding (in thousand shares):
| Weighted average number of ordinary shares in computation of basic earnings per share Effect of potentially dilutive ordinary shares: Employees’compensation 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 |
|---|---|---|---|
| 2021 $ 653,609 1,197 $ 654,806 |
2020 $ 653,609 1,311 $ 654,920 |
Since the Company offered to settle compensation paid to employees in cash or shares, the Company assumed the entire amount of the compensation would be settled in shares and the resulting potential shares were 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.
27. EQUITY TRANSACTIONS WITH NON-CONTROLLING INTERESTS
I From June to August 2021 and in June 2021, the Group acquired shares held by the non-controlling interest of Universal Concrete, and its shareholding increased from 58.06% to 58.99% and 56.81% to 58.06% respectively.
The above transactions were accounted for as equity transactions since the Group did not cease to have control over these subsidiaries, refer to note 28.
28. CASH FLOWS INFORMATION
Cash used in obtaining property, plant and equipment by the Company during 2021 and 2020 was as below:
| Increase in property, plant and equipment Payables on equipment Prepaid on equipment Total cash paid |
For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|
| 2021 2020 $ 802,090 $ 162,124 7,109 ( 20,969) ( 617,665) 11,161 $ 191,534 $ 152,316 |
||
- 50 -
29. CAPITAL MANAGEMENT
The Company requires significant amounts of capital to build and expand its production facilities and equipment. The Company manages its capital in a manner to ensure that it has sufficient and necessary financial resources for working capital needs, capital asset purchases, research and development activities, dividend payments, debt service requirements and other business requirements associated with its existing and future operations.
30. FINANCIAL INSTRUMENTS
- a. Fair value of financial instruments that are not measured at fair value
The Company believes that the carrying amounts of financial instruments that are not measured at fair value, including cash and cash equivalents, contract assets, notes and accounts receivable, financial assets at amortized cost, short-term loans, accounts payable, and guarantee deposits received, recognized in the financial statements approximate their fair value.
-
b. Fair value of financial instruments that are measured at fair value on a recurring basis
-
1) Fair value hierarchy
| December 31, 2021 Financial assets at FVTPL Listed shares Financial assets at FVTOCI Investments in equity instruments at FVTOCI Listed shares Unlisted shares December 31, 2020 Financial assets at FVTOCI Investments in equity instruments at FVTOCI Listed shares Unlisted shares |
Level 1 $ 6,866 $ 1,851,633 - $ 1,851,633 Level 1 $ 1,851,633 - $ 1,851,633 |
Level 2 $ - $ - - $ - Level 2 $ - - $ - |
Level 3 $ - $ - 1,419,292 $ 1,419,292 Level 3 $ - 1,419,292 $ 1,419,292 |
Total $ 6,866 |
|---|---|---|---|---|
$ 1,851,633 1,419,292 |
||||
| $ 3,270,925 | ||||
Total $ 1,851,633 1,419,292 |
||||
| $ 3,270,925 |
There were no transfers between Level 1 and 2 in the current and prior years.
-
51 -
-
2) Adjustments for financial instruments measured using level 3 fair value
Financial assets at fair value through other comprehensive income.
| Balance at January 1 Recognized in other comprehensive income (unrealized valuation gain or loss on financial assets at fair value through other comprehensive income) Share capital returned for liquidation Balance at December 31 |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 1,419,292 19,594 - ( $ 1,438,886 |
2020 $ 1,349,156 91,175 21,039 ) $ 1,419,292 |
- 3) Input and measurement technique of Level 2 fair value measurement.
Category of financial instrument Measurement technique and input value Investment of Equity Instrument Purchase of stock via private offering which is subject to a three-year-lock-up period. In light of the impact on the target to be measured due to the restriction of transaction, a discount is imposed to reflect the restricted liquidity of the stock. The target to be measure is the stock of a public listed company. The Closing price at the day of measurement was adopted as the fair value of an unrestricted stock price. The fair value of the restricted stock price is then derived via the Black-Scholes model.
-
4) Valuation techniques and inputs applied for Level 3 fair value measurement
-
The fair values of unlisted equity securities in ROC was estimated based on the recent net equity or transaction price. The marketing valuation method is based on price of comparable company, and the value of the securities is estimated by comparing, analyzing and adjusting.
-
c. Categories of financial instruments
| Financial assets Measured at fair value through profit or loss–mandatory measured at fair value through profit or loss Financial assets at amortized cost (1) Financial assets at FVTOCI Equity instruments Financial liabilities Financial liabilities at amortized cost (2) |
**December 31 ** |
|---|---|
| 2021 2020 $ 6,866 $ - 1,648,867 1,351,698 3,791,146 3,270,925 3,728,810 3,124,797 |
-
52 -
-
1) The balances include financial assets at amortized cost, which comprise cash and cash equivalents, contract assets (including related parties), notes and accounts receivable (including related parties), other receivables, and financial assets at amortized cost (current and non-current).
-
2) The balances included financial liabilities measured at amortized cost, which comprise short-term borrowings, short-term bills payable, notes and accounts payable (including related parties), other payables and deposits received.
-
d. Financial Risk Management Objectives and Policies
The Company ’ s major financial instruments include accounts receivable, accounts payables and short-term loans. The Company ’ s Corporate Treasury function provides services to the business departments, 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 the exposures by degree and magnitude of risks. These risks include market risk (including currency risk, interest risk and other price risk), credit risk and liquidity risk.
1) Market risk
The Company ’ s activities exposed it primarily to the financial risks of changes in interest rate risk (see (a) below) and other price risk (see (b) below).
- a) Interest rate risk
The Company was exposed to interest rate risk arising from short-term borrowing at New Taiwan dollar (NTD) market rates of overweight interest rates. Due to lower NTD borrowing rates and small borrowing position, the interest rate sensitivity is lower, and the interest rate risk is little risk to the Company.
The carrying amounts of the Company ’ s financial assets and financial liabilities with exposure to interest rates at the end of the reporting period were as follows:
| Fair value interest rate risk Financial assets Financial liabilities Cash flow interest rate risk Financial assets Financial liabilities |
**December 31 ** |
|---|---|
| 2021 2020 |
|
| $ 4,774 $ 15,262 1,098,809 1,066,496 92,773 97,619 1,780,000 1,285,000 |
b) Other price risk
The Company was exposed to equity price risk through its investments in listed equity securities and mutual funds. The Company manages this exposure by maintaining a portfolio of investments with different risks. The Company ’ s equity price risk was mainly concentrated on equity instruments operating in shares and open-end mutual funds quoted in the Taiwan Stock Exchange. In addition, the Company will evaluate the price by the closing price of the equity investments and the net asset value of the fund every month.
- 53 -
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 of domestic listed equity securities (excluding private placement), which was hold by the Group calculated by $ 2,081,210 thousand and $ 1,851,633 thousand, had been 1% higher/lower, the pre-tax other comprehensive income for the year ended December 31, 2021 and 2020 would have increased/decreased by $ 20,812 thousand and $ 18,516 thousand, as a result of the changes in fair value of financial assets at FVTOCI.
2) Credit risk
Financial assets are exposed to the potential effects of outstanding contracts between the Company and its counterparty or other parties. Such effects include the credit risk concentration, components, contractual amounts, and other receivables of financial products engaged by the Company.
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. As at the end of the reporting period, the Company ’ s maximum exposure to credit risk, which would cause a financial loss to the Company due to the failure of counterparties to discharge an obligation and financial guarantees provided by the Company, could arise from:
- a) The carrying amount of the respective recognized financial assets as stated in the balance sheets; and
In addition to the following paragraph, the main customers of its credit are good, and the Company will regularly annually review the customer ’ s credit status, appropriately adjust the of credit line, and will require customers to provide the necessary guarantees or trade by cash in special situation. The sales department through an external peer visits to understand customer ’ s credit status. The customers mentioned above, was no significant credit risk exposure.
Part of the concrete customers of the Company is individuals and small-scale enterprises, except for a few large customers are concrete construction companies, industry characteristics resulting in some small-scale enterprises. In addition to using credit limit controls to reduce credit risks and the relevant proceedings to protect their claims, the Company has set adequate allowance for bad debts for higher credit risk customers in accordance with company policy. The credit risk arising from its maximum possible amount is disclosed in the Note 10.
The Company has no significant concentration of credit risk. As of 31 December 2021 and 2020, the maximum exposure of the Company for engaging in endorsement/guarantee was NT$100,000 thousand and NT$282,000 thousand, respectively.
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.
- 54 -
a) Liquidity and interest risk rate table for non-derivative financial liabilities
The following table details the Company ’ s remaining contractual maturity for its non-derivative financial liabilities with agreed repayment periods. The table has 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 table 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.
To the extent that interest flows are at floating rates, the undiscounted amount was derived from the interest rate curve at the end of the reporting period. December 31, 2021
| On Demand or Less than 3 Month Non-derivative financial liabilities Non-interest bearing $ 880,691 Lease liabilities 3,884 Variable interest rate liabilities 1,781,972 Fixed interest rate liabilities 1,060,000 Guaranteed liabilities 100,000 $3,826,547 December 31, 2020 |
3 Months to 1 Year $ - 9,849 - - - $ 9,849 |
1 Year to 5 Year $ 8,827 26,455 - - - $ 35,282 |
|---|---|---|
| On Demand or Less than 3 Month Non-derivative financial liabilities Non-interest bearing $ 792,081 Lease liabilities 5,195 Variable interest rate liabilities 986,601 Fixed interest rate liabilities 1,040,000 Guaranteed liabilities 282,000 $3,105,877 |
3 Months to 1 Year $ - 11,858 300,503 - - $ 312,361 |
1 Year to 5 Year $ 8,432 10,401 - - - $ 18,833 |
|---|---|---|
The amount included above for variable interest rate instruments for both non-derivative financial assets and liabilities was subject to change if changes in variable interest rates differ from those estimates of interest rates determined at the end of the reporting period.
b) Financing facilities
It is important for Company that loan is a resource of liquidity. As of December 31, 2021 and 2020, the Company has loan commitments $ 1,779,559 thousand, and $ 1,718,439 thousand, respectively.
- 55 -
31. TRANSACTIONS WITH RELATED PARTIES
Besides information disclosed elsewhere in the other notes, details of transactions between the Company and other related parties are disclosed below.
a. Name and relationship of related party
Related Party Name
Relationships of the Company
CHC Resources Corp. The key management of the Company serves as a member of its board directors Universal Construction Corp. The key management of the Company serves as a member of its board directors Sheng yuan Investment Corp. The key management of the Company Pan Asia Corporation Other related parties Tainan Concrete Industrial Corp. Associates Chiayi Concrete Industrial Corp subsidiary corporation Universal Concrete Industrial Corp subsidiary corporation Kaohsiung Harbor Transport Company. subsidiary corporation Uneo Incorporated subsidiary corporation Universal Investment Corp subsidiary corporation
b. Sales of goods
| Account Items Sales revenue |
Related Parties Category The key management of the Company serves as a member its board of directors Other related parties Subsidiaries |
For the Year Ended December 31 2021 2020 $ 62,364 $ 65,595 52,864 84,737 22,784 10,296 $ 138,012 $ 160,628 |
For the Year Ended December 31 2021 2020 $ 62,364 $ 65,595 52,864 84,737 22,784 10,296 $ 138,012 $ 160,628 |
For the Year Ended December 31 2021 2020 $ 62,364 $ 65,595 52,864 84,737 22,784 10,296 $ 138,012 $ 160,628 |
|---|---|---|---|---|
| $ 65,595 84,737 10,296 $ 160,628 |
The prices and terms to related parties were not significantly different from transaction with third parties. The credit terms were 1 to 3 months.
c. Purchase of goods
| Related Parties Category The Company is the key management of the company |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 217,957 |
2020 $ 221,766 |
The purchased of goods is mainly gravel. The prices and terms to related parties were not significantly different from transaction with third parties. The credit terms were 30 to 65 days.
- 56 -
d. Contract assets
| Related Party Category / Name The key management of the Company serves as a member its board of directors Pan Asia Corp. Less: Allowance for impairment loss |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 5,546 1,109 $ 4,437 |
2020 $ 5,285 1,057 $ 4,228 |
- e. Receivables from related parties (Excluding contract assets)
| Account Items Accounts receivable from related parties |
Related Parties Category / Name Related parties The key management of the Company serves as a member its board of directors Subsidiaries Less: Allowance for impairment loss |
December 31 2021 2020 $ 26,432 $ 45,681 5,309 5,172 5,013 1,458 12 3 $ 36,742 $ 52,308 |
December 31 2021 2020 $ 26,432 $ 45,681 5,309 5,172 5,013 1,458 12 3 $ 36,742 $ 52,308 |
December 31 2021 2020 $ 26,432 $ 45,681 5,309 5,172 5,013 1,458 12 3 $ 36,742 $ 52,308 |
|
|---|---|---|---|---|---|
| $ 45,681 5,172 1,458 3 $ 52,308 |
The outstanding receivables from related parties are unsecured.
- f. Payables to related parties
| Account Items Related Parties Category Notes payable - related parties The key management of the Company serves as a member of its board of directors Subsidiaries Accounts payable -related parties Subsidiaries |
December 31 | December 31 | |
|---|---|---|---|
| 2021 $ 26,611 13,918 $ 40,529 $ 19,203 |
2020 $ 39,455 13,207 $ 52,662 $ 16,041 |
The outstanding payables from related parties are unsecured and would be paid in cash.
- g. Lease arrangements - Company is lessee
The lease of the concrete plant leased by the Company from Associates expires in August 2021 and is renewed until August 2026. The concrete plant is for business use.
- 57 -
For the Year Ended December 31
| Related Parties Category Acquisitions of Right - of - use assets Associates Tainan Concrete Industrial Corp. Line Item Related Party Category Lease liabilities Associates- Tainan Concrete Industrial Corp. Subsidiaries Line Item Related Party Category Interest expense Associates- Tainan Concrete Industrial Corp. Subsidiaries |
2021 2020 $ 25,785 $ - **December 31 ** |
2021 2020 $ 25,785 $ - **December 31 ** |
||
|---|---|---|---|---|
| 2021 2020 $ 25,785 $ 3,341 717 1,165 $ 26,502 $ 4,596 For the Year Ended December 31 |
$ | |||
| 2021 $ 88 8 $ 96 |
2020 $ 52 5 $ 57 |
The Company leased offices from related parties under lease contracts with normal terms and rentals payable monthly at market rates.
h. Lease arrangements - Company is lessor The Company leased its office building, plant, machinery and equipment to related parties under operating leases for a term of 1 to 5 years. The rental prices are determined with reference to the market standards and charged on a monthly basis.
Total lease payment to be collected in the future is summarized as follows:
| Category of the related The Company holding the position as chief management of another company Another company holding the position as chief management of the Company Subsidiary corporation Total lease revenue is summarized as follows: Related Party Category / Name The Company holding the position as chief management of another company Another company holding the position as chief management of the Company Subsidiary corporation |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 2020 $ 3,207 $ 8,705 23 46 144 540 $ 3,374 $ 9,291 For the Year Ended December 31 |
|||
| 2021 $ 5,498 23 396 $ 5,917 |
2020 $ 5,498 23 396 $ 5,917 |
- 58 -
i. Loan to related parties
| Line Item Other receivables Universal Concrete Industrial Corp Universal Investment Corp Line Item Interest income Uneo Inc. Universal Concrete Industrial Corp |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 2020 $ 20,000 $ - $ 85,000 $ - For the Year Ended December 31 |
|||
| 2021 $ - $ 78 |
2020 $ 91 $ - |
The Company provided an insecure short-term loan to its subsidiary; interests accrued at 1% and 1.1% based on the actual utilization amount during 2021 and 2020, and the settlement shall be made in a lump-sum upon expiry.
The loan to the subsidiary Universal Concrete is secured by collateral land, and to the subsidiary Uneo Inc. is an unsecured loan.
j. Endorsement/guarantee
Endorsement/guarantee to others
The endorsement/guarantee amount provided by the Company for bank facilities of associates is as follows:
| Category/name of associates Subsidiary Universal Concrete Industrial Corp Universal Investment Corp Uneo Incorporated |
December 31 | December 31 | |
|---|---|---|---|
$ |
2021 $ 120,000 400,000 50,000 570,000 |
2020 $ 120,000 250,000 50,000 $ 420,000 |
Endorsement/guarantee acquired
The endorsement/guarantee amount provided by subsidiaries for the Company to undertake constructions according to contractual requirements is as follows:
| Category/name of associates Subsidiary Kaohsiung Wharf Transportation Universal Investment |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 319,928 279,816 $ 599,744 |
2020 $ 273,468 107,784 $ 381,252 |
-
59 -
-
k. Other transactions with related parties
-
1) Freight expense
| 1) Freight expense | ||||
|---|---|---|---|---|
| Line item Cost of sales -freight expenses Cost of marketing - freight expenses |
Category/name of associates Subsidiary Kaohsiung Wharf Transportation Subsidiaries |
For the Year Ended December 31 2021 2020 $ 217,512 $ 207,687 $ 14,360 $ 12,038 |
||
| $ 207,687 $ 12,038 |
Regarding the freight transactions between the Company and its related parties, the prices are established according to the prices agreed by both parties, equivalent to that of the general suppliers.
The Company ’ s payment term for freight to related parties is approximately 45 to 60 days, equivalent to that of the general suppliers.
2) Management service income
| Category/name of associates Subsidiary |
For the Year Ended December 31 | For the Year Ended December 31 | For the Year Ended December 31 |
|---|---|---|---|
| 2021 $ 15,042 |
2020 $ 13,035 |
The Company receives management service income from subsidiaries for employee dispatch and transfer, which is accounted for as a deduction item of salary expenses.
- l. 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 |
|---|---|---|---|
| 2021 $ 33,975 316 $ 34,291 |
2020 $ 32,698 362 $ 33,060 |
The remuneration of directors and key executives was determined by the remuneration committee according to the performance of individuals and market trends.
- 60 -
32. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY
The following assets were provided as collateral for engineering performance bond.
| Pledge deposits Current Non-current |
**December 31 ** | **December 31 ** | |
|---|---|---|---|
| 2021 $ 67 4,707 $ 4,774 |
2020 $ 67 10,488 $ 10,555 |
33. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS
In addition to those disclosed in other notes, significant commitments and contingencies of the Company as of December 31, 2021 and 2020 were as follows:
- a. Unrecognized commitments are as follows:
| Unrecognized commitments are as follows: | |||
|---|---|---|---|
| Acquisition of property, plant and equipment | **December 31 ** | ||
| 2021 $ 82,593 |
2020 $ 104,499 |
-
b. As of December 31, 2021 and 2020, the promissory notes were $ 104,183 thousand and $ 96,499 thousand, respectively. These notes were provided as engineering performance bond, which could be refunded when the guarantee is terminated.
-
c. As of December 31, 2021 and 2020, unused letters of credit for purchase of raw materials amounting to
-
$26,756 thousand and $ 6,561 thousand.
-
d. The Company entered into a contract with Chi-ying Inc. on the manufacturing and installation equipment and request a plan of change in accordance with the contract. Chi-ying Inc. contended that it has complete the manufacturing of the product and demand the payment of NTD 5.967Million, VAT included, and subsequently reduce to NTD 5.12 Million. Chi-Ying has brought a suit against the Company under the review of Chiao-Tou District Court. It is the assessment of the Company that the result of the legal proceeding is yet to be estimated, therefore no contingent liability is appropriated.
-
e. The Company has outsourced its transportation of ready-mixed concrete to Lian-Chin Enterprise Inc. in 2020. The driver was sued for wrongful death due to malpractice. The family of the victim brought a claim against the driver and held the Company jointly liable for the loss of 5.681 million. The case is now under trial at Feng-Shan Summary Court of Kaohsiung District Court. It is the assessment of the Company that the possible outcome of the legal proceeding is yet to be estimated, therefore no contingent liability is appropriated.
34. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES
The Corporation entities ’ 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 respective functional currencies were as follows:
- 61 -
December 31, 2021
| Foreign | Carrying | ||||
|---|---|---|---|---|---|
| Currencies | Amount | ||||
| (In | Thousand) | Exchange Rate | (In | Thousand) | |
| Financial assets | |||||
| Monetary items | |||||
| USD | $ | 285 | 27.68 | $ | 7,871 |
| RMB | 902 | 4.344 | 3,918 | ||
| EUR | 136 | 31.32 | 4,244 | ||
| December 31, 2020 | |||||
| Foreign | Carrying | ||||
| Currencies | Amount | ||||
| (In | Thousand) | Exchange Rate | (In | Thousand) | |
| Financial assets | |||||
| Monetary items | |||||
| USD | $ | 57 | 28.48 | $ | 1,628 |
| RMB | 1,147 | 4.377 | 5,019 |
The significant realized and unrealized foreign exchange gains (losses) were as follows:
| Functional Currencies USD RMB JPY HKD EUR |
For the Year Ended December 31, 2021 Exchange Rate Net Foreign Exchange Loss 27.68(USD:NTD) ( $ 39 ) 4.344(RMB:NTD) ( 53 ) 0.2405(JPY:NTD) ( 181 ) 3.549(HKD:NTD) ( 4 ) 31.32(EUR:NTD) ( 211 ) ($ 488 ) |
For the Year Ended December 31, 2020 |
|---|---|---|
| Exchange Rate Net Foreign Exchange Gain 29.549(USD:NTD) ( $ 89 ) 4.282(RMB:NTD) 43 0.2769(JPY:NTD) 19 3.809(HKD:NTD) ( 7 ) 33.71(EUR:NTD) ( 108 ) ($ 142 ) |
35. SEPARATELY DISCLOSED ITEMS
-
a. Information about significant transactions and investees:
-
1) Financing provided to others. (Table 1)
-
2) Endorsements/guarantees provided. (Table 2)
-
3) Marketable securities held (excluding investment in subsidiaries and associates). (Table 3)
-
4) Marketable securities acquired and disposed of at costs or prices of at least NT$ 300 million or 20% of the paid-in capital. (N/A)
-
5) Acquisition of individual real estate at cost of at least NT$ 300 million or 20% of the paid-in capital. (N/A)
-
62 -
-
6) Disposal of individual real estate at a price of at least NT$ 300 million or 20% of the paid-in capital. (N/A)
-
7) Total purchases from or sales to related parties amounting to at least NT$ 100 million or 20% of the paid-in capital. (Table 4)
-
8) Receivables from related parties amounting to at least NT$ 100 million or 20% of the paid-in capital. (N/A)
-
9) Trading in derivative instruments. (N/A)
-
b. Related information on investees. (Table 5)
-
c. 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 or loss of investee and investment income or loss, carrying amount of the investment at the end of the period, repatriations of investment from the mainland China area. (N/A)
-
2) Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses
-
a) The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period: (N/A)
-
b) The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period: (N/A)
-
c) The amount of property transactions and the amount of the resultant gains or losses: (N/A)
-
d) The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes: (N/A)
-
e) The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to financing of funds: (N/A)
-
-
f) Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receiving of services: (N/A)
-
d. Information on major shareholders: name, number and percentage of shareholding of shareholders with ownership achieving 5% and above. (Table 6)
-
63 -
TABLE 1
UNIVERSAL CEMENT CORPORATION
FINANCING PROVIDED TO OTHERS FOR THE YEAR ENDED DECEMBER 31, 2021
(Amounts In Thousands of New Taiwan Dollars, Unless Specified otherwise)
| No. (Note 1) |
Lender | Borrower | Financial Statement Account |
Related Parties |
Highest Balance for the period |
Ending Balance |
Actual Borrowing Amount |
Interest Rate (%) |
Nature for Financing |
Business Transaction Amounts |
Reasons for Short-term Financing |
Allowance for Impairment Loss |
**Collateral ** | **Collateral ** | Financing Limits for Each Borrower (Note 2) |
Aggregate Financing Limits (Note 3) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Item | Value | |||||||||||||||
| 0 0 0 |
The Company The Company The Company |
Uneo Incorporated Universal Investment Corporation Universal Concrete Industrial Corporation |
Other receivables Other receivables Other receivables |
Yes Yes Yes |
$ 100,000 800,000 300,000 |
$ 100,000 800,000 300,000 |
$ - 85,000 20,000 |
1 1 1 |
For short-term financing For short-term financing For short-term financing |
$ - - - |
Operating capital Operating capital Operating capital |
$ - - - |
None None Land |
$ - - 185,609 |
$ 7,693,386 7,693,386 7,693,386 |
$ 7,693,386 7,693,386 7,693,386 |
Note 1: a: “ 0 ” is the Company.
b: Subsidiaries are numbered from “ 1 ” .
Note 2: The upper limit for each borrower is 40% of the Company ’ s net asset value as stated in the latest financial statements.
Note 3: The aggregate limit for each borrower is 40% of the Company ’ s net asset value as stated in the latest financial statements.
- 64 -
TABLE 2
UNIVERSAL CEMENT CORPORATION
ENDORSEMENTS/GUARANTEES PROVIDED FOR THE YEAR ENDED DECEMBER 31, 2021 (Amounts In Thousands of New Taiwan Dollars, Unless Specified Otherwise)
| No. (Note 1) |
Endorser / Guarantor | Endorsee / Guarantee | Endorsee / Guarantee | Limits on Endorsement/ Guarantee Given on Behalf of Each Party (Note 3) |
Maximum Amount Endorsed / Guaranteed During the Period |
Outstanding Endorsement / Guarantee at the End of the Period (Note 6) |
Actual Borrowing Amount |
Amount Endorsed / Guaranteed by Collaterals |
Ratio of Accumulated Endorsement/ Guarantee to Net Equity in Latest Financial Statements (%) |
Aggregate Endorsement/ Guarantee Limit (Note 4 , Note 5, Note 7) |
Endorsemen t/ Guarantee Given by Parent on Behalf of Subsidiaries |
Endorsemen t/ Guarantee Given by Subsidiaries on Behalf of Parent |
Endorsemen t/ Guarantee Given on Behalf of Companies in Mainland China |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Relationship (Note 2) |
||||||||||||
| 0 1 2 |
The Company Kaohsiung Harbor Transport Company Universal Investment Corporation |
Uneo Incorporated Universal Investment Corporation Universal Concrete Industrial Corporation Universal Concrete Industrial Corporation The Company Universal Concrete Industrial Corporation The Company |
(1) (1) (1) (3) (2) (3) (2) |
$ 60,000 750,000 132,329 487,450 487,450 3,841,535 3,841,535 |
$ 50,000 400,000 120,000 166,541 409,929 9,949 279,816 |
$ 50,000 400,000 120,000 162,241 319,928 - 279,816 |
$ - 100,000 - - - - - |
$ - - - - - - - |
- 2 1 166 328 - 36 |
$ 19,233,465 19,233,465 19,233,465 974,900 974,900 7,683,070 7,683,070 |
Y Y Y N N N N |
N N N N Y N Y |
N N N N N N N |
Note 1: a: “ 0 ” is the Company.
b: Subsidiaries are numbered from “ 1 ” .
Note 2: (1) The endorser / guarantor parent company owns directly and indirectly more than 50% voting shares of the endorsed / guaranteed subsidiary.
(2) The endorser / guarantor parent company owns directly and indirectly more than 90% voting shares of the endorsed / guaranteed company.
(3) The endorsed / guaranteed company owns directly and indirectly more than 50% voting shares of the endorser / guarantor parent company.
Note 3: The upper limit for the Company is equivalent to the capital of the endorsee; the upper limit for subsidiaries is equivalent to the net asset value of the subsidiaries as stated in its latest financial statements except that it is five times of the net asset value of Kaohsiung Harbor Transport Company and Universal Investment Corporation.
Note 4: The upper limit for the Company is equivalent to the net asset value of the Company.
Note 5: The upper limit for the subsidiary is equivalent to the net asset value of the subsidiary as stated in its latest financial statements, unless the Company or other subsidiaries give more guarantee.
Note 6: The limits were approved by the board of directors.
Note 7: The upper limit for the subsidiary is equivalent to ten times of the net asset value of the subsidiary as stated in its latest financial statements.
- 65 -
TABLE 3
UNIVERSAL CEMENT CORPORATION
MARKETABLE SECURITIES HELD DECEMBER 31, 2021
(Amounts In Thousands of New Taiwan Dollars, Unless Specified Otherwise)
| Holding Company Name | Type and Name of Marketable Securities | Relationship with the Holding Company |
Financial Statement Account |
**December ** | 31, 2021 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares/ Units | Carrying Value | Percentage of Ownership (%) |
Fair Value Or Net Equity |
|||||
| The Company Universal Investment Corporation |
Listed shares Prince Housing & Development Corp. CTBC Financial Holding Co., Ltd. Asia Pacific Telecom Corp. CHC Resources Co., Ltd. Creative Sensor Inc. Creative Sensor Inc. Unlisted shares Grand Bills Finance Co., Ltd. Universal Cement Development Co., Ltd. Universal Venture Capital Co., Ltd. CTBC Investments Corp. Kaohsiung Rapid Transit Corp. Jie-Ho Development Co., Ltd. Huan Rong Hsin Resource Technology Corp. Mutual funds Cathay No. 2 Real Estate Investment Trust Listed shares Prince Housing & Development Corp. Tainan Spinning Co., Ltd. Teco Electric & Machinery Co., Ltd. Teco Image Systems Co., Ltd. Creative Sensor Inc. Unlisted shares Pan Asia (Engineers & Constructors) Corporation. Chinese Products Promotion Center |
The president of the Company serves as a member of its board of directors - - The Company serves as a member of its board of directors - - The Company serves as a member of its board of directors The Company serves as a member of its board of directors - - - - - - The president of the Company serves as a member of its board of directors. The legal entity as director and the president of the Company serve as representatives of the legal entity. - - - Subsidiary serves as supervisor - |
Financial assets at FVTOCI - current Financial assets at FVTOCI - current Financial assets at FVTOCI - current Financial assets at FVTOCI - current Financial assets at FVTOCI - non - current Financial assets at FVTPL - current Financial assets at FVTOCI - non - current Financial assets at FVTOCI - non - current Financial assets at FVTOCI - non - current Financial assets at FVTOCI - non - current Financial assets at FVTOCI - non - current Financial assets at FVTOCI - non - current Financial assets at FVTOCI - non - current Financial assets at FVTPL - current Financial assets at FVTOCI - current Financial assets at FVTOCI - current Financial assets at FVTPL - current Financial assets at FVTPL - current Financial assets at FVTOCI - non - current Financial assets at FVTOCI - non-current Financial assets at FVTOCI-non-current |
40,621,948 28,441,983 3,277,157 17,020,254 13,000,000 273,000 43,999,488 24,864,000 1,400,000 3,303,325 1,286,063 171,133 600,000 24,000 34,928,900 55 2,300,000 602,000 9,000,000 3,102,803 7,540 |
$ 544,334 738,069 26,938 771,869 271,050 6,866 764,711 513,193 11,413 139,219 10,350 - - 471 468,048 1 72,795 10,234 187,650 37,823 540 |
2.50 0.15 0.08 6.85 8.72 0.21 8.14 16.44 1.16 1.05 0.46 0.16 30.00 - 2.15 - 0.11 0.53 6.04 2.71 1.98 |
$ 544,334 738,069 26,938 771,869 271,050 6,866 764,711 513,193 11,413 139,219 10,350 - - 471 468,048 1 72,795 10,234 187,650 37,823 540 |
- 66 -
TABLE 3
UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES
MARKETABLE SECURITIES HELD DECEMBER 31, 2021
(Amounts In Thousands of New Taiwan Dollars, Unless Specified Otherwise)
| Holding Company Name | Type and Name of Marketable Securities | Relationship with the Holding Company |
Financial Statement Account |
**December ** | 31, 2021 | Note | ||
|---|---|---|---|---|---|---|---|---|
| Shares/ Units | Carrying Value | Percentage of Ownership (%) |
Fair Value Or Net Equity |
|||||
| Da Jen Venture Capital Co., Ltd. DarChan Venture Capital Co., Ltd. Limited partnership Taiwania Capital Buffalo Fund V, LP. |
The legal entity as director of the Company serves as a member of its board of directors. The legal entity as director of the Company serves as a member of its board of directors. - |
Financial assets at FVTOCI - non-current Financial assets at FVTOCI - non-current Financial assets at FVTPL - non-current |
1,683,000 4,000,000 - |
27,186 35,939 22,022 |
8.06 3.64 3.23 |
27,186 35,939 22,022 |
- 67 -
TABLE 4
UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES
MARKETABLE SECURITIES ACQUIRED AND DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEARS ENDED DECEMBER 31, 2021
(Amounts In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Company Name | Type and Name of Marketable Securities |
Financial Statement Account |
Counterpart y |
Relationshi p |
Beginning Balance | Beginning Balance | Acquisition | Acquisition | Disposal | Disposal | Ending Balance | Ending Balance | ||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of Shares |
Amount | Number of Shares |
Amount | Number of Shares |
Amount | Carrying Amount |
Gain (Loss) on Disposal |
Number of Shares |
Amount | |||||
| The Company Universal Investment Corporation |
Listed shares Creative Sensor Inc. Privately offered shares Creative Sensor Inc. Listed shares Creative Sensor Inc. Privately offered shares Creative Sensor Inc. |
Financial assets at FVTPL - current Financial assets at FVTOCI - non-current Financial assets at FVTPL - current Financial assets at FVTOCI -non-current |
- - - - |
- - - - |
- - - - |
$ - - - - |
2,067,000 13,000,000 230,000 9,000,000 |
$ 59,033 305,370 6,599 211,410 |
1,794,000 - 230,000 - |
$ 52,658 - 6,949 - |
$ 51,248 - 6,599 - |
$ 1,410 - 350 - |
273,000 13,000,000 - 9,000,000 |
$ 6,866 271,050 - 187,650 |
- 68 -
TABLE 5
UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES
TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES AMOUNTING TO OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL FOR THE YEARS ENDED DECEMBER 31, 2021
(Amounts In Thousands of New Taiwan Dollars, Unless Stated Otherwise)
| Buyer | Related Party | Relationship | Transaction Details | Transaction Details | Transaction Details | Transaction Details | Abnormal Transaction | Abnormal Transaction | Notes/Accounts Payable or Receivable |
Notes/Accounts Payable or Receivable |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchase/ Sale |
Amount | % to Total | Payment Terms | Unit Price | Payment Terms | Ending Balance | % to Total | ||||
| The Company | Kaohsiung Harbor Transport Company CHC Resources Corp. |
Subsidiary The key management of the Group serves as a member of its board of directors |
Purchase (Freight) Purchase |
$ 231,872 217,957 |
8 8 |
45 ~ 60 days after acceptance 30 ~ 65 days after acceptance |
Note Equivalent |
Equivalent Equivalent |
($33,121) (26,611) |
(5 ) (4 ) |
|
Note : The purchase prices have no comparison with those from third parties.
- 69 -
TABLE 6
UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES
INFORMATION ON INVESTEES FOR THE YEAR ENDED DECEMBER 31, 2021 (Amounts In Thousands of New Taiwan Dollars, Unless Specified Otherwise)
| Investor Company | Investee Company | Location | Main Businesses and Products | Original Investment Amount | Original Investment Amount | Balance as of December 31, 2021 | Balance as of December 31, 2021 | Balance as of December 31, 2021 | Net Income (Loss) of the Investee |
Share of Profits/Losses of Investee |
Note |
|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2021 |
December 31, 2020 |
Shares | Percentag e of Ownership |
Carrying Amount |
|||||||
| The Company Universal Investment Corporation |
Huanchung Cement International Corporation Chiayi Concrete Industrial Corporation Kaohsiung Harbor Transport Company Universal Investment Corporation Universal Concrete Industrial Corporation Uneo Incorporated Li Yong Development Corporation Lioho Machine Works Ltd. Tainan Concrete Industrial Corporation Universal Concrete Industrial Corporation Chiayi Concrete Industrial Corporation Huanchung Cement International Corporation Tainan Concrete Industrial Corporation Lioho Machine Works Ltd. |
Taichung city Chiayi County Kaohsiung city Taipei city Taichung city Taipei city Taipei city Taoyuan city Tainan city Taichung city Chiayi County Taichung city Tainan city Taoyuan city |
Import, export, and sale of cement, cement material, fuel, and production Manufacturing and marketing of ready-mixed concrete Trucking operation Investment activities Manufacturing and marketing of ready-mixed concrete and gravel Marketing of electronic Products Investment activities, trading for real estate and leasing business Manufacturing and marketing of metal parts and automotive components Manufacturing and marketing of ready-mixed concrete and cement material Manufacturing and marketing of ready-mixed concrete and gravel Manufacturing and marketing of ready-mixed concrete Import, export, and sale of cement, cement material, fuel, and production Manufacturing and marketing of ready-mixed concrete and cement material Manufacturing and marketing of metal parts and automotive components |
$ 69,993 22,643 74,580 650,000 33,774 291,671 20,000 174,997 68,454 858 5 13 178 93 |
$ 69,993 22,643 74,580 250,000 32,284 291,671 20,000 174,997 41,454 858 5 13 178 93 |
6,999,333 2,252,378 7,560,000 75,000,000 7,691,411 6,000,000 2,000,000 89,581,468 1,265,000 115,494 361 667 10,000 1,680 |
69.99 86.63 100.00 100.00 58.12 100.00 100.00 29.86 42.17 0.87 0.01 0.01 0.33 - |
$ 112,282 40,619 97,490 768,307 137,759 43,336 19,566 9,810,809 81,764 858 5 13 179 93 |
$ 17,591 (136) 2,950 9,170 50,220 (2,053) (434) 1,240,141 6,348 - - - - - |
$ 12,314 (118) 2,950 9,170 29,331 (2,053) (434) 370,306 2,594 - - - - - |
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TABLE 7
UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES
INFORMATION ON MAJOR SHAREHOLDERS DECEMBER 31, 2021
| Name of the major shareholder | Shares | Shares |
|---|---|---|
| Number of shares held (share) | Shareholding (%) | |
| Sheng Yuan Investment Corp. Yu-Sheng Investment Inc. HOU, BO-YI PICTET investment account entrusted to HSBC |
65,255,811 64,532,037 50,888,251 38,867,405 |
9.98% 9.87% 7.78% 5.94% |
Note 1: The information on major shareholders in the table is information related to shareholders with aggregate ownership in the Company achieving 5% and above by holding ordinary shares and special shares that completed the non-physical registration and delivery (including treasury shares), calculated by the TDCC on the last business day at the end of the quarter. The share capital stated in the consolidated financial report of the Company may differ from the number of shares that completed the non-physical registration and delivery due to the differences in the basis of preparation and calculation.
-
Note 2: Regarding the information above, where shareholders entrust their shares with a trust, the information shall be disclosed in a separate personal account of the client in the nature of a trust account opened by the trustee. When shareholders with shareholding over 10% carrying out the insider’s equity report according to laws and regulations related to securities trading, the shareholding shall include its personal shareholding, plus shares entrusted with trust and possessing the right of utilization and decision-making. For information on the insider’s equity report, please refer to MOPS.
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THE CONTENTS OF STATEMENTS OF MAJOR ACCOUNTING ITEMS
| Item Major Accounting Items in Assets, Liabilities and Equity Statement of Cash Statement of Financial Assets at FVTPL–Current Statement of Financial assets at FVTOCI - Current Statement of Note Receivables Statement of Account Receivables Statement of Inventories Statement of Financial Assets at FVOCI–Non-current Statement of Changes in Investments accounted for using Equity Method Statement of Changes in Property, Plant and equipment Statement of Changes in Accumulated Depreciation of Property, Plant and Equipment Statement of Changes in Right-of-use Assets Statement of Changes in Accumulated Depreciation of Right-of-use Assets Statement of Changes in Investment Properties Statement of Changes in Accumulated Depreciation of Investment Properties Statement of Changes in Intangible Assets Statement of Deferred Income Tax Assets Statement of Short-term Borrowings Statement of Short-term Bills Payable Statement of Accounts Payable Statement of Other Payables Statement of Other Current Liabilities Statement of Lease Liabilities Statement of Deferred Income Tax Liabilities Major Accounting Items in Profit or Loss Statement of Net Revenue Statement of Operating Costs Statement of Operating Expenses Function Summary for Employee’s Benefit, Depreciation, and Amortization Expenses Incurred during the Year |
No./Ref. |
|---|---|
| Schedule 1 Schedule 2 Schedule 3 Schedule 5 Schedule 5 Schedule 6 Schedule 7 Schedule 8 Note 14 Note 14 Schedule 9 Schedule 9 Note 16 Note 16 Note 17 Note 25 Schedule 10 Note 18 Schedule 11 Note 20 Note 20 Schedule 12 Note 25 Schedule 13 Schedule 14 Schedule 15 Schedule 16 |
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SCHEDULE 1
Universal Cement Corporation
STATEMENT OF CASH DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars , Unless Specified Otherwise)
| Item Cash on hand Bank deposits Checking accounts Demand deposits Foreign currency deposits (Note) |
Amount |
|---|---|
| $ 282 11,814 75,834 16,939 $ 104,869 |
Note: Including US$ 284,579.23, € 135,509.38, RMB 901,971.86, HK$ 189,506.33 and JPY 950,954 (US $1=NT$27.68, EUR $1=NT$31.32, RMB 1=NT$4.344, HKD $1=NT$3.549 and JPY 1=NT$0.2405)
- 73 -
SCHEDULE 2
Universal Cement Corporation
STATEMENTS OF FINANCIAL ASSETS AT FVTPL – CURRENT
DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars , Unless Specified Otherwise)
| Shares of listed domestic companies Creative Sensor Inc. |
Number of shares 273,000 |
Amount $ 6,866 |
Acquisition costs $ 7,785 |
Fair Value (Note) Unit price (NT$) Total $ 25.15 $ 6,866 |
Fair Value (Note) Unit price (NT$) Total $ 25.15 $ 6,866 |
Guarantee provided or pledge |
|
|---|---|---|---|---|---|---|---|
| Unit price (NT$) $ 25.15 |
|||||||
| None |
Note: Please refer to Note 30.
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SCHEDULE 3
Universal Cement Corporation
STATEMENTS OF FINANCIAL ASSETS AT FVTOCI – CURRENT
DECEMBER 31, 2021
(In Thousands of New Taiwan Dollars , Unless Specified Otherwise)
| Current Shares of listed domestic companies Prince Housing & Development Corp. CTBC Financial Holding Co., Ltd. Asia Pacific Telecom Co., Ltd. CHC Resources Co., Ltd |
Number of shares 40,621,948 28,441,983 3,277,157 17,020,25 4 |
Amount $ 544,334 738,069 26,938 771,869 $ 2,081,210 |
Acquisition costs $ 601,561 455,560 32,772 108,500 $ 1,198,393 |
Fair Value (Note) Unit price (NT$) Total $ 13.40 $544,334 25.95 738,069 8.22 26,938 45.35 771,869 $ 2,081,210 |
Guarante e provided or pledge |
|---|---|---|---|---|---|
| Unit price (NT$) $ 13.40 25.95 8.22 45.35 |
|||||
| None None None None |
Note: Please refer to Note 30.
- 75 -
SCHEDULE 4
Universal Cement Corporation
STATEMENT OF NOTES RECEIVABLE DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Name Yung Ching Construction Co., Ltd. Kun Yi Building Materials Co., Ltd. Others (Note) |
Amount |
|---|---|
| $ 37,256 21,263 336,757 $ 395,276 |
Note: The balance of each company is less than 5% of the balance under this item.
- 76 -
SCHEDULE 5
Universal Cement Corporation
STATEMENT OF ACCOUNTS RECEIVABLE DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Name Non-related party Futsu Construction Co., Ltd. Kedge Construction Co., Ltd. Hung Hsin Building Materials Co., Ltd. Others (Note) Less: loss allowance Related party Pan Asia (Engineers & Constructors) Corporation Others (Note) Less: loss allowance |
Amount | |
|---|---|---|
| $ 126,294 49,305 47,642 780,878 1,004,119 3,278 $ 1,008,841 $ 26,432 10,322 36,754 12 $ 36,742 |
Note: The balance of each company is less than 5% of the balance under this item.
- 77 -
SCHEDULE 6
Universal Cement Corporation
STATEMENT OF INVENTORIES DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Item Finished goods Work in progress Raw materials |
Amount | Amount | Amount | |
|---|---|---|---|---|
| Costs $ 81,421 9,872 175,158 $ 266,451 |
Net realizable value | |||
| $ 96,793 9,872 177,000 $ 283,665 |
Note: Please refer to Note 4 for the basis of net realizable value.
- 78 -
SCHEDULE 7
Universal Cement Corporation
STATEMENT OF FINANCIAL ASSETS AT FVOCI-NON-CURRENT FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Name Privately offered shares of listed companies Creative Sensor Inc. Shares of unlisted companies Universal Venture Capital Co., Ltd CTBC Investments Corp. Universal Cement Development Co., Ltd. Grand Bills Finance Co., Ltd. Kaohsiung Rapid Transit Corp. |
Opening balance Increase (decrease) during the year Numberofshares Amount Numberofshares Amount Unrealized gain or loss on financial assets - $ - 13,000,000 $ 305 ( $ 34,320 ) 1,400,000 10,040 - - 1,373 3,303,325 126,197 - - 13,022 24,864,000 532,090 - - ( 18,897 ) 43,999,488 739,191 - - 25,520 1,286,063 11,774 - - ( 1,424 ) $ 1,4 $ 305 ($ 14,726 ) |
Closing balance Numberofshares Fair value Guarantee provided or pledge 13,000,000 $ 271 None 1,400,000 11,413 None 3,303,325 139,219 None 24,864,000 513,193 None 43,999,488 764,711 None 1,286,063 10,350 None $ 1,7 |
Closing balance Numberofshares Fair value Guarantee provided or pledge 13,000,000 $ 271 None 1,400,000 11,413 None 3,303,325 139,219 None 24,864,000 513,193 None 43,999,488 764,711 None 1,286,063 10,350 None $ 1,7 |
Guarantee provided or pledge |
|---|---|---|---|---|
| Numberofshares | Numberofshares 13,000,000 1,400,000 3,303,325 24,864,000 43,999,488 1,286,063 |
|||
| - 1,400,000 3,303,325 24,864,000 43,999,488 1,286,063 |
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SCHEDULE 8
Universal Cement Corporation
STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Investment in subsidiary Huanchung Cement International Corporation Universal Investment Corporation Universal Concrete Industrial Corporation Kaohsiung Harbor Transport Corporation Chiayi Concrete Industrial Corporation Uneo Incorporated Li Yong Development Corporation Investment in associate Lioho Machine Works Co., Ltd. Tainan Concrete Industrial Corporation |
Opening | balance Amount $ 105,232 315,031 106,396 98,044 40,737 45,389 20,000 730,829 10,023,459 53,790 10,077,249 $ 10,808,078 |
Number of shares - 42,800,000 123,865 - - - - - 120,000 |
Amount $ 5,109) 400,000 1,490 3,635) - - - 392,746 537,489) 25,969 511,520 ) $ 118,774 ) |
Gain (loss) on investments $ 12,314 9,170 29,331 2,950 ( 118) ( 2,053) ( 434 ) 51,160 370,306 2,594 372,900 $ 424,060 |
Undistributed earnings $ - - - - - - - - - - - $ - |
Capital reserve $ - - 527 - - - - 527 605 - 605 $ 1,132 |
Actuarial gains (loss) from defined benefit plans ( $ 155) - 15 131 - - - ( 9 ) 8,294 - 8,294 $ 8,285 |
Cumulative translation adjustments $ - - - - - - - - ( 53,545) - ( 53,545 ) ($ 53,545 ) |
Unrealized gain (loss) on financial products $ - 44,106 - - - - - 44,106 ( 821) ( 589 ) ( 1,410 ) $ 42,696 |
Closing balance | Closing balance | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Number of shares 6,999,333 32,200,000 7,567,546 7,560,000 2,252,378 6,000,000 2,000,000 89,581,468 1,145,000 |
Number of shares 6,999,333 75,000,000 7,691,411 7,560,000 2,252,378 6,000,000 2,000,000 89,581,468 1,265,000 |
Shareholding (%) 69.99 100 58.12 100 86.63 100 100 29.86 42.17 |
|||||||||||||
| ( ( ( ( ( |
( ( ( |
( ( |
( ( ( |
( ( ( |
Note 1: The decrease amount during the year was cash dividends received.
Note 2: Number of shares increased during the year was the investee company ’ s capital increase transferred from earnings amounted to 2,800,000 shares and by cash amounted to 40,000,000 shares. The increase amount during the year was the investee company ’ s capital increase by cash amounted to NT$400,000 thousand.
Note 3: The increase amount during the year was the acquisition of minority equity, and a capital reserve of NT$527 thousand was recognized.
Note 4: Number of shares increased during the year was the acquisition of 120,000 shares. The increase amount during the year was the acquisition of shares of NT$27,000 thousand minus cash dividends received NT$1,030 thousand.
- 80 -
SCHEDULE 9
Universal Cement Corporation
STATEMENT OF CHANGE IN RIGHT-OF-USE ASSETS DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Item Costs Balance at January 1, 2021 Increase during the year Decrease during the year Remeasurement Balance at December 31, 2021 Cumulative depreciation Balance at January 1, 2021 Decrease during the year Depreciation expenses Balance at December 31, 2021 Carrying amount at December 31,2021 |
Building $ 52,736 27,585 30,464 ) 4 ) $ 49,853 $ 33,078 30,464 ) 16,033 $ 18,647 $ 31,206 |
Transportation Equipment $ 10,395 3,906 ( 1,372 ) ( 50 ) $ 12,879 $ 3,046 ( 1,372 ) 3,088 $ 4,762 $ 8,117 |
Total | ||
|---|---|---|---|---|---|
( ( ( |
( ( ( |
( ( ( |
$ 63,131 31,491 31,836 ) 54 ) $ 62,732 $ 36,124 31,836 ) 19,121 $ 23,409 $ 39,323 |
- 81 -
SCHEDULE 10
Universal Cement Corporation
STATEMENT OF SHORT-TERM LOANS DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Credit borrowings First Commercial Bank Cathay United Bank Bank of Taiwan Hua Nan Commercial Bank Yuanta Leasing Co., Ltd. Taishin International Bank |
Contract period (Note2) Rate per annum(%) December 24, 2021~ January 21, 2022 0.82 September 30, 2021~ March 29, 2022 0.82 December 2, 2021~ March 2, 2022 0.84 December 8, 2021~ March 8, 2022 0.85 November 19, 2021~ February 17, 2022 0.82 December 30, 2021~ January 27, 2022 0.83 |
Closing balance Financing limit (Note1) $ 380,000 $ 500,000 200,000 200,000 300,000 500,000 300,000 300,000 300,000 300,000 300,000 300,000 $1,780,000 |
Pledge or guarantee |
|
|---|---|---|---|---|
| NONE NONE NONE NONE NONE NONE |
Note 1: The financing limit of Hua Nan Commercial Bank is a limit shared by short-term and mid-term borrowings.
Note 2: Refers to the period of utilization.
- 82 -
SCHEDULE 11
Universal Cement Corporation
STATEMENT OF ACCOUNTS PAYABLE DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Name of the supplier Non-related party Taiwan Cement Corp. Shiny Gravel Corp. Gaotai Gravel Corp. Fu Cheng Development Corp. Others (Note) Related party China Hi-Ment Co., Ltd Kaohsiung Wharf Transportation |
Amount | |
|---|---|---|
| $ 181,430 59,521 50,787 31,534 258,063 $ 581,335 $ 26,611 13,918 $ 40,529 |
Note: The balance of each company is less than 5% of the balance under this item.
- 83 -
SCHEDULE 12
Universal Cement Corporation
STATEMENT OF LEASE LIABILITIES DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Item Building Building Building Building Transportation equipment Transportation equipment Transportation equipment Transportation equipment Transportation equipment Transportation equipment |
Description Central Office Southern Office Tainan Concrete Plant Fengshan Concrete Plant Service car for Tainan Office Service car for headquarters Service car for headquarters Service car for headquarters Service car for headquarters Service car for Dahu Gypsum Board Plant |
Lease period April 1, 2020~ March 31, 2025 August 1, 2020~ July 31, 2023 September 1, 2021~ August 31, 2026 September 1, 2015~ August 31, 2022 June 29, 2020~ June 28, 2024 December 31, 2019~ December 31, 2022 February 3, 2020~ February 3, 2024 October 12, 2020~ September 12, 2024 August 26, 2021~ August 26, 2025 December 30, 2020~ November 30, 2025 |
Discount rate (%) 0.9 0.9 0.9 0.9 1.0 1.0 1.0 0.9 0.9 0.9 |
Closing balances |
|
|---|---|---|---|---|---|
| $ 1,258 717 25,786 3,598 1,273 1,217 1,150 1,334 2,187 997 $ 39,517 |
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SCHEDULE 13
Universal Cement Corporation
STATEMENT OF NET REVENUES FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Item Cement Concrete Gypsum board Others Less: sales return and discounts |
Quantity 273,026.15 tons 1,546,268 cubic meters 14,831,622.71 square meters |
Amount | |
|---|---|---|---|
| $ 685,059 3,340,838 827,443 22,839 4,876,179 49,740 $ 4,826,439 |
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SCHEDULE 14
Universal Cement Corporation
STATEMENT OF OPERATING COSTS FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Item Raw materials at the beginning of the year Add: Incoming materials during the year Gain from raw material physical counts Less: Raw materials at the end of the year Others Direct raw materials used Direct labor Manufacturing expenses Manufacturing costs Add: Work in progress at the beginning of the year Incoming materials during the year Less: Work in progress at the end of the year Others Cost of finished goods Add: Finished goods at the beginning of the year Excise tax Purchase of finished goods Others Less: Finished goods at the end of the year Cost of sales Add: Unamortized fixed manufacturing expenses Less: Revenue from sale of scraps Gain from raw material physical counts Operating costs |
Amount | |
|---|---|---|
| $ 164,970 2,256,112 3,110 175,158 17,544 2,231,490 98,446 797,292 3,127,228 10,184 596,436 9,872 21,981 3,701,995 72,136 119,665 10,346 43,199 81,421 3,865,920 2,483 1,458 3,110 $ 3,863,835 |
- 86 -
SCHEDULE 15
Universal Cement Corporation
STATEMENT OF OPERATING EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2021 (In Thousands of New Taiwan Dollars)
| Salaries and wages, bonus, and employee’s remuneration Freight Commission expenses Contracted research expenses Depreciation Taxation Expected credit gain reversed Test fee Others (Note) |
Selling and marketing expenses General and administrativ e expense $ 32,800 $ 77,261 34,866 - 5,148 - - - 904 19,666 42 17,713 - - - - 16,588 53,202 $ 90,348 $ 167,842 |
R&D expenses Expected credit loss (gain) $ 33,437 $ - 2 - - - 4,359 - 757 - 28 - - ( 1,954) 22,450 - 15,685 - $ 76,718 ($ 1,954 ) |
Total | ||
|---|---|---|---|---|---|
| $ 143,498 34,868 5,148 4,359 21,327 17,783 ( 1,954) 22,450 85,475 $ 332,954 |
Note: The balance of each company is less than 5% of the balance under this item.
- 87 -
SCHEDULE 16
Universal Cement Corporation
STATEMENT FOR FUNCTION SUMMARY FOR EMPLOYEE ’ S BENEFIT, DEPRECIATION, AND AMORTIZATION EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2021 and 2020 (In Thousands of New Taiwan Dollars)
| Item Employee’s benefit Salaries Labor and health insurance premium Pension Director’s remuneration Others Depreciation Amortization |
FOR THE YEARS ENDED DECEMBER 31, 2021 | FOR THE YEARS ENDED DECEMBER 31, 2021 | Total $ 371,346 35,254 18,080 25,596 12,956 $ 463,232 $ 114,763 $ 2,992 |
FOR THE YEARS ENDED DECEMBER 31, 2020 | FOR THE YEARS ENDED DECEMBER 31, 2020 | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Operating costs $ 253,444 23,936 11,891 - 4,207 $ 293,478 $ 92,869 $ 204 |
Operating expenses $ 117,902 11,318 6,189 25,596 8,749 $ 169,754 $ 21,327 $ 2,788 |
Non-operating income and expenses $ - - - - - $ - $ 567 $ - |
Operating costs $ 244,161 20,310 11,143 - 6,038 $ 281,652 $ 72,112 $ - |
Operating expenses $ 112,989 12,161 6,347 28,333 7,485 $ 167,315 $ 20,452 $ 1,511 |
Non-operating income and expenses $ - - - - - $ - $ 647 $ - |
Total | ||||||
| $ 357,150 32,471 17,490 28,333 13,523 $ 448,967 $ 93,211 $ 1,511 |
Note:
-
Number of employees for the current year and the previous year was 445 and 424, respectively, in which there were both 4 directors who are not concurrently employees.
-
Companies whose shares are listed and traded on TWSE or TPEx shall disclose the following information:
-
(1) Average employee’s benefit expenses for the year amounted to NT$992 thousand (“total employee’s benefit expenses for the year – total director’s remuneration”/“number of employees for the year – number of directors who are not concurrently employees”). Average employee’s benefit expenses for the previous year amounted to NT$1,002 thousand (“total employee’s benefit expenses for the previous year – total director’s remuneration”/“number of employees for the previous year – number of directors who are not concurrently employees”).
-
(2) Average employee’s salary expenses for the year amounted to NT$842 thousand (total salary expenses for the year/“number of employees for the year – number of directors who are not concurrently employees”). Average employee’s salary expenses for the previous year amounted to NT$850 thousand (total salary expenses for the previous year/“number of employees for the previous year – number of directors who are not concurrently employees”).
-
(3) Average adjustments and changes in employee’s salary expenses achieved 0.9% (“average employee’s salary expenses for the year - average employee’s salary expenses for the previous year”/average employee’s salary expenses for the previous year).
-
The Company has established its Audit Committee, and the Company has no supervisor.
-
Salary and remuneration policy:
-
(1) Remuneration shall be provided for directors of the Company in executing the Company’s businesses, and the amount shall be subject to its participation in the Company’s operations and the value of its contribution. According to the requirements under Article 29 of the Company’s articles of association, the remuneration
- for the Company’s chairman, vice-chairman, and directors regarding the execution of their duties shall be determined by the board of directors based on the standards within the industry, taking into account its contribution, performance and the future risks of the Company. Furthermore, according to Article 33, where the Company recorded a profit during the year, the board of directors may resolve to allocate no more than 3% of the abovementioned profit as director’s remuneration, which may only be distributed in cash.
-
(2) General manager, vice general manager, assistant managers, and other management of the Company execute the Company’s operations according to the orders from the board of directors; their remuneration shall be subject to the requirements of Article 31 of the Company’s articles of association and Article 29 of the Company Act. The standards or the management’s remuneration shall be determined based on its personal performance and its contribution to the overall operations of the Company, with reference to the payment standards in the market.
-
(3) For directors and management listed in paragraphs (1) and (2) above, their salary and remuneration policy, system, standard, and structure shall be subject to the requirements under the Regulations Governing the Appointment and Exercise of Powers by the Remuneration Committee of a Company Whose Stock is Listed on the Taiwan Stock Exchange or the Taipei Exchange, and submitted to the Remuneration Committee for review and discussion.
-
(4) The employee’s remuneration policy is determined based on personal competency, contribution to the Company, performance, market value of the post, taking into account the future operating risks of the Company, which shall be positively correlated to the operating performance. Where the Company recorded a profit for the year, the Company shall allocate no less than 1% as the employee’s remuneration according to the requirements under the Articles of Association. The overall remuneration package for employees primarily includes the fixed basic salaries, bonuses, and benefits. Regarding the payment standards, fixed basic salaries are approved and paid in accordance with the market trend of the post held by employees, bonuses are distributed based on the achievement of the employee’s and the department’s objectives and the Company’s operating performance, while benefits are designed for employees according to the requirements under the laws and regulations, with equal considerations given to the demands of employees.
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88 -