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UCC Annual Report 2023

Nov 13, 2023

51738_rns_2023-11-13_535aba97-d3f2-459b-896c-6ecd61af59be.pdf

Annual Report

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Universal Cement Corporation

Financial Statements for the Years Ended December 31, 2023 and 2022 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 Company), which comprise the balance sheets as of December 31, 2023 and 2022, 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 Company as of December 31, 2023 and 2022, 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 Company 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, 2023. 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.

- 2 -

The key audit matter of the Company’s financial statements for the year ended December 31, 2023 is stated as follows:

Occurrence of sales of concrete products

Refer to Note 4 (n) and Note 23, the Company mainly manufactures and sells cement, ready mixed concrete and gypsum board panels. The sales amount of some concrete products changed greatly in 2023 and the change can be due to changes in volume or price or both. Sales is the main source of the Company’s revenue and has a material impact on the Company’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:

  1. We understood the design of the Company’s internal controls on accounting for sales. We tested the implementation and operating effectiveness of the internal controls.

  2. 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 and confirmed that the payee matched the transaction counterparty.

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

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

Auditors’ Responsibilities for the Audit of the 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 economic decisions of users taken on the basis of these financial statements.

- 3 -

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:

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

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

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

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

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

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

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

We also provide those charged with governance with a statement that we have complied with relevant ethical 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, 2023 and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

- 4 -

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 15, 2024

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. The English version not audited by an accountant.

- 5 -

Universal Cement Corporation

BALANCE SHEETS DECEMBER 31, 2023 AND 2022 (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 33)
Contract assets - current (Notes 4 and 23)
Contract assets from related parties - current (Notes 4, 23 and 32)
Notes receivable (Notes 4 ,11 and 23)
Net Accounts receivable (Notes 4,11 and 23)
Net Accounts receivable from related parties (Notes 4, 11,23 and 32)
Other receivables (Notes 4 and 32)
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 33)
Investments accounted for using the 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
Net defined benefit assets(Notes 4 and 21)
Total non-current assets
TOTAL
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Short-term borrowings (Note 18)
Short-term bills payable (Notes 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 32)
Other payables (Notes 20 and 32)
Current tax liabilities (Note 25)
Lease liabilities - current (Notes 4, 15 and 32)
Long-term borrowings due within one year (Note 18)
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 32)
Guarantee deposits received
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, 2023
Amount
%
$ 187,223
1
4,661
-
2,262,037
9
30,060
-
1,480
-
-
-
387,881
1
1,209,571
5
60,568
-
482
-
335,749
1
10,919
-
2,307

-
4,492,938

17
1,608,577
6
7,027
-
13,398,561
51
6,261,756
24
57,524
-
634,139
2
10,183
-
13,880
-
45,458
-
6,697

-
22,043,802

83
$ 26,536,740
100
$ 1,610,000
6
234,887
1
530
-
-
-
637,988
2
41,543
-
343,853
1
121,251
1
11,760
-
500,000
2
20,949

-
3,522,761

13
1,088,374
4
46,306
1
10,117

-
1,144,797

5
4,667,558

18
6,732,175

25
123,719

-
2,920,126
11
3,185,793
12
8,099,817

31
14,205,736

54
807,552

3
21,869,182

82
$ 26,536,740
100
December 31, 2022 December 31, 2022













Amount
$ 187,223
4,661
2,262,037
30,060
1,480
-
387,881
1,209,571
60,568
482
335,749
10,919
2,307

4,492,938

1,608,577
7,027
13,398,561
6,261,756
57,524
634,139
10,183
13,880
45,458
6,697

22,043,802

$ 26,536,740

$ 1,610,000
234,887
530
-
637,988
41,543
343,853
121,251
11,760
500,000
20,949

3,522,761

1,088,374
46,306
10,117

1,144,797

4,667,558

6,732,175

123,719

2,920,126
3,185,793
8,099,817

14,205,736

807,552

21,869,182

$ 26,536,740


















Amount
$ 306,017
7,535
1,858,020
67
1,759
4,437
399,898
1,216,542
44,977
221,862
304,870
19,562
3,907

4,389,453

2,076,812
4,657
12,640,982
6,326,916
58,557
634,706
11,324
11,251
30,031
6,697

21,801,933

$ 26,191,386

$ 2,210,000
799,261
240
30
609,753
47,288
316,494
112,632
10,587
-
21,674

4,127,959

1,088,991
48,170
8,362

1,145,523

5,273,482

6,536,092

123,499

2,715,883
3,185,793
7,372,038

13,273,714

984,599

20,917,904

$ 26,191,386
%
1
-
7
-
-
-
2
5
-
1
1
-
-
17
8
-
48
24
-
3
-
-
-
-
83
100
9
3
-
-
2
-
1
1
-
-
-
16
4
-
-
4
20
25
-
11
12
28
51
4
80
100

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

(Concluded)

- 6 -

Universal Cement Corporation STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

OPERATING REVENUE (Notes 4, 23 and 32)
OPERATING COSTS (Notes 12, 21, 24 and 32)
GROSS PROFIT
OPERATING EXPENSES (Notes 21, 24 and 32)
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 32)
Interest income
Other income
Other gains and losses
Interest expenses
Share of profit or loss of associates accounted for using
the equity method
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 (Note 22)
Items that will not be reclassified subsequently to profit or
loss:
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
2023 %
100
79
21
2
4
1
-

7
14
-
4

2 )

1 )
23
24
38
3
35

1 )
2
1
2022



(


(
(




(

Amount
$ 6,007,860

4,721,870

1,285,990

145,489
240,303
63,498

6,377)

442,913

843,077

5,033
218,605

117,059 )
(

48,582 )
(
1,394,594

1,452,591

2,295,668
187,910

2,107,758


62,751 )
(
96,481

33,730






(




(
Amount
$ 5,710,196

4,533,229

1,176,967

120,348
188,617
81,526
8,487

398,978

777,989

1,775
224,216
203,980

35,034 ) (
1,042,108

1,437,045

2,215,034
173,639

2,041,395

143,686

49,909
) (
93,777
%
100
79
21
2
3
2
-
7
14
-
4
4

1)
18
25
39
3
36
3
1)
2

(Continued)

- 7 -

Universal Cement Corporation

STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

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
2023 %
4)
4)
3)
32)
2022
(
(
(

Amount
$ 210,016
) (
$ 210,016
) (

176,286
) (
$ 1,931,472

$ 3.13
3.12




Amount
$ 146,367

146,367

240,144

$ 2,281,539

$ 3.03
3.02
%
2
2
4
40

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

(Concluded)

- 8 -

Universal Cement Corporation STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars, Except Earnings Per Share)

BALANCE AT JANUARY 1, 2022
Appropriation of 2021 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 28)
Disposals of investments in equity instruments at fair value
through other comprehensive income
Changes in recognition of associates accounted for using the equity
method
Overdue dividends not collected by shareholders
Net profit for the year ended December 31, 2022
Other comprehensive income (loss) for the year ended December
31, 2022, net of income tax
Total comprehensive income (loss) for the year ended December
31, 2022
BALANCE AT DECEMBER 31, 2022
Appropriation of 2022 earnings (Note 22)
Legal reserve
Cash dividends distributed by the Company - NT$ 1.5 per share
Stock dividends distributed by the Company - NT$ 0.3 per share
Differences between the actual equity value of subsidiaries
acquired or disposed and its carrying amounts. (Note 28)
Disposals of investments in equity instruments at fair value
through other comprehensive income
Changes in recognition of associates accounted for using the equity
method
Overdue dividends not collected by shareholders
Net profit for the year ended December 31, 2023
Other comprehensive income (loss) for the year ended December
31, 2023, net of income tax
Total comprehensive income (loss) for the year ended December
31, 2023
BALANCE AT DECEMBER 31, 2023
Capital Stock -
Common Stock
Capital
Surplus

66,950
-
-
56,211
-
340
( 2)
-
-
-
123,499
-
-
-
221
-
-
( 1)
-
-
-
123,719
Retained Earnings Retained Earnings Unappropriated
Earnings
$ 6,092,023
( 108,808 )
( 653,609 )
-
1,077
( 40)
-
2,041,395
-
2,041,395
7,372,038
(
204,243)
(
980,414)
(
196,083)
-
1,620
( 859)
-
2,107,758
-
2,107,758
$ 8,099,817
Other Equity Total
$ 745,532
-
-
-
( 1,077)
-
-
-
240,144
240,144
984,599
-
-
-
-
( 1,620)
859
-
-
(
176,286)
(
176,286)
$ 807,552
Total Equity Total Equity
Legal Reserve
$ 2,607,075
108,808
-
-
-
-
-
-
-
-
2,715,883
204,243
-
-
-
-
-
-
-
-
-
$ 2,920,126
Special Reserve
$ 3,185,793
-
-
-
-
-
-
-
-
-
3,185,793
-
-
-
-
-
-
-
-
-
-
$ 3,185,793
Exchange
Differences on
Translating
Foreign
Operations
($ 945,843)
-
-
-
-
-
-
-
146,367
146,367
( 799,476)
-
-
-
-
-
-
-
-
( 210,016)
( 210,016)
($ 1,009,492)
Unrealized Gain
(Loss) on Financial
Assets at Fair
Value Through
Other
Comprehensive
Income
$ 1,638,872
-
-
-
( 1,077)
-
-
-
74,103
74,103
1,711,898
-
-
-
-
( 1,620)
859
-
-
31,870
31,870
$ 1,743,007
Remeasurement of
Defined Benefit
Plans
$ 69,720
-
-
-
-
-
-
-
19,674
19,674
89,394
-
-
-
-
-
-
-
-
1,860
1,860
$ 91,254
**other **




$ 6,536,092
-
-
-
-
-
-
-
-
-
6,536,092
-
-
196,083
-
-
-
-
-
-
-
$ 6,732,175

$
























$


($ 17,217)
-
-
-
-
-
-
-
-
-
( 17,217)
-
-
-
-
-
-
-
-
-
-
($ 17,217)
$ 19,233,465
-
( 653,609)
56,211
-
300
( 2)
2,041,395
240,144
2,281,539
20,917,904
-
(
980,414)
-
221
-
-
( 1)
2,107,758
( 176,286)
1,931,472
$ 21,869,182

2,281,539

20,917,904
-
(
980,414)
-
221
-
-
( 1)
2,107,758
( 176,286)
1,931,472
$
$ 21,869,182

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

(Concluded)

- 9 -

Universal Cement Corporation

STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax
Adjustments for:
Depreciation expenses
Amortization expenses
Expected credit loss (gain) recognized
Interest expenses
Interest income
Dividend income
Share of profit or loss of associates accounted for using the equity method
Net gain on disposal of property, plant and equipment
Net gain on fair value changes of financial assets designated as at fair value
through profit or loss
Gain on disposal of investment properties
Regarded as gain on disposal of associates accounted for using the equity
method
Impairment loss on assets
Gain on lease modification
Liquidation Benefit
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
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
2023
$ 2,295,668
126,467
3,626

6,377 )
48,582

5,033 )

178,687 )

1,394,594 )

525 )

721 )
-

-
116,111
-
-
5,894
12,017

3,421 )
880

30,879 )
8,643
1,600
290

30 )
22,490
26,036

725 )
-
1,047,312
5,033
690,755

182,537)
1,560,563
2022

(
(
(
(
(
(
(
(
(
(

(

(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
(
$ 2,215,034
123,591
2,415
8,487
35,034

1,775 )

193,444 )

1,042,108 )

3,950 )

669 )

107,131 )

373,540 )
274,161

93 )

44,029 )
983

4,622 )

232,620 )
4

38,419 )

3,252 )

221 )

984 )
30
35,177
60,983
3,084

2)
712,124
1,775
402,700

162,614)
953,985

(Continued)

- 10 -

Universal Cement Corporation STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (In Thousands of New Taiwan Dollars)

CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from the capital reduction 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 investments accounted for using the equity method
Proceeds from sale of financial assets at fair value through profit or loss
Payments for property, plant and equipment
Proceeds from disposal of property, plant and equipment
Payments for intangible assets
Payments for investment properties
Proceeds from disposal of investment properties
Increase in other receivables
Decrease in other receivables
Net cash generated from (used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Increase (Repayments) in short-term borrowings
Repayments from short-term bills payable
Increase in long-term borrowings
Proceeds from guarantee deposits received
Refund of guarantee deposits received
Repayment of the principal portion of lease liabilities
Cash dividends paid
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
2023
$ 13,213

32,543 )
180

113 )
3,595

180,337 )
686

2,485 )
-
-
-
220,500
22,696

600,000 )

565,000 )
500,000
2,160

405 )

10,902 )

980,414 )

47,492)

1,702,053)

118,794 )
306,017
$ 187,223
2022

(
(
(
(


(
(
(
(
(
(
(
(


(
(
(
(
(
(

(
(
(
(
(
(
(

$ -

1,160 )
1,210

169,690 )
-

93,608 )
6,443

5,688 )

3,956 )
161,430

220,500 )
105,000

220,519)
430,000

260,000 )
665

1,130 )

13,437 )

653,609 )

34,807)

532,318)
201,148
104,869
$ 306,017

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

(Concluded)

- 11 -

NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2023 AND 2022 (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 15, 2024.

3. APPLICATION OF NEW, AMENDED AND REVISED STANDARDS AND INTERPRETATIONS

  • a. The initial application of the amendments to the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), IFRIC Interpretations (IFRIC), and SIC Interpretations (SIC) (collectively, the “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 IFRS Accounting Standards endorsed by the FSC for application starting from 2024
New, Amended and Revised Standards and Interpretations
Amendments to IFRS 16 “Leases Liability in a Sale and Leaseback”
Amendments to IAS 1 “Classification of Liabilities as Current or
Non-current”
Amendments to IAS 1 “Non-current Liabilities with Covenants”
Amendments to IAS 7 and IFRS 7 “Supplier Finance Arrangements”
Effective Date
Announced by IASB
(Note 1)
January 1, 2024 (Note 2)
January 1, 2024
January 1, 2024
January 1, 2024 (Note 3)
  • Note 1: Unless stated otherwise, the above New IFRSs are effective for annual reporting periods beginning on or after their respective effective dates.

  • Note 2: A seller-lessee shall apply the Amendments to IFRS 16 retrospectively to sale and leaseback transactions entered into after the date of initial application of IFRS 16.

Note 3: The amendments provide some transition relief regarding disclosure requirements.

- 12 -

As of the date the financial statements were authorized for issue, the Corporation is continuously assessing the possible impact that the application of other standards and interpretations will have on the Corporation’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.

  • c. The IFRS Accounting Standards in issue but not yet endorsed and issued into effect by the FSC
New, Amended and Revised Standards and Interpretations
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets
between an Investor and its Associate or Joint Venture”
IFRS 17 “Insurance Contracts”
Amendments to IFRS 17
Amendments to IFRS 17 “Initial Application of IFRS 9 and IFRS 17 -
Comparative Information”
Amendments to IAS 21 “Lack of Exchangeability”
Effective Date
Announced by IASB
(Note 1)
To be determined by IASB
January 1, 2023
January 1, 2023
January 1, 2023
January 1, 2025 (Note 2)
  • Note 1: Unless stated otherwise, the above IFRS Accounting Standards are effective for annual reporting periods beginning on or after their respective effective dates.

  • Note 2: An entity shall apply those amendments for annual reporting periods beginning on or after January 1, 2025. Upon initial application of the amendments, the entity recognizes any effect as an adjustment to the opening balance of retained earnings. When the entity uses a presentation currency other than its functional currency, it shall, at the date of initial application, recognize any effect as an adjustment to the cumulative amount of translation differences in equity.

As of the date the financial statements were authorized for issue, the Corporation is continuously assessing the possible impact that the application of other standards and interpretations will have on the Corporation’s financial position and financial performance and will disclose the relevant impact when the assessment is completed.

4. SUMMARY OF MATERIAL ACCOUNTING POLICY INFORMATION

  • a. Statement of compliance

The financial statements have been prepared in accordance with the Regulations Governing 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 grouped into Levels 1 to 3 based on the degree to which the fair value measurement inputs are observable and based on the significance of the inputs to the fair value measurement in its entirety, are described as follows:

  • 1) Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities;

  • 2) Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for an asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices); and

- 13 -
  • 3) Level 3 inputs are unobservable inputs for an asset or liability.

When preparing its financial statements, the Company used the equity method to account for its investments in subsidiaries and associates. In order for the amounts of the net profit for the year, other comprehensive income for the year and total equity in its financial statements to be the same as the amounts attributable to the owners of the Company in its consolidated financial statements, adjustments arising from the differences in accounting treatments between the parent company only basis and the consolidated basis were made to investments accounted for using the equity method, share of profit or loss of subsidiaries and associates, share of other comprehensive income of subsidiaries and associates and related equity items, as appropriate, in these financial statements.

  • c. Classification of current and non-current assets and liabilities

Current assets include:

  • 1) Assets held primarily for the purpose of trading;

  • 2) Assets expected to be realized within 12 months after the reporting period; and

  • 3) Cash and cash equivalents unless the asset is restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.

Current liabilities include:

  • 1) Liabilities held primarily for the purpose of trading;

  • 2) Liabilities due to be settled within 12 months after the reporting period; and

  • 3) Liabilities for which the Company does not have an unconditional right to defer settlement for at least 12 months after the reporting period.

Assets and liabilities that are not classified as current are classified as non-current.

d. Business combinations

Acquisitions of businesses are accounted for using the acquisition method. Goodwill is measured as the excess of the sum of the consideration transferred and the fair value of the acquirer’s previously held equity interests in the acquiree over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed.If, after re-assessment, the net of the acquisition date amounts of the identifiable assets acquired and liabilities assumed exceeds the sum of the consideration transferred, and the fair value of the acquirer’s previously held interests in the acquiree, the excess is recognized immediately in profit or loss as a bargain purchase gain.

When a business combination is achieved in stages, the Company’s previously held equity interest in an acquiree is remeasured to fair value at the acquisition date, and the resulting gain or loss is recognized in profit or loss. Amounts arising from interests in the acquiree prior to the acquisition date that have previously been recognized in other comprehensive income are recognized on the same basis as would be required had those interests been directly disposed of by the Company.

e. Foreign currencies

In preparing the financial statements of each individual Company 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

- 14 -

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 Company 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).

  • f. 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 Company similar or related items. The net realizable value is the estimated selling price of inventories less all estimated costs of completion and costs necessary to make the sale. Inventories are recorded at the weighted-average cost on the balance sheet date.

  • g. Investments in 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 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.

- 15 -

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.

  • h. Investment in associates

An associate is an entity over which the Company has significant influence and that is neither a subsidiary nor an interest in a joint venture.

The Company uses the equity method to account for its investments in associates.

Under the equity method, an investment in an associate is initially recognized at cost and adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of the associate. The Company also recognizes the changes in the Company’s share of equity of associates.

Any excess of the cost of acquisition over the Company’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 Company’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 Company subscribes for additional new shares of the associate at a percentage different from its existing ownership percentage, the resulting carrying amount of the investment differs from the amount of the Company’s proportionate interest in the associate. The Company records such a difference as an adjustment to investments with the corresponding amount charged or credited to capital surplus – changes in capital surplus from investments in associates accounted for using the equity method. If the Company’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 Company’s share of losses of an associate equals or exceeds its interest in that associate (which includes any carrying amount of the investment accounted for using the equity method and long-term interests that, in substance, form part of the Company’s net investment in the associate), the Company discontinues recognizing its share of further losses. Additional losses and liabilities are recognized only to the extent that the Company has incurred legal obligations, or constructive obligations, or made payments on behalf of that associate.

- 16 -

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 Company 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 Company 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 Company’s financial statements only to the extent that interests in the associate are not related to the Company.

  • i. 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.

  • j. Investment properties

Investment properties are properties held to earn rentals and/or for capital appreciation. Investment properties also include land held for a currently undetermined future use.

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.

  • k. Intangible assets

Intangible assets with finite useful lives that are acquired separately are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment loss. Amortization is recognized on a straight-line basis. The estimated useful life, residual value, and amortization method are reviewed at the end of each reporting period, with the effect of any changes in

- 17 -

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.

  • l. Impairment of property, plant and equipment, investment properties, right-of-use assets and intangible assets

At the end of each reporting period, the Company 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 Company 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.

m. 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 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.

- 18 -

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 31.

  • 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 applying the effective interest rate to the amortized cost of such financial assets in subsequent reporting periods.

A financial asset is credit impaired when one or more of the following events have occurred:

  • i) Significant financial difficulty of the issuer or the borrower;

  • ii) Breach of contract, such as a default;

  • iii) It is becoming probable that the borrower will enter bankruptcy or undergo a financial reorganization; or

  • iv) The disappearance of an active market for that financial asset because of financial difficulties.

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 Company may make an irrevocable election to designate investments in equity instruments as at FVTOCI. Designation as at FVTOCI is not permitted if the equity investment is held for trading or if it is contingent consideration

- 19 -

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 Company’s right to receive the dividends is established, unless the dividends clearly represent a recovery of part of the cost of the investment.

  • b) Impairment of financial assets and contract assets

The Company recognizes a loss allowance for expected credit losses on financial assets at amortized cost (including accounts receivable), as well as contract assets.

The Company always recognizes lifetime expected credit losses (i.e. ECLs) on accounts receivable and contract assets. For all other financial instruments, the Company recognizes lifetime ECLs when there has been a significant increase in credit risk since initial recognition. If, on the other hand, the credit risk on a financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance for that financial instrument at an amount equal to 12-month ECLs.

Expected credit losses reflect the weighted average of credit losses with the respective risks of default occurring as the weights. Lifetime ECLs represent the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECLs represent the portion of lifetime ECLs that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.

For internal credit risk management purposes, the Company determines that the following situations indicate that a financial asset is in default (without taking into account any collateral held by the Company):

  • i. Internal or external information shows that the debtor is unlikely to pay its creditors.

  • ii. When a financial asset is more than 365 days past due unless the Company has reasonable and corroborative information to support a more lagged default criterion.

The 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 Company derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party.

On derecognition of a financial asset at amortized cost in its entirety, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss. 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.

- 20 -

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

a) Subsequent measurement

All the financial liabilities are measured at amortized cost using the effective interest method.

b) Derecognition of financial liabilities

The difference between the carrying amount of the financial liability derecognized and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognized in profit or loss.

n. Revenue recognition

The Company 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 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 Company adequately completes all of its contractual obligations. Such retention receivables are recognized as contract assets until the Company 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.

o. Leases

At the inception of a contract, the Company assesses whether the contract is, or contains, a lease.

1) The Company 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.

2) The Company as lessee

The Company 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.

- 21 -

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 determined. If that rate cannot be readily determined, the Company 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 Company 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.

p. 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.

  • q. 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 Company’s defined benefit plan. Any surplus resulting from this calculation is limited to the present value of any refunds from the plans or reductions in future contributions to the plans.

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r. Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

1) Current tax

The Company 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 Company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are 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 Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

3) Current and deferred taxes

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. MATERIAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Company'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.

Based on the assessment of the Company's management, the accounting policies, estimates, and assumptions adopted by the Company has not been subject to material accounting judgements, estimates and assumptions uncertainty.

6. CASH AND CASH EQUIVALENTS

CASH AND CASH EQUIVALENTS
Cash on hand
Checking accounts and demand deposits
Cash equivalent (investments with original maturities less than 3
months)
Time deposits
December 31


2023
$ 321
186,902
-

$ 187,223
2022
$ 380
273,392
32,245
$ 306,017

The ranges of interest rates for time deposits were 4.75%~4.80% on December 31, 2022.

7. FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS

Financial assets mandatorily classified as at FVTPL
Non-derivative financial assets
Domestic listed shares and emerging market shares
December 31 December 31
2023
$ 4,661
2022
$ 7,535

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
Privately placed listed shares and emerging market shares
Unlisted shares
December 31 December 31

2023
$ 2,262,037
$ 349,700
1,258,877
$ 1,608,577
2022
$ 1,858,020
$ 301,600
1,775,212
$ 2,076,812

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 Company’s strategy of holding these investments for strategic purposes.

- 24 -

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





2023
$ 29,993
67

$ 30,060

$ 2,500
4,527

$ 7,027
2022
$ -
67
$ 67
$ -
4,657
$ 4,657
  • a. The ranges of interest rates for time deposits and pledged time deposits with original maturities of more ~

  • than 3 months were approximately 1.565% 5.47% and 1.44% per annum as of December 31, 2023 and 2022, respectively. The information on pledged time deposits is set out in Note 33.

  • 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
2023
$ 30,060
7,027
$ 37,087
2022
$ 67
4,657
$ 4,724

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 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, 2023 and 2022, no expected credit losses have been recognized in financial assets measured at amortized cost.

- 25 -

11. NOTES RECEIVABLE, ACCOUNTS RECEIVABLE (INCLUDING RELATED PARTIES)

Notes receivable
At amortized cost
Notes receivable - operating
Accounts receivable (Including related parties)
At amortized cost
Less: Allowance for impairment loss
December 31 December 31



2023
$ 387,881

$ 1,274,290

4,151

$ 1,270,139
2022
$ 399,898
$ 1,273,493
11,974
$ 1,261,519

a. 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, 2023 and 2022.

b. Accounts receivable (Including related parties)

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.

The following table details the loss allowance of accounts receivables based on the Company’s provision matrix.

December 31, 2023

Expected credit loss rate
Gross carrying amount
Loss allowance (Lifetime
ECL)
Amortized cost
Less than
30 Days
0.13%
$ 908,083
(
652 )

$ 907,431
31 to 60
Days
0.37%
$ 253,239
(
945 )

$ 252,294
61 to 90
Days
0.88%
$ 69,759
(
615 )

$ 69,144
91 to 120
Days
2.96%
$ 37,718
( 1,118 )

$ 36,600
121 to 150
Days
13.41%
$ 5,337
(
716 )

$ 4,621
151 to 365
Days
37.51%~
54.09%
$ 154
(
105 )

$ 49
Over 365
Days
100%
$ -
-

$ -
**Total **


$1,274,290
(
4,151 )

$1,270,139
- 26 -

December 31, 2022

Expected credit loss rate
Gross carrying amount
Loss allowance (Lifetime
ECL)
Amortized cost
Less than
30 Days
0.1%
$ 943,250
(
425 )

$ 942,825
31 to 60
Days
0.27%
$ 216,241
(
579 )

$ 215,662
61 to 90
Days
0.67%
$ 80,809
(
543 )

$ 80,266
91 to 120
Days
2.17%
$ 8,436
(
183 )

$ 8,253
121 to 150
Days
10.58%
$ 714
(
76 )

$ 638
151 to 365
Days
31.99%~
44.98%
$ 22,195
(
8,320 )

$ 13,875
Over 365
Days
100%
$ 1,848
(
1,848 )

$ -
**Total **
$1,273,493
(
11,974 )

$1,261,519

The movements of the loss allowance of contract asset and accounts receivable (Including related parties) were as follows:

For the year of 2023

Balance at January 1
Less: Reversal for the year
Less: Written off for the year
Balance at December 31
For the year of 2022
Balance at January 1
Add: Allowance (reversal) for the year
Balance at December 31
Contract Asset
$ 1,548
(
1,178 )
-
$ 370
Contract Asset
(Including
relatedparties)
$ 1,745
(
197)
$ 1,548
Accounts
Receivable
(Including
relatedparties)
$ 11,974
(
5,199 )
(
2,624)
$ 4,151
Accounts
Receivable
(Including
relatedparties)
$ 3,290
8,684
$ 11,974
Total
(
(
$ 13,522
6,377 )
2,624)
$ 4,521
Total
( $ 5,035
8,487
$ 13,522

12. INVENTORIES

Finished goods
Work in process
Raw materials and supplies
December 31 December 31


2023
$ 124,393
8,932
202,424

$ 335,749
2022
$ 90,126
22,615
192,129
$ 304,870

The cost of inventories recognized as cost of goods sold for the years ended December 31, 2023 and 2022 was $ 4,721,870 thousand and $ 4,533,229 thousand, respectively.

- 27 -

13. INVESTMENTS ACCOUNTED FOR USING THE 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 Development Corporation.
Tainan Concrete Industrial Corporation
December 31 December 31


2023
2022
$ 2,594,020 $ 2,022,509
10,804,541

10,618,473
$ 13,398,561
$ 12,640,982
**December 31 **
2022
$ 2,022,509
10,618,473
$ 12,640,982


2023
$ 41,180
117,559
98,146
872,621
339,014
18,940
19,281
1,087,279
$ 2,594,020
2022
$ 40,488
115,686
98,997
705,049
330,170
34,327
19,467
678,325
$ 2,022,509
Chiayi Concrete Industrial Corporation
Huanchung Cement International Corporation
Kaohsiung Harbor Transport Company
Universal Investment Corporation
Universal Concrete Industrial Corporation (a)
Uneo Incorporated
Li Yong Development Corporation.
Tainan Concrete Industrial Corporation (b)
Proportion of Ownership and
Voting Rights Percentage
December 31
2023
2022
86.63%
86.63%
69.99%
69.99%
100.00%
100.00%
100.00%
100.00%
58.18%
58.12%
100.00%
100.00%
100.00%
100.00%
67.45%
67.45%
  • a. The Company acquired 8 thousand shares held by the non-controlling interest of Universal Concrete Industrial Corp. in November 2023, resulting in an increase in shareholding ratio. Please refer to Note 28.

  • b. The Company acquired 759 thousand shares held by the non-controlling interest of Tainan Concrete Industrial Corp. from January to September in 2022, resulting in an increase in shareholding ratio. In addition, the company acquired control of Tainan Concrete Industrial Corp. in March 2022 and included in subsidiaries. Please refer to Note 27.

  • b. Investments in Associates

Unlisted companies
Material associate
Lioho Machine Works Ltd.
December 31 December 31
2023
$ 10,804,541
2022
$ 10,618,473
- 28 -
  1. Material associates
Material associates
Name of Associate
Lioho Machine Works Ltd.
Proportion of Ownership and
Voting Rights
**December 31 **
2023
2022
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
2023
$ 36,184,500

For the Year Ended
2022
$ 35,561,344
December 31


(
2023
$ 10,690,916

$ 2,815,952

$ 689,919
)
$ 447,907
2022
$ 12,040,246
$ 2,756,092
$ 547,750
$ 179,162
  1. Associates that are not individually significant - 2022
Share of the company
Net profit for the year and total comprehensive income
Amount
$ 411

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. The company acquired control of Tainan Concrete Industrial Corp. in March 2022 and included in subsidiaries. Please refer to Note 27.

- 29 -

14. PROPERTY, PLANT AND EQUIPMENT

Cost
Balance at January 1, 2022
Additions
Disposals
Balance at December 31, 2022
Accumulated depreciation and
impairment
Balance at January 1, 2022
Depreciation expense
Disposals
Impairment loss
Balance at December 31, 2022
Carrying amounts at December 31,
2022
Cost
Balance at January 1, 2023
Additions
Disposals
Reclassification
Balance at December 31, 2023
Accumulated depreciation and
impairment
Balance at January 1, 2023
Depreciation expense
Disposals
Impairment loss
Balance at December 31, 2023
Carrying amounts at December 31,
2023
Land
$ 4,387,508
2,105

2,493)
$ 4,387,120
$ -
-
-
-
$ -
$ 4,387,120
$ 4,387,120
-
-
-
$ 4,387,120
$ -
-
-
-
$ -
$ 4,387,120
Buildings
$ 2,007,469
2,618
-
$ 2,010,087
$ 1,136,160
28,532
-
-
$ 1,164,692
$ 845,395
$ 2,010,087
4,858
-
23,771
$ 2,038,716
$ 1,164,692
28,738
-
-
$ 1,193,430
$ 845,286
Machinery
and
equipment
$ 3,220,248
20,788

300)
$ 3,240,736
$ 3,009,792
33,356

300)
-
$ 3,042,848
$ 197,888
$ 3,240,736
20,822

8,356)
-
$ 3,253,202
$ 3,042,848
34,668

8,356)
-
$ 3,069,160
$ 184,042
Transportation
equipment
$ 502,981
9,474
(
179)
$ 512,276
$ 364,379
27,581
(
179)
-
$ 391,781
$ 120,495
$ 512,276
40,471
(
3,902)

-
$ 548,845
$ 391,781
29,455
(
3,741)

-
$ 417,495
$ 131,350
Other
equipment
$ 748,464
10,310

2,761)
$ 756,013
$ 545,859
20,019

2,761)
-
$ 563,117
$ 192,896
$ 756,013
31,597

6,692)

21,182
$ 802,100
$ 563,117
21,795

6,692)

-
$ 578,220
$ 223,880
Construction
inprogress
$ 922,295
37,993
-
$ 960,288
$ 103,005
-
-
274,161
$ 377,166
$ 583,122
$ 960,288
68,020
-

44,953)
$ 983,355
$ 377,166
-
-
116,111
$ 493,277
$ 490,078
**Total **
(














(
(


(



(


(
(


(



(


(
(


(



(




(




(
(


(



(


$ 11,788,965
83,288

5,733)
$ 11,866,520
$ 5,159,195
109,488

3,240)
274,161
$ 5,539,604
$ 6,326,916
$ 11,866,520
165,768

18,950)
-
$ 12,013,338
$ 5,539,604
114,656

18,789)
116,111
$ 5,751,582
$ 6,261,756

There are indications of impairment due to the expected lower production capacity of certain equipment in our Lujhu gypsum board plant. Therefore, the Group performed an impairment test in 2023 and 2022, recognized an impairment loss of $116,111 thousand and $274,161 thousand, included in non-operating expenses.

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 20-60 years Outbuildings and construction 2-16 years Engineering systems 9-16 years Machinery and equipment 2-17 years Transportation equipment 2-7 years Other equipment 2-20 years

- 30 -

15. LEASE ARRANGEMENTS

a. Right-of-use assets

Carrying amounts
Buildings
Transportation equipment
Additions to right-of-use assets
Depreciation charge for right-of-use assets
Buildings
Transportation equipment
December 31 December 31
2023
$ 40,878

16,646

$ 57,524

For the Year Ended
2022
$ 47,282
11,275
$ 58,557
December 31



2023
$ 10,211

$ 7,754
3,490

$ 11,244
2022
$ 55,298
$ 9,868
3,668
$ 13,536

Except for depreciation expenses added and recognized above, the right-of-use asset did not encounter underlying sub-lease or loss in value in 2023 and 2022.

  • b. Lease liabilities
Carrying amounts
Current
Non-current
Ranges of discount rates for lease liabilities were as follows:
Buildings
Transportation equipment
Other lease information
Expenses relating to short-term leases
Expenses relating to low-value assets leases
Total cash outflow for leases
December 31 December 31 December 31

2023
2022
$ 11,760
$ 10,587
$ 46,306
$ 48,170
December 31
2022
$ 10,587
$ 48,170
2023
0.9%
0.9%~1.7885%
For the Year Ended
2022
0.9%
0.9%~1%
December 31
2022
$ 10,893
$ 208
$ 24,894


2023
$ 21,142

$ 502

$ 33,037
  • c. Other lease information

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 recognize right-of-use assets and lease liabilities for these leases.

- 31 -

16. INVESTMENT PROPERTIES

Cost
Balance at January 1 , 2022
Additions
Disposals
Balance at December 31, 2022
Accumulated depreciation and impairment
Balance at January 1 , 2022
Depreciation expense
Disposals
Balance at December 31, 2022
Carrying amounts at December 31, 2022
Cost
Balance at January 1 and December 31, 2023
Accumulated depreciation and impairment
Balance at January 1, 2023
Depreciation expense
Balance at December 31, 2023
Carrying amounts at December 31, 2023
Land
$ 732,094
3,956
72,201)
$ 663,849
$ 61,135
-
17,903)
$ 43,232
$ 620,617
Land
$ 663,849
$ 43,232
-
$ 43,232
$ 620,617
Buildings
$ 116,602
-
18,375)
$ 98,227
$ 101,945
567
18,374)
$ 84,138
$ 14,089
Buildings
$ 98,227
$ 84,138
567
$ 84,705
$ 13,522
Total
(
(
(
(
(
(
$ 848,696
3,956
90,576)
$ 762,076
$ 163,080
567
36,277)
$ 127,370
$ 634,706
Total
$ 762,076
$ 127,370
567
$ 127,937
$ 634,139

As of December 31, 2023 and 2022, the Company has not yet completed the property registration of the land both amounting to $95,795 thousand, because of the restriction in the regulations but the property has been secured with mortgage registration.

The Company sold the land of Gangzitou Section, Liujia District, Tainan City to non-related party in September 2022. The gains on the sale were $107,131 thousand, included in non-operating income.

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, 2023 and 2022 were $1,612,019 thousand and $1,928,769 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 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.

- 32 -

The maturity analysis of lease payments receivable under operating leases of investment properties were as follows:

follows:
Year 1
Year 2
Year 3
Year 4
Year 5
Year 5 onwards
December 31


2023
$ 11,073
6,688
6,701
6,701
6,801
3,451

$ 41,415
2022
$ 10,761
6,762
6,628
6,689
6,689
10,234
$ 47,763

17. OTHER INTANGIBLE ASSETS

Licenses and Licenses and Computer Computer
Patents Franchises Trademarks
Software
Total
Cost
Balance at January 1, 2022 $ 8,158 $ 5,762 $ 20 $ 5,798 $ 19,738
Additions 270 - 24 5,394 5,688
Balance at December 31,
2022
$ 8,428
$ 5,762
$ 44
$ 11,192
$ 25,426
Accumulated amortization
Balance at January 1, 2022 $ 4,870 $ 3,868 $ 11 $ 2,938 $ 11,687
Amortization expense 735 236 3 1,441 2,415
Balance at December 31,
2022
$ 5,605
$ 4,104
$ 14
$ 4,379
$ 14,102
Carrying amounts at
December 31, 2022
$ 2,823
$ 1,658
$ 30
$ 6,813
$ 11,324
Cost
Balance at January 1, 2023 $ 8,428 $ 5,762 $ 44 $ 11,192 $ 25,426
Additions 423 - - 2,062 2,485
Balance at December 31,
2023
$ 8,851
$ 5,762
$ 44
$ 13,254
$ 27,911
Accumulated amortization
Balance at January 1, 2023 $ 5,605 $ 4,104 $ 14 $ 4,379 $ 14,102
Amortization expense 679 237 4 2,706 3,626
Balance at December 31,
2023
$ 6,284
$ 4,341
$ 18
$ 7,085
$ 17,728
Carrying amounts at
December 31, 2023
$ 2,567
$ 1,421
$ 26
$ 6,169
$ 10,183
Other intangible assets are amortized on a straight-line basis over the estimated useful lives as follows:
Patents 19 years
Licenses and franchises 10 years
Trademarks 10 years
Computer Software 2-3 years
- 33 -

18. BORROWINGS

a. Short-term borrowings

Unsecured borrowings
Line of credit borrowings
**December 31 ** **December 31 **
2023
$ 1,610,000
2022
$ 2,210,000

The range of interest rates was 1.75%~1.82% and 1.60%~1.92% per annum as of December 31, 2023 and 2022.

  • b. Short-term bills payable
Commercial papers
Less: Unamortized discount on bills payable
December 31 December 31


2023
$ 235,000
113

$ 234,887
2022
$ 800,000
739
$ 799,261

The Company did not provide any collateral over these balance.

Outstanding short-term bills payable as follows:

Promissory Institutions
Nominal Amount
December 31, 2023
Taiwan Finance Co., Ltd.
$ 80,000
Mega Bills Finance Co., Ltd.
155,000
$ 235,000
December 31, 2022
International Bills Finance
Corporation
$ 300,000
Mega Bills Finance Corporation
500,000
$ 800,000
Long -term borrowings - December 31, 2023
Unsecured loans
Line of credit borrowings
Less: Long-term borrowings due within one year
Long-term borrowings
Discount
Amount
$ 28
85
$ 113
$ 281
458
$ 739
Carrying Value Interest Rate
$ 79,972
154,915
$ 234,887
$ 299,719
499,542
$ 799,261
1.798%
1.828%
2.138%
2.088%
Amount
$ 500,000
500,000
$-
  • c. Long -term borrowings - December 31, 2023

The Company acquired new bank loans in February and September of 2023, amounting to $280,000 thousand and $220,000 thousand respectively. These loans are due in March and October 2024, with an annual interest rate of 1.795%.

- 34 -

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 business tax
Payable for equipment
Payable for taxes
Payable for annual leave
Payable for utility bills
Others
Other liabilities
Temporary receipts
Receipts in advance
Others
December 31 December 31





2023
$ 100,928
38,672
42,971
42,971
40,064
17,122
11,194
9,002
8,277
7,631
25,021

$ 343,853

$ 14,066
6,829
54

$ 20,949
2022
$ 101,311
38,922
31,290
31,290
26,635
23,027
10,336
17,658
6,247
7,958
21,820
$ 316,494
$ 21,616
-
58
$ 21,674

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 3% of total monthly salaries and wages to a pension fund administered by the pension fund monitoring committee. Pension contributions are deposited in the Bank of Taiwan in the committee’s name. Before the end of each year, the Company assesses the balance in the pension fund. If the amount of the balance in the pension fund is inadequate to pay retirement benefits for employees who conform to retirement requirements in the next year, the Company is required to fund the difference in one appropriation that should be made before the end of March of the next year. The pension fund is managed by the Bureau of Labor Funds, Ministry of Labor (“the Bureau”); the Company has no right to influence the investment policy and strategy.

- 35 -

In 2022, our company fully settled all employee retirement benefits and applied to the Bureau of Labor Insurance, MOL to close the pension fund. As of December 31, 2023, we are currently awaiting approval from the bureau to receive the remaining balance in the pension fund.

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
2023
2022
$ -
$ -
(
6,697)
(
6,697)
($
6,697)
($
6,697)

Movements in net defined benefit liability were as follows:

Balance at January 1, 2022
Service cost
Current service cost
Liquidation Benefit
Interest expenses (income)
Components of defined benefit costs
recognized in profit or loss
Contributions from the employer
Settlement
Balance atDecember31, 2022
Balance at January 1 and
December31, 2023
Present Value of
the Defined
Benefit
Obligation
$ 223,889
2,741
(
29,800 )

1,679
(
25,380)
-

(
198,509)
$ -
$ -
Fair Value of the
Plan Assets
($ 186,555 )
-
(
14,229 )
(
1,422)
(
15,651)
(
3,000 )

198,509
($ 6,697)
($ 6,697)
Net Defined
Benefit Liability




















$ 37,334
2,741
(
44,029 )

257
(
41,031)
(
3,000 )

-
($ 6,697)
($ 6,697)


An analysis by function of the amounts recognized in profit or loss in respect of the defined benefit plans for the Year Ended December 31, 2022 is as follows:

Operating costs
Selling and marketing expenses
General and administrative expenses
Research and development expenses
Amount
(
(
(
(
(
$ 25,369)

6,804)

7,415)
1,443)
$ 41,031)

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 deposits 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

- 36 -

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
2022
1.4%
4%

22. EQUITY

  • a. Share capital
Number of shares authorized (thousands)
Capital stock authorized
Number of shares issued and fully paid (thousands)
Capital stock issued
**December 31 ** **December 31 **



2023
1,000,000

$ 10,000,000

673,217

$ 6,732,175
2022
1,000,000
$ 10,000,000
653,609
$ 6,536,092

On June 16, 2023, the shareholders' meeting passed a resolution for the 2022 earnings distribution proposal of the Group, with the distribution of 19,608 thousand shares in stock dividends and par value NT$ 10 per share. The paid-in share capital following the capital increase attaining NT$6,732,175 thousand. The above capitalization of retained earnings was approved by the Securities and Futures Bureau of the Financial Supervisory Commission with effective registration on July 3, 2023, and with July 29, 2023 approved by a resolution of the Board of Directors as the capital increase record date.

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 **


2023
$ 21,606

57,377
22,260
22,476

$ 123,719
2022
$ 21,606
57,156
22,260
22,477
$ 123,499
- 37 -
  • 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

Under the dividend policy as set forth in the Articles, where 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.

When a special reserve is appropriated for cumulative net debit balance reserves from prior period and cumulative net increases in fair value measurement of investment properties from prior period, the sum of net profit for current period and items other than net profit that are included directly in the unappropriated earnings for current period is used if the prior unappropriated earnings is not sufficient.

The appropriations of 2022 and 2021 earnings have been approved in the shareholders’ meetings on June 16, 2023 and June 14, 2022, respectively. The appropriations and dividends per share were as follows:

follows:
Legal reserve
Cash dividends
Stock dividends
Cash dividends per share (NT$)
Stock dividends per share (NT$)
2022
$ 204,243
$ 980,414
$ 196,083
$ 1.5
$ 0.3
2021








$ 108,808
$ 653,609
$ -
$ 1
$ -

The appropriation of earnings for 2023 had been proposed by the Company’s board of directors on March 15, 2024. The appropriation and dividends per share were as follows:

Legal reserve
Cash dividends
Stock dividends
Cash dividends per share (NT$)
Stock dividends per share (NT$)
2023




$ 210,852
$ 1,211,791
$ 134,643
$ 1.8
$ 0.2

The appropriation of earnings for 2023 will subject to the resolution of the shareholders’ meeting.

- 38 -

d. Special reserves

Special reserves
First-time adoption IFRSs **December 31 **
2023
$ 3,185,793
2022
$ 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 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
**For the year Ended December 31 ** **For the year Ended December 31 **
2023
( $ 799,476)
(
210,016)
( $ 1,009,492)
2022
( $ 945,843)
146,367
( $ 799,476)
  • 2) Unrealized gain (loss) on financial assets at FVTOCI
Balance at January 1
Recognized for the year
Unrealized gain (loss) - equity instruments
Share from subsidiaries and associates accounted for
using the equity method
Other comprehensive income/(loss) during the year
The cumulative profit or loss arising from the disposals of
equity instruments is transferred to retained earnings.
Reclassification of equity instruments from associates
accounted for using the equity method to retained
Earnings
Balance at December 31
For the year Ended December 31
2023
$ 1,711,898

( 62,751)
94,621


31,870

( 1,620)


859

$ 1,743,007
2022
$ 1,638,872
143,686
( 69,583)
74,103
( 1,077)
-
$ 1,711,898
  • 3) Remeasurement of defined benefit plans
Balance at January 1
Share from associates accounted for using the equity
method
Balance at December 31
For the Year Ended For the Year Ended December 31

2023
$ 89,394
1,860

$ 91,254
2022
$ 69,720
19,674
$ 89,394
- 39 -

4) Other equity items

Balance at January 1 and December 31

For the Year Ended December 31 2023 2022 $ (17,217) $ (17,217)

23. REVENUE

Revenue from contracts with customers Revenue from sale of goods

For the Year Ended December 31 2023 2022 $ 6,007,860 $ 5,710,196

a. Disaggregation of revenue

Concrete
Cement
Gypsum Board panels
Other
For the Year Ended For the Year Ended December 31


2023
$ 4,087,151
844,195
1,053,982
22,532

$ 6,007,860
2022
$ 3,952,238
800,911
934,356
22,691
$ 5,710,196

b. Contract balances

Notes and accounts receivable
(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
2023
2022
$ 1,658,020
$ 1,661,417
$ 1,850
$ 2,198
370

439
1,480

1,759
-
5,546
-

1,109
-

4,437
$ 1,480
$ 6,196
$ 530
$ 240
January 1







2023
$ 1,658,020

$ 1,850

370

1,480

-
-

-

$ 1,480

$ 530







2022
$ 1,432,859
$ 3,181
636
2,545
5,546
1,109
4,437
$ 6,982
$ 1,224

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.

Expected credit loss rate
Gross carrying amount of retention receivable
Allowance for impairment loss (Lifetime ECLs)
December 31 December 31


2023
20%
$ 1,850

(
370)

$ 1,480
2022
20%
$ 7,744
(
1,548)
$ 6,196
- 40 -

24. PROFIT BEFORE INCOME TAX

a. Interest income

Bank deposits
Related parties loans
Others
For the Year Ended For the Year Ended December 31


2023
$ 2,299
2,734
-

$ 5,033
2022
$ 571
1,178
26
$ 1,775

b. Other income

Dividend income
Remuneration of directors
Rental income - investment properties (Note 16)
Others
For the Year Ended For the Year Ended December 31


2023
$ 178,687
18,235
13,734
7,949

$ 218,605
2022
$ 193,444
7,624
15,419
7,729
$ 224,216

c. Other gains and losses

Net foreign exchange gains
Gain on disposal of property, plant and equipment
Gain on disposal of investment property interests
Gain (Loss) in financial assets
Financial assets mandatorily classified as at FVTPL
Gain on disposal of associates
Impairment loss
Development and design expenses
Others
For the Year Ended For the Year Ended December 31

(
(
(
2023
$ 518

525
-
721
-

116,111) (
-
(

2,712)
(
$ 117,059)
(
2022
$ 2,548
3,950
107,131
669
373,540

274,161)

5,143)

4,554)


$ 203,980)
  • d. Interest expense
Interest on loans
Interest on lease liabilities
Depreciation and amortization
Property, plant and equipment
Right-of-use assets
Investment properties
Intangible assets
For the Year Ended For the Year Ended December 31
2023
$ 48,091

491

$ 48,582

For the Year Ended
2022
$ 34,678
356
$ 35,034
December 31


2023
$ 114,656
11,244
567
3,626

$ 130,093
2022
$ 109,488
13,536
567
2,415
$ 126,006

e. Depreciation and amortization

(Continued)

- 41 -
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

$ 96,774
29,126
567

$ 126,467

$ 572
3,054

$ 3,626
$ 95,036
27,988
567
$ 123,591
$ 378
2,037
$ 2,415

f. Employee benefits expense

Short-term benefits
Salaries
Labor and health insurance
Others
Post-employment benefits
Defined contribution plans
Defined benefit plans (Note 21)
An analysis of employee benefits expense - by function
Operating costs
Operating expenses
For the Year Ended For the Year Ended December 31
2023
$ 444,832
42,690

65,131


552,653

20,042

-


20,042

$ 572,695

For the Year Ended
2022
$ 417,440
38,682
50,570
506,692
17,086
(41,031)
(23,945)
$ 482,747
December 31


2023
$ 349,042
223,653

$ 572,695
2022
$ 301,763
180,984
$ 482,747

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, 2023 and 2022 have been approved on March 15, 2024 and March 16, 2023 respectively as follows:

Accrual rate

Accrual rate
Employees’ compensation
Remuneration of directors
Amount
Employees’ compensation
Remuneration of directors
For the Year Ended December 31
2023
2022
1.8%
1.37%
1.8%
1.37%
For the Year Ended December 31

2023
$ 42,971

$ 42,971
2022
$ 31,290
$ 31,290
- 42 -

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, 2022 and 2021.

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
**For the Year Ended ** **For the Year Ended ** **December 31 **

(

(
2023
$ 170,697

25,818

5,359)

191,156


3,246)

$ 187,910
2022
$ 155,275
11,814
1,105
168,194
5,445
$ 173,639

A reconciliation of accounting profit and income tax expenses is as follows:

Profit before tax
Income tax expense calculated at the statutory rate
Non-deductible expenses (income) in determining taxable
income
Tax-exempt income
Temporary difference
Land value increment tax
Income tax on unappropriated earnings
Adjustments for prior years’ tax
b.
Current tax liabilities
Current tax liabilities
Income tax payable
For the Year Ended For the Year Ended December 31


(
(
(
2023
2022
$ 2,295,668
$ 2,215,034
$ 459,133
$ 443,006

279,063 ) (
283,263 )

35,737 ) (
56,883 )
23,118
54,210
-
3,650
25,818
11,814

5,359)

1,105
$ 187,910
$ 173,639
**December 31 **
2023
$ 121,251
2022
$ 112,632
- 43 -

c. Deferred tax assets and liabilities

The movements of deferred tax assets and deferred tax liabilities were as follows:

For the year of 2023

Deferred Tax Assets
Temporary differences
Unrealized exchange losses
Unrealized payable promotion
expenses
Defined benefit obligation
Others
Deferred Tax Liabilities
Temporary differences
Land value increment tax
Defined benefit obligation
Unrealized exchange gains
For the year of 2022
Deferred Tax Assets
Temporary differences
Unrealized exchange losses
Unrealized payable promotion
expenses
Defined benefit obligation
Others
Deferred Tax Liabilities
Temporary differences
Land value increment tax
Defined benefit obligation
Unrealized exchange gains
Opening
Balance
$ -
5,327
5,545
379
$ 11,251
$ 1,081,490
6,884
617
$ 1,088,991
Opening
Balance
$ 98
2,076
14,351
177
$ 16,702
$ 1,082,113
6,884
-
$ 1,088,997
Recognized in
Profit or Loss
$ 160
2,686
-
(
217)
$ 2,629
$ -
-
(
617)
($ 617)
Recognized in
Profit or Loss
( $ 98 )
3,251
(
8,806 )

202
($ 5,451)
( $ 623 )

-

617
($ 6)
Recognized in
Other
Comprehensive
Income
$ -
-
-

-
$ -
$ -
-

-
$ -
Recognized in
Other
Comprehensive
Income
Recognized in
Other
Comprehensive
Income
$ -
-
-

-
$ -
$ -
-

-
$ -
Recognized in
Other
Comprehensive
Income
Closing Balance
$ 160
8,013
5,545

162
$ 13,880
$ 1,081,490
6,884

-
$ 1,088,374
Closing Balance
$ -
5,327
5,545

379
$ 11,251
$ 1,081,490
6,884

617
$ 1,088,991
Closing Balance
$ 160
8,013
5,545

162
$ 13,880
$ 1,081,490
6,884

-
$ 1,088,374
Closing Balance
$ -
5,327
5,545

379
$ 11,251
$ 1,081,490
6,884

617
$ 1,088,991
Closing Balance
$ 160
8,013
5,545

162
$ 13,880
$ 1,081,490
6,884

-
$ 1,088,374
Closing Balance
$ -
5,327
5,545

379
$ 11,251
$ 1,081,490
6,884

617
$ 1,088,991















(
(

(
(

(





$ -
-
-
-
$ -
$ -
-
-
$ -





$ -
5,327
5,545
379
$ 11,251
$ 1,081,490
6,884
617
$ 1,088,991
- 44 -
  • 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
Losses of Inventory valuation and obsolescence
Impairment losses on assets
December 31 December 31


2023
$ 34,027

671,469

$ 705,496
2022
$ 34,027
555,539
$ 589,386
  • g. Income tax examinations

The tax returns of the Company through 2021 have been assessed by the tax authorities.

26. EARNINGS PER SHARE

The average number of shares outstanding for EPS calculation has been retroactively adjusted for the issuance of stock dividends and employee stock bonuses. The date is on July 29, 2023. The basic and diluted earnings per share from January 1 to December 31, 2022 were adjusted retrospectively were as follows:

Basic earnings per share
Diluted earnings per share
Unit: NT$ Per Share
Before
Retrospective
Adjustment
After
Retrospective
Adjustment
$ 3.12
$ 3.03
$ 3.11
$ 3.02
Unit: NT$ Per Share
Before
Retrospective
Adjustment
After
Retrospective
Adjustment
$ 3.12
$ 3.03
$ 3.11
$ 3.02
Unit: NT$ Per Share
Before
Retrospective
Adjustment
After
Retrospective
Adjustment
$ 3.12
$ 3.03
$ 3.11
$ 3.02


$ 3.03
$ 3.02

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
Number of shares
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
2023
$ 2,107,758
2022
$ 2,041,395
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
Unit: Thousand shares
For the Year Ended December 31
Unit: Thousand shares
For the Year Ended December 31
Unit: Thousand shares
For the Year Ended December 31

2023
673,217
1,801

675,018
2022
673,217
1,747
674,964
- 45 -

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. ACQUISITION OF SUBSIDIARIES

The Company originally held an equity interest in Tainan Concrete Industrial Corporation, which was accounted for using the equity method as an associate. However, in March 2022, the Company acquired additional shares in Tainan Concrete for a cash consideration of $22,080 thousand, increasing its ownership interest from 48.75% to 51.95% (which has since increased to 67.45% as of December 31, 2022). With majority voting rights and control obtained, Tainan Concrete is now considered a subsidiary of the Company. The gains on disposal of associates by using equity method were $373,540 thousand. For further details, please refer to Note 28 of the Company's consolidated financial statements for the year ended 2023.

28. PARTIAL ACQUISITION OR DISPOSAL OF SUBSIDIARIES WITHOUT CHANGE OF CONTROL

In November 2023 and from May to July 2023, the Group acquired shares held by the non-controlling interest of Universal Concrete Industrial Corporation and Tainan Concrete Industrial Corporation, respectively. And its shareholding increased from 58.12% to 58.18% and from 51.95% to 67.45%, respectively.

The above transactions were accounted for as equity transactions since there was no change in the Corporation’s control over these subsidiaries. Refer to the note 29 of the consolidated financial statements for the year ended December 31, 2022 for the disclosures of equity movements of subsidiaries.

29. CASH FLOWS INFORMATION

Cash used in obtaining property, plant and equipment by the Company during 2023 and 2022 was as below:

Increase in property, plant and equipment
Increase (decrease) in payables on equipment
Increase in prepaid on equipment
Total cash paid
**For the Year Ended ** **For the Year Ended ** **December 31 **

(

2023
$ 165,768

858 )
15,427

$ 180,337
2022
$ 83,288

3,576
6,744
$ 93,608

30. 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.

- 46 -

31. 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, accounts receivable, financial assets at amortized cost, short-term loans, short-term bills payable, accounts payable, long-term borrowings due within one year, 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, 2023

Financial assets at FVTPL
Listed shares
Financial assets at FVTOCI
Investments in equity
instruments
Listed shares
Unlisted shares
December 31, 2022
Financial assets at FVTPL
Listed shares
Financial assets at FVTOCI
Investments in equity
instruments
Listed shares
Unlisted shares
Level 1
$ 4,661
$ 2,262,037

-
$ 2,262,037
Level 1
$ 7,535
$ 1,858,020

-
$ 1,858,020
Level 2
$ -
$ 349,700

-
$ 349,700
Level 2
$ -
$ 301,600

-
$ 301,600
Level 3
$ -
$ -

1,258,877
$ 1,258,877
Level 3
$ -
$ -

1,775,212
$ 1,775,212
Total












$ 4,661
$ 2,611,737
1,258,877
$ 3,870,614
**Total **












$ 7,535
$ 2,159,620
1,775,212
$ 3,934,832

There were no transfers between Level 1 and 2 in 2022 and 2023.

  • 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)
Recognized in income (dividend income)
Return of capital from reduction of share capital
Balance at December 31
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31

(
(
2023
$ 1,775,212

514,868 )
11,746

13,213
)

$ 1,258,877
2022
$ 1,438,886

336,326
-
-
$ 1,775,212
- 47 -
  • 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 by the marketing valuation method. This method is based on the industry category, evaluation and operations of similar companies, or the net equity of the companies.

  • 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 (Note 1)
Financial assets at FVTOCI – Equity instruments
Financial liabilities
Financial liabilities at amortized cost (Note 2)
**December 31 **
2023
2022
$ 4,661
$ 7,535
1,882,812
2,194,020
3,870,614
3,934,832
3,378,388
3,991,188
  • 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, long-term borrowings due within one year and bonds payable and guarantee deposits received.

  • d. Financial Risk Management Objectives and Policies

The Company’s major financial instruments include equity investments, accounts receivable, accounts payables, loans and lease liabilities. The financial management department of the Company 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).

- 48 -

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 **
2023
2022
$ 37,087 $ 36,969
292,953
858,018
162,808
241,573
2,110,000
2,210,000

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 every month.

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 $ 2,262,037 thousand and $ 1,858,020 thousand, had been 1% higher/lower, the pre-tax other comprehensive income for the year ended December 31, 2023 and 2022 would have increased/decreased by $ 22,620 thousand and $ 18,580 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.

As at the end of the reporting period, the Company’s maximum exposure to credit risk is due to the failure of counterparties to discharge an obligation, which is from the carrying amount of financial assets are recognized from independent financial reports.

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

- 49 -

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 11.

The Company has no significant concentration of credit risk. As of 31 December 2023 and 2022, the maximum exposure of the Company for engaging in endorsement/guarantee was NT$130,000 thousand and NT$230,000 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.

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, 2023

Non-derivative financial liabilities
Non-interest bearing
Lease liabilities
Variable interest rate liabilities
Fixed interest rate liabilities
Guaranteed liabilities
On Demand
or Less than
3 Month
$ 1,023,384
3,196
1,896,386
235,000

130,000
$ 3,287,966
3 Months
to 1 Year
$ -
9,068
223,213
-
-
$ 232,281
1 Year to 5
Year
$ 10,117
40,494
-
-

-
$ 50,611
6 Year to 10
Year
6 Year to 10
Year









$ -
6,801
-
-
-
$ 6,801
- 50 -

December 31, 2022

Non-derivative financial liabilities
Non-interest bearing
Lease liabilities
Variable interest rate liabilities
Fixed interest rate liabilities
Guaranteed liabilities
On Demand
or Less than
3 Month
$ 973,565
2,810
2,219,702
800,000

230,000
$ 4,226,077
3 Months
to 1 Year
$ -
8,255
-
-
-
$ 8,255
1 Year to 5
Year
$ 8,362
35,088
-
-

-
$ 43,450
6 Year to 10
Year
6 Year to 10
Year









$ -
14,272
-
-
-
$ 14,272

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

Loan is an important resource of liquidity for the Company. As of December 31, 2023 and 2022, the short-term unsecured line of credit is $3,128,876 thousand, and $2,194,609 thousand, respectively.

32. TRANSACTIONS WITH RELATED PARTIES

Except as disclosed in 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 Company acts as key management Universal Construction Corp. The Company acts as key management Sheng yuan Investment Corp. The key management of the Company Bo-Chih Investment Co., Ltd. The key management of the Company (b) Yu-Sheng Investment Corp. The key management of the Company Pan Asia Corporation Subsidiary acts as juristic supervisor PAO GOOD INDUSTRIAL CO., LTD. Other related parties Tainan Concrete Industrial Corp. Associates (a) 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

a) The subsidiary of our company since March 2022.

b) The chairman of our company since June 2023.

- 51 -

b. Sales of goods

Account Items
Sales revenue
Related Parties Category
The Company acts as key management
Subsidiary serves as supervisor
Subsidiaries
For the Year Ended December 31 For the Year Ended December 31


2023
$ 99,420

139,405
22,532

$ 261,357
2022
$ 85,523
65,968
22,692
$ 174,183

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 acts as key management
Other related parties
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2023
$ 263,138
9,269

$ 272,407
2022
$ 238,692
11,950
$ 250,642

The purchased of goods are mainly blast furnace slag and fly ash. The prices and terms to related parties were not significantly different from transaction with third parties. The credit terms were 30 to 65 days.

  • d. Contract assets-December 31, 2022
Related Party Category / Name
Subsidiary serves as supervisor
Pan Asia Corp.
Less: Allowance for impairment loss
Amount

$ 5,546
1,109
$ 4,437
  • e. Receivables from related parties (Excluding contract assets)
Account Items Related Parties Category / Name




December 31 December 31
Accounts receivable
- related parties
Other receivables
Subsidiary serves as supervisor
The Company acts as key management
Subsidiaries
Less: Allowance for impairment loss
Subsidiaries
Associates (Note)
2023
$ 47,430

11,422
1,818

102

$ 60,568

$ -

-

$ -
2022
$ 31,534
10,183
3,293

33
$ 44,977
$ 270
580
$ 850

Note:The subsidiary of our company since March 2022. The outstanding receivables from related parties are unsecured.

- 52 -

f. Payables to related parties

Account Items
Accounts payable -
related parties
Accounts payable
Related Parties Category
The Company acts as key management
Subsidiaries
other related parties
Subsidiaries
December 31 December 31



2023
$ 23,183

16,551
1,809

$ 41,543

$ 18,047
2022
$ 31,285
13,381
2,622
$ 47,288
$ 17,828

The outstanding accounts payables from related parties are unsecured and would be paid in cash.

  • g. Lease arrangements - Company is lessee

The Company leased the concrete plant for business use from Associates.

Line Item
Lease liabilities
Line Item
Interest expense
Related Party Category
Subsidiaries
Related Party Category
Associates (Note)
Subsidiaries
**December 31 ** **December 31 **
2023
2022
$ 1,165
$ 265
For the Year Ended December 31


2023
$ -


5

$ 5
2022
$ 126
4
$ 130

Note:The subsidiary of our company since March 2022.

The Company leased lands and buildings from related parties. The rental prices are determined with reference to the market standards and rentals payable monthly.

  • 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 2 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 acts as key management
The key management of the Company
The chairman of our company
Subsidiaries
December 31 December 31


2023
$ 3,207

46
23

848

$ 4,124
2022
$ 3,207
137
-
605
$ 3,949
- 53 -

Total lease revenue is summarized as follows:

Related Party Category / Name
The Company acts as key management
The key management of the Company
The chairman of our company
Subsidiaries
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31


2023
$ 5,498

57
12

748

$ 6,315
2022
$ 5,498
69
-

432
$ 5,999
  • i. Loan to related parties
Line Item
Other receivables
Tainan Concrete Industrial Corp.
Line Item
Interest income
Universal Concrete Industrial Corp.
Universal Investment Corp.
Tainan Concrete Industrial Corp.
December 31 December 31
2023
$ -
For the Year Ended
2022
$ 220,500
December 31


2023
$ -

$ -

$ 2,734
2022
$ 83
$ 515
$ 580

The Company provided an short-term loan to its subsidiary, interests accrued at 1.858%~2% and 1.3%~2% based on the actual utilization amount during 2023 and 2022, and the settlement shall be made in a lump-sum upon expiry.

The loan to the subsidiary Universal Concrete Industrial Corp is secured by collateral land and building, and to the subsidiaries Universal Investment Corp and Tainan Concrete Industrial Corp. are both 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
Subsidiaries
Universal Concrete Industrial Corp.
Universal Investment Corp.
Uneo Incorporated
December 31 December 31

2023
$ 120,000

350,000

50,000

$ 520,000
2022
$ 120,000
400,000

50,000
$ 570,000
- 54 -

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
Subsidiaries
Kaohsiung Wharf Transportation Company
Universal Investment Corp.
Universal Concrete Industrial Corp.
**December 31 ** **December 31 **


2023
$ 319,928

443,909
157,561

$ 921,398
2022
$ 319,928
443,909

157,561
$ 921,398
  • k. Other transactions with related parties

  • 1) Freight expense

Line item Category/name of associates
Subsidiary
Kaohsiung Wharf Transportation
Subsidiaries
Kaohsiung Wharf Transportation
For the Year Ended December 31 For the Year Ended December 31 For the Year Ended December 31
Cost of sales –
freight expenses
Cost of marketing –
freight xpenses

2023
$ 228,506

$ 15,135
2023
$ 243,739
$ 14,088

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
2023
$ 15,122
2022
$ 15,627

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


2023
$ 31,440
599

$ 32,039
2022
$ 37,853
482
$ 38,335

The remuneration of directors and key executives was determined by the remuneration committee according to the performance of individuals and market trends.

- 55 -

33. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

The following assets were provided as collateral for engineering performance bond.

Pledged time deposits
Current
Non-current
**December 31 ** **December 31 **


2023
$ 67

2,500

$ 2,567
2022
$ 67
-
$ 67

34. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

In addition to those disclosed in other notes, significant commitments and contingencies of the Company on the date of balance sheets were as follows:

  • a. Unrecognized commitments are as follows:
Acquisition of property, plant and equipment December 31 December 31
2023
$ 70,912
2022
$ 93,003
  • b. As of December 31, 2023 and 2022, the promissory notes were $ 115,806 thousand and $ 139,493 thousand, respectively. These notes were provided as engineering performance bond, which could be refunded when the guarantee is terminated.

  • c. As of December 31, 2023 and 2022, unused letters of credit for purchase of raw materials amounting to $26,124 thousand and $5,391 thousand.

35. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

The following information was aggregated by the foreign currencies other than the Company’s functional currency and the exchange rates between foreign currencies and respective functional currency were disclosed. The significant financial assets and liabilities denominated in foreign currencies are as follows:

December 31, 2023

Financial Assets
Monetary items
USD
RMB
EUR
December 31, 2022
Financial Assets
Monetary items
USD
RMB
EUR
Foreign
Currencies
(In Thousand)
$ 966
916
97
Foreign
Currencies
(In Thousand)
$ 1,095
903
153
Exchange Rate
30.705
4.33
33.98
Exchange Rate
30.71
4.41
32.72
Carrying
Amount
(In Thousand)
$ 29,663
3,962
3,295
Carrying
Amount
(In Thousand)
$ 33,639

3,979

5,006
- 56 -

The exchange rate gains and losses of foreign currencies with significance (including realized and non-realized) are summarized as follows:

Foreign
Currencies
USD
RMB
JPY
HKD
EUR
SGD
For the Year Ended December 31, 2023
Exchange Rate
Net Foreign
Exchange Gain
and Loss
30.705 (USD:NTD)
$ 304
4.33 (RMB:NTD)
(
73 )
0.22 (JPY:NTD)
(
1 )
3.93 (HKD:NTD)
10
33.98 (EUR:NTD)
7
23.29 (SGD:NTD)

271
$ 518
For the Year Ended December 31, 2023
Exchange Rate
Net Foreign
Exchange Gain
and Loss
30.705 (USD:NTD)
$ 304
4.33 (RMB:NTD)
(
73 )
0.22 (JPY:NTD)
(
1 )
3.93 (HKD:NTD)
10
33.98 (EUR:NTD)
7
23.29 (SGD:NTD)

271
$ 518
For the Year Ended December 31, 2023
Exchange Rate
Net Foreign
Exchange Gain
and Loss
30.705 (USD:NTD)
$ 304
4.33 (RMB:NTD)
(
73 )
0.22 (JPY:NTD)
(
1 )
3.93 (HKD:NTD)
10
33.98 (EUR:NTD)
7
23.29 (SGD:NTD)

271
$ 518
For the Year Ended December 31, 2022 For the Year Ended December 31, 2022 For the Year Ended December 31, 2022
Exchange Rate
30.705 (USD:NTD)
4.33 (RMB:NTD)
0.22 (JPY:NTD)
3.93 (HKD:NTD)
33.98 (EUR:NTD)
23.29 (SGD:NTD)
Exchange Rate
30.71 (USD:NTD)
4.41 (RMB:NTD)
0.23 (JPY:NTD)
3.94 (HKD:NTD)
32.72 (EUR:NTD)
22.88 (SGD:NTD)
Net Foreign
Exchange Gain
and Loss

(
(

$ 304

73 )

1 )
10
7
271
$ 518

(

$ 2,038
58

20 )
87
42
343
$ 2,548

36. 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)

  • 6) Disposal of individual real estate at a price of at least NT$ 300 million or 20% of the paid-in capital. (Table 4)

  • 7) Total purchases from or sales to related parties amounting to at least NT$ 100 million or 20% of the paid-in capital. (Table 5)

  • 8) Receivables from related parties amounting to at least NT$ 100 million or 20% of the paid-in capital. (N/A)

  • 9) Trading in derivative instruments. (N/A)

  • b. Related information on investees. (Table 6)

  • 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

- 57 -
  • 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 7)

- 58 -

TABLE 1

UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES

FINANCING PROVIDED TO OTHERS FOR THE YEAR ENDED DECEMBER 31, 2023

(In Thousands of New Taiwan Dollars)

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
0
0
The Company
The Company
The Company
The Company
Universal Investment
Corp.
Universal Investment
Corporation
Uneo Incorporated
Universal Concrete
Industrial Corporation
Tainan Concrete Industrial
Corp.
Tainan Concrete Industrial
Corp.
Other receivables
Other receivables
Other receivables
Other receivables
Other receivables
Yes
Yes
Yes
Yes
Yes
$ 800,000
100,000
300,000
300,000
250,000
$ 800,000
100,000
300,000
300,000
250,000
$ -

-

-

-

-
1.880
1.880
1.880
1.880
2.045
For short-term
financing
For short-term
financing
For short-term
financing
For short-term
financing
For short-term
financing
$ -
-
-
-
-
Operating capital
Operating capital
Operating capital
Operating capital
Operating capital
$ -

-

-

-

-
None
None
Land and
Plant
None
None
$ -
300,000
-
$ 8,747,673
8,747,673
8,747,673
8,747,673
434,942
$ 8,747,673
8,747,673
8,747,673
8,747,673
434,942

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; The upper limit for a subsidiary to a single enterprise is 40% of the net value of the subsidiary's most recent financial statements that have been audited (reviewed) by an accountant..

Note 3: The aggregate limit for each borrower is 40% of the Company’s net asset value as stated in the latest financial statements; The aggregate limit for a subsidiary to a single enterprise is 40% of the net value of the subsidiary's most recent financial statements that have been audited (reviewed) by an accountant.

.

- 59 -

TABLE 2

UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES

ENDORSEMENTS/GUARANTEES PROVIDED FOR THE YEAR ENDED DECEMBER 31, 2023

(In Thousands of New Taiwan Dollars)

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)
Endorsement/
Guarantee
Given by
Parent on
Behalf of
Subsidiaries
Endorsement/
Guarantee
Given by
Subsidiaries
on Behalf of
Parent
Endorsement/
Guarantee
Given on
Behalf of
Companies in
Mainland
China
Name Relationship (Note 2)
0
1
2
3
The Company
Kaohsiung Harbor Transport
Company
Universal Investment
Corporation
Universal Concrete Industrial
Corporation
Universal Concrete Industrial
Corporation
Universal Investment Corporation
Uneo Incorporated
Universal Concrete Industrial
Corporation
The Company
Universal Concrete Industrial
Corporation
The Company
The Company
(1)
(1)
(1)
(3)
(2)
(3)
(2)
(2)
$ 132,329
750,000
60,000
490,730
490,730
4,366,566
4,366,566
574,944
$ 120,000
400,000
50,000
306,992
319,928
122,521
443,909
157,561
$ 120,000
350,000
50,000
306,992
319,928
122,521
443,909
157,561
$ -
130,000
-
-
-
-
-
-
$ -
-
-
-
-
-
-
-
1
2
-
313
326
14
51
27
$ 21,869,182
21,869,182
21,869,182
981,458
981,458
8,733,131
8,733,131
574,944
Y
Y
Y
N
N
N
N
N
N
N
N
N
Y
N
Y
Y
N
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.

- 60 -

TABLE 3

UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES MARKETABLE SECURITIES HELD DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)

Holding Company Name Type and Name of Marketable Securities Relationship with the Holding
Company
Financial Statement
Account
December 31, 2023 December 31, 2023 Note
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.
Far EasTone Telecommunications Co., Ltd.
CHC Resources Co., Ltd.
Creative Sensor Inc.
Privately offered shares
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 Image Systems Co., Ltd.
Privately offered shares
Creative Sensor Inc.
The juristic director of the Company
acts as juristic director
-
-
The Company acts as juristic director
Representative of the juristic director of
the Company acts as the
representative of juristic director
Representative of the juristic director of
the Company acts as the
representative of juristic director
The Company acts as juristic director
The Company acts as juristic director
-
-
-
-
-
-
The juristic director of the Company
acts as juristic director
The juristic director of the Company
acts as juristic director
-
Representative of the juristic director of
the Company acts as the
representative of juristic director
Financial assets at FVTOCI -
current
Financial assets at FVTOCI -
current
Financial assets at FVTOCI -
current
Financial assets at FVTOCI -
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 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 FVTOCI -
non - current
40,621,948
28,441,983
306,219
17,020,254
158,000
13,000,000
43,999,488
24,864,000
1,400,000
1,981,995
1,286,063
171,131
600,000
24,000
38,526,900
55
523,000
9,000,000
$ 450,904
806,330
24,436
980,367
4,661
349,700
548,673
598,228
14,990
84,700
12,286
-
-
394
427,649
1
8,917
242,100
2.50
0.14
0.01
6.85
0.11
8.72
8.14
16.44
1.16
1.05
0.46
0.16
30.00
-
2.37
-
0.46
6.04
$ 450,904
806,330
24,436
980,367
4,661
349,700
548,673
598,228
14,990
84,700
12,286
-
-
394
427,648
1
8,917
242,100
- 61 -

TABLE 3

UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES

MARKETABLE SECURITIES HELD DECEMBER 31, 2023

(In Thousands of New Taiwan Dollars)

Holding Company Name Type and Name of Marketable Securities Relationship with the Holding
Company
Financial Statement
Account
December 31, 2023 December 31, 2023 Note
Shares/ Units Carrying Value Percentage of
Ownership (%)
Fair Value
Or Net Equity
Tainan Concrete Industrial Corporation Unlisted shares
Pan Asia (Engineers & Constructors) Corporation.
Da Jen Venture Capital Co., Ltd.
DarChan Venture Capital Co., Ltd.
Limited partnership
Taiwania Capital Buffalo Fund V, LP.
Listed shares
CTBC Financial Holding Co., Ltd.
preferred stock C of CTBC Financial
HoldingCo.,Ltd.
Subsidiary of the Company acts as
juristic supervisor
Representative of the juristic director of
the Company acts as director
Representative of the juristic director of
the Company acts as supervisor
-
-
-
Financial assets at FVTOCI -
non-current
Financial assets at FVTOCI -
non-current
Financial assets at FVTOCI -
non-current
Financial assets at FVTPL -
non-current
Financial assets at FVTOCI -
current
Financial assets at FVTOCI -
current
3,102,803
673,200
4,000,000
-
60,000
2,987
83,993
16,303
40,031
47,559
1,704
177
2.71
8.06
3.64
3.23
-
-
83,993
16,303
40,031
47,559
1,704
177
- 62 -

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, 2023

(In Thousands of New Taiwan Dollars)

**Seller ** Property Event Date Original Acquisition
Date
Carrying Amount Transaction
Amount
**Collection ** Gain (Loss) on
**Disposal **
Counterparty Relationship Purpose of
**Disposal **
Price Reference Other
Terms
Tainan
Concrete
Industrial
Corporation.

Land: No. 2972-1 and 2984-1,
Yancheng Section, Nan District,
Tainan City.
2023.03.15 1977.02.15 and
1980.11.10
$ 444,653(Note) $ 1,122,830 the payment terms of
the contract

$ 611,911(Note)
Shangfa
Construction
Co.,
Ltd.and
Linxin Construction Ltd.

Non-related party
Revitalize
assets
Appraisal report

Note: The merged company acquired the equity of Tainan Concrete Company in March 2022, and completed the acquisition price apportionment report in September of the same year. The book amount and disposal gains and losses are based on the premium generated from the acquisition transaction.

- 63 -

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, 2023

(In Thousands of New Taiwan Dollars)

Buyer Related Party Relationship 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.
Pan Asia (Engineers &
Constructors)
Corporation.
Subsidiary
The Group acts as key
management
The
Group
acts
as
supervisor
Purchase
(Freight)
Purchase

Sale
$ 243,641
263,138
139,405
7
7
2
45 ~ 60 days after
acceptance
30 ~ 65 days after
acceptance
90 days of monthly
settlement
Note
Equivalent
Equivalent
Equivalent
Equivalent
Equivalent
( $ 16,551 )
(
23,183 )
47,430
(
2 )
(
3 )
3

Note : The purchase prices have no comparison with those from third parties .

- 64 -

TABLE 6

UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES

INFORMATION ON INVESTEES FOR THE YEAR ENDED DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)

Investor Company Investee Company Location Main Businesses and Products Original Investment Amount Original Investment Amount Balance a s of December 31, 2023 s of December 31, 2023 Net Income
(Loss) of the
Investee
Share of
Profits/Losses of
Investee
Note
December 31,
2023
December 31,
2022
Shares Percentage
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
33,887
291,671
20,000
174,997
238,180
858
5
13
178
93
$ 69,993
22,643
74,580
650,000
33,774
291,671
20,000
174,997
68,454
858
5
13
178
93
6,999,333
2,252,378
7,560,000
75,000,000
7,698,963
6,000,000
2,000,000
89,581,468
2,023,624
115,494
361
667
10,000
1,680
69.99
86.63
100.00
100.00
58.18
100.00
100.00
29.86
67.45
0.87
0.01
0.01
0.33
-
$ 117,559
41,180
98,146
872,621
339,014
18,940
19,281
10,804,541
1,087,279
858
5
13
178
93
$ 19,912
799
1,791
87,055
92,637
(
15,324 )
(
186 )
2,815,952
1,039,224
-
-
-
-
-
$ 13,939
692
1,791
87,055
54,658
(
15,324 )
(
186 )
840,843
411,126
-
-
-
-
-

- 65 -

TABLE 7

UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES

INFORMATION ON MAJOR SHAREHOLDERS DECEMBER 31, 2023

Name of the major shareholder Shares Shares
Number of shares held (share) Shareholding (%)
Sheng Yuan Investment Co., Ltd.
Yu-Sheng Investment Co., Ltd.
HOU, BO-YI
HSBC custodian Pictet investment accounts
67,213,485
66,467,998
52,414,898
40,645,427
9.98%
9.87%
7.78%
6.03%

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.

- 66 -

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 FVTOCI - Non-current
Statement of Changes in Investments accounted for using the
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 Long-term Borrowings
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 4
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
Schedule 13
Note 25
Schedule 14
Schedule 15
Schedule 16
Schedule 17
- 67 -

SCHEDULE 1

Universal Cement Corporation

STATEMENT OF CASH DECEMBER 31, 2023

(In Thousands of New Taiwan Dollars , Except Foreign Currency)

Item
Cash on hand
Bank deposits
Checking accounts
Demand deposits
Foreign currency deposits (Note)
Amount
$ 321
24,094
155,872
6,936

186,902
$ 187,223

Note: Including US$ 116,068.25, € 96,967.15, RMB 15,645.05, HK$ 588.24 and JPY 34,948.

  • (US$1=NT$30.705, EUR$1=NT$33.98, RMB$1=NT$4.327, HKD$1=NT$3.929 and JPY$1=NT$0.2172)
- 68 -

SCHEDULE 2

Universal Cement Corporation

STATEMENTS OF FINANCIAL ASSETS AT FVTPL – CURRENT

DECEMBER 31, 2023

(In Thousands of New Taiwan Dollars , Unless Specified Otherwise)

Domestic listed shares
Creative Sensor Inc.
Number of
shares
158,000
Amount
$ 4,661
Acquisition
costs
$ 7,785
Fair Value Fair Value (Note)
Total
$ 4,661
Guarantee
provided
orpledge
Unit price
(NT$)
$ 29.5
None

Note: Please refer to Note 31.

- 69 -

SCHEDULE 3

Universal Cement Corporation

STATEMENTS OF FINANCIAL ASSETS AT FVTOCI – CURRENT

DECEMBER 31, 2023

(In Thousands of New Taiwan Dollars , Unless Specified Otherwise)

Current
Domestic listed shares
Prince Housing &
Development Corp.
CTBC Financial
Holding Co., Ltd.
Far EasTone
Telecommunications
Co., Ltd.
CHC Resources Co.,
Ltd
Number of
shares
40,621,948
28,441,983
306,219
17,020,254
Amount
$ 450,904
806,330
24,436
980,367
$ 2,262,037
Acquisition
costs
$ 601,561
455,560
20,974
108,500
$ 1,186,595
FairValue(Note)
Unit price
(NT$)
Total
$ 11.10
$ 450,904
28.35
806,330
79.80
24,436
57.60
980,367
$2,262,037
FairValue(Note)
Unit price
(NT$)
Total
$ 11.10
$ 450,904
28.35
806,330
79.80
24,436
57.60
980,367
$2,262,037
Guarantee
provided
orpledge
Unit price
(NT$)
$ 11.10
28.35
79.80
57.60









None
None
None
None

Note: Please refer to Note 31.

- 70 -

SCHEDULE 4

Universal Cement Corporation

STATEMENT OF NOTES RECEIVABLE DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)

Name
Kun Yi Building Materials Ltd.
Fu Tsu Construction Co., Ltd.
Others (Note)
Amount
$ 26,799
24,386
336,696
$ 387,881

Note: The balance of each company is less than 5% of the balance under this item.

- 71 -

SCHEDULE 5

Universal Cement Corporation

STATEMENT OF ACCOUNTS RECEIVABLE DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)

Name

Non-related party
Chyi Yuh construction Co., Ltd.
Hung Hsin Building Materials Ltd.
Others (Note)

Less: loss allowance


Related party
Pan Asia (Engineers & Constructors) Corporation
Others (Note)

Less: loss allowance


Amount
$ 87,602
78,310

1,047,708
1,213,620

4,049
$ 1,209,571
$ 47,430

13,240
60,670

102
$ 60,568

Note: The balance of each company is less than 5% of the balance under this item.

- 72 -

SCHEDULE 6

Universal Cement Corporation

STATEMENT OF INVENTORIES DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)

Item
Finished goods
Work in progress
Raw materials
Amount Amount Amount
Costs
$ 124,393
8,932
202,424
$ 335,749
Net realizablevalue




$ 146,992
8,984
206,887
$ 362,863

Note: Please refer to Note 4 for the basis of net realizable value.

- 73 -

SCHEDULE 7

Universal Cement Corporation

STATEMENT OF FINANCIAL ASSETS AT FVTOCI -NON-CURRENT FOR THE YEAR ENDED DECEMBER 31, 2023 (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.
Openingbalance
Number of shares
Amount
13,000,000
$ 301,600
1,400,000
12,935
3,303,325
105,885
24,864,000
1,122,858
43,999,488
520,954
1,286,063

12,580
$ 2,076,812
Increase(decrease)duringtheyear
Number of shares
Amount
-
$ -
-
-
(
1,321,330 )
(
1,467 )
-
-
-
-
-

-
($ 1,467)
Unrealized gain or
loss on financial
assets
$ 48,100
2,055
(
19,718 )
(
524,630 )
27,719
(
294)
($ 466,768)
Closing balance
Fair value
$ 349,700
14,990
84,700
598,228
548,673

12,286
$ 1,608,577
Guarantee provided
orpledge
Number of shares Number of shares
-
-
(
1,321,330 )
-
-
-
Number of shares
13,000,000
1,400,000
1,981,995
24,864,000
43,999,488
1,286,063
13,000,000

1,400,000
3,303,325
24,864,000
43,999,488
1,286,063



None
None
None
None
None
None

Note: The decrease during the year was resulting from the proceeds from the capital reduction of CTBC Investments Corp., which is $13,213 thousand, and dividend income recognized in profit and loss $11,746 thousand.

- 74 -

SCHEDULE 8

Universal Cement Corporation

STATEMENT OF CHANGES IN INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD FOR THE YEAR ENDED DECEMBER 31, 2023

(In Thousands of New Taiwan Dollars, Unless Specified Otherwise)

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
Tainan Concrete Industrial Corporation
Investment in associate
Lioho Machine Works Co., Ltd.
Opening balance
Amount
$ 115,686
705,049
330,170
98,997
40,488
34,327
19,467

678,325
2,022,509
10,618,473
$12,640,982
Increase (decrease)
duringtheyear
Number of
shares
Amount
-
( $ 11,689 )
-
(
13,000 )
7,552
(
46,035 )
-
(
2,642 )
-
-
-
-
-
-
-
(
2,428)
(
75,794)
-
(
447,907)
($ 523,701)
Increase (decrease)
duringtheyear
Number of
shares
Amount
-
( $ 11,689 )
-
(
13,000 )
7,552
(
46,035 )
-
(
2,642 )
-
-
-
-
-
-
-
(
2,428)
(
75,794)
-
(
447,907)
($ 523,701)
Gain (loss) on
investments
$ 13,939
87,055
54,658
1,791
692
(
15,324 )
(
186 )

411,126

553,751

840,843
$1,394,594
Undistributed
earnings
$ -

1,620
-
-
-
-
-

-


1,620

(
859
)
$ 761
Capital reserve
$ -
-
221
-
-
-
-
-
221
-
$ 221
Actuarial gains
(loss) from
defined benefit
plans
( $ 377 )
-
-
-
-
(
63 )
-

-
(
440)

2,300
$ 1,860
Cumulative
translation
adjustments
$ -
-
-
-
-
-
-
-
-

210,016)
$ 210,016)
Unrealized gain
(loss) on
financial
products
$ -
91,897
-
-
-
-
-

256

92,153

1,707
$ 93,860
Number of
shares
6,999,333
75,000,000
7,698,963
7,560,000
2,252,378
6,000,000
2,000,000
2,023,624
89,581,468
Closingbalance Market price or
net equity
$ 117,559
872,621
339,014
98,146
41,180
18,940
19,281
1,087,279
2,594,020
10,804,541
$ 13,398,561
Guarantee
provided or
pledge
None
None
None
None
None
None
None
None
None
Note
Number of
shares
6,999,333
75,000,000
7,691,411
7,560,000
2,252,378
6,000,000
2,000,000
2,023,624
89,581,468
Number of
shares
-
-
7,552
-
-
-
-
-
-
Shareholding
(%)
69.99
100
58.18
100
86.63
100
100
67.45
29.86
Amount
$ 117,559
872,621
339,014
98,146
41,180
18,940
19,281
1,087,279
2,594,020
10,804,541
$ 13,398,561
(
(
(
(
(
(
(
(

(
(






(
(
(

(




(
(




Note 1
Note 1
Note 1 and Note 2
Note 1
Note 1
Note 1

Note 1: The decrease amount during the year was cash dividends received.

Note 2. The increase amount during the year was the acquisition control of subsidiary of $113 thousand minus cash dividends received $46,148 thousand.

- 75 -

SCHEDULE 9

Universal Cement Corporation

STATEMENT OF CHANGE IN RIGHT-OF-USE ASSETS DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)

Item
Costs
Balance at January 1, 2023
Increase during the year
Decrease during the year
Balance at December 31, 2023
Cumulative depreciation
Balance at January 1, 2023
Decrease during the year
Depreciation expenses
Balance at December 31, 2023
Carrying amount at December 31,2023
Building
$ 51,725
1,350

1,350)
$ 51,725
$ 4,443

1,350 )
7,754
$ 10,847
$ 40,878
Transportation
Equipment
$ 16,089
8,861

-
$ 24,950
$ 4,814
-

3,490
$ 8,304
$ 16,646
Total

(


(









(


(


$ 67,813
10,211

1,350)
$ 76,675
$ 9,257

1,350 )
11,244
$ 19,151
$ 57,524
- 76 -

SCHEDULE 10

Universal Cement Corporation

STATEMENT OF SHORT-TERM LOANS DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)

Credit borrowings
First Commercial Bank
First Commercial Bank
Bank of Taiwan
Bank of Taiwan
Yuanta Commercial Bank
Taishin International Bank
Contract period
(Note)
Rate per
annum(%)
November 09, 2023~
January 19, 2024
1.750
November 22, 2023~
February 20, 2024
1.750
September 23, 2023~
March 20, 2024
1.775
November17,2023~
March 20, 2024
1.775
December 19,2023~
March 18, 2024
1.750
December 13,2023~
February17, 2024
1.820
Closing
balance
Financing
limit
$ 90,000
$ 500,000
170,000
500,000
100,000
600,000
500,000
600,000
500,000
600,000
250,000
500,000
$ 1,600,000
Pledge or
guarantee


NONE
NONE
NONE
NONE
NONE
NONE

Note:Refers to the period of utilization.

- 77 -

SCHEDULE 11

Universal Cement Corporation

STATEMENT OF ACCOUNTS PAYABLE DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)

Name of the supplier
Non-related party
Taiwan Cement Corp.
Gaotai Gravel Corp.
Xianglian Gravel Corp.
Hsin Ling Industries Co., Ltd.
Fu Cheng Development Corp.
Others (Note)
Related party
CHC Resources Co., Ltd.
Kaohsiung Harbor Transport Company
Others (Note)
Amount




$ 260,682
37,915
37,455
34,517
32,340
235,079
$ 637,988
$ 23,183
16,551
1,809
$ 41,543

Note: The balance of each company is less than 5% of the balance under this item.

- 78 -

SCHEDULE 12

Universal Cement Corporation

STATEMENT OF LONG-TERM BORROWINGS DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)

Item
Credit borrowings
Huanan Commercial Bank
Huanan Commercial Bank
Contractperiod and repayment method
February 2023~ March 2024, Repay the principal upon maturity and amortize interest monthly
September 2023~ October 2024, Repay the principal upon maturity and amortize interest monthly
Rate per
annum(%)
1.795
1.795
Long-term
borrowings due
within oneyear
$ 280,000

220,000
$ 500,000
Expires in one
year
$ -

-
$ -
Total
$ 280,000
220,000
$ 500,000
Pledge or
guarantee






NONE
NONE
- 79 -

SCHEDULE 13

Universal Cement Corporation

STATEMENT OF LEASE LIABILITIES DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)

Item
Building
Building
Building
Transportation
equipment
Transportation
equipment
Transportation
equipment
Transportation
equipment
Transportation
equipment
Transportation
equipment
Transportation
equipment
Transportation
equipment
Transportation
equipment
Transportation
equipment
Transportation
equipment
Transportation
equipment
Description
Central Office
Southern office
Fengshan Concrete Plant
Service car for Tainan
Office
Service car for
headquarters
Service car for
headquarters
Service car for
headquarters
Service car for Ta-Fu
Gypsum Board Plant
Service car for Yeun Kung
Concrete Plant
Service car for Ta-Fu
Concrete Plant
Service car for Xiaogang
Concrete Plant
Service car for Nantz
Concrete Plant
Service car for Yeun Kung
Concrete Plant
Service car for Chao zhou
Concrete Plant
Service car for
headquarters
Leaseperiod
April 1, 2020~
March 31, 2025
August 1, 2023~
July 31, 2026
September 1, 2022~
August 31, 2029
June 29, 2021~
June 28, 2024
February 3, 2020~
February 3, 2024
October 12, 2020~
September 12, 2024
August 26, 2021~
August 26, 2025
December 30, 2020~
November 30, 2025
November 30, 2020~
November 30, 2029
November 30, 2022~
November 30, 2029
November 30, 2022~
November 30, 2029
November 30, 2022~
November 30, 2029
March 10, 2023~
March 10, 2030
November 29, 2023~
November 29, 2030
December 29, 2023~
December 28, 2027
Discount rate(%)
0.9
0.9
0.9
1.0
1.0
0.9
0.9
0.9
0.9
0.9
0.9
0.9
0.9
0.9
1.7885
Closingbalances Closingbalances
$497
1,165
39,700
257
46
367
1,003
503
725
1,449
1,449
2,174
755
2,668
5,308
$ 58,066
- 80 -

SCHEDULE 14

Universal Cement Corporation

STATEMENT OF NET REVENUES FOR THE YEAR ENDED DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)

Item
Cement
Concrete
Gypsum board
Others
Less: sales return and discounts
Quantity
267,172.18 tons
1,554,731 cubic meters
16,146,837.08 square meters
Amount



$ 850,735
4,089,791
1,082,103
22,532
6,045,161
37,301

$ 6,007,860
- 81 -

SCHEDULE 15

Universal Cement Corporation

STATEMENT OF OPERATING COSTS FOR THE YEAR ENDED DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)

Item
Raw materials at the beginning of the year
Add: Incoming materials during the year
Others
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
Commodity Tax
Purchase of finished goods
Others
Less: Finished goods at the end of the year
Others
Cost of sales
Add: Unamortized fixed manufacturing expenses
Less: Revenue from sale of scraps
Others
Operating costs
Amount






$ 192,129
2,681,947
479
202,424
59,023
2,613,108
96,665
980,126
3,689,899
22,615
912,259
8,932
326
4,615,515
90,126
61,329
10,794
55,114
124,393
5,053
4,703,432
21,797
1,579
1,780
$ 4,721,870
- 82 -

SCHEDULE 16

Universal Cement Corporation

STATEMENT OF OPERATING EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2023 (In Thousands of New Taiwan Dollars)

Salaries and wages, bonus, and
employee’s remuneration
Remuneration to directors
Freight expenses
Commission expenses
Contracted research expenses
Depreciation
Expected credit loss (gain)
Others (Note)
Selling and
marketing
expenses
General and
administrative
expense
$ 29,386
$ 74,844
-
48,666
39,415
68
57,998
-
-
-
1,048
27,136
-
-

17,642

89,589
$ 145,489
$ 240,303
R&D
expenses
$ 39,156

-
-
-
2,923
942
-
(
20,477

$ 63,498
(
Expected
credit loss
(gain)
$ -
-
-
-
-
-

6,377 )
-
$ 6,377)
Total





(

$ 143,386
48,666
39,483
57,998
2,923
29,126

6,377 )
127,708
$ 442,913

Note: The balance of each company is less than 5% of the balance under this item.

- 83 -

SCHEDULE 17

Universal Cement Corporation

STATEMENT FOR FUNCTION SUMMARY FOR EMPLOYEE’S BENEFIT, DEPRECIATION, AND AMORTIZATION EXPENSES FOR THE YEAR ENDED DECEMBER 31, 2023 and 2022 (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, 2023 FOR THE YEARS ENDED DECEMBER 31, 2023 FOR THE YEARS ENDED DECEMBER 31, 2023 Total
$ 444,832
42,690
20,042
48,666
16,465
$ 572,695
$ 126,467
$ 3,626
FOR THE YEARS ENDED DECEMBER 31, 2022 FOR THE YEARS ENDED DECEMBER 31, 2022 FOR THE YEARS ENDED DECEMBER 31, 2022
Operatingcosts
$ 301,446
28,996
13,350
-

5,250
$ 349,042
$ 96,774
$ 572
Operatingexpenses
$ 143,386
13,694
6,692
48,666

11,215
$ 223,653
$ 29,126
$ 3,054
Non-operating income
and expenses
$ -
-
-
-

-
$ -
$ 567
$ -
Operatingcosts
$ 285,216
25,955
(
14,014 )
-

4,606
$ 301,763
$ 95,036
$ 378
Operatingexpenses
$ 132,224
12,727
(
9,931 )
35,820

10,144
$ 180,984
$ 27,988
$ 2,037
Non-operating income
and expenses
$ -
-
-
-

-
$ -
$ 567
$ -
Total

















(




(








(



$ 417,440
38,682

23,945 )
35,820
14,750
$ 482,747
$ 123,591
$ 2,415

Note:

  1. Number of employees for the current year and the previous year was 538 and 501, respectively, in which there were both 4 directors who are not concurrently employees.

  2. Companies whose shares are listed and traded on TWSE or TPEx shall disclose the following information:

  3. (1) Average employee’s benefit expenses for the year amounted to NT$981 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$899 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”).

  4. (2) Average employee’s salary expenses for the year amounted to NT$833 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$840 thousand (total salary expenses for the previous year/“number of employees for the previous year – number of directors who are not concurrently employees”).

  5. (3) Average adjustments and changes in employee’s salary expenses achieved 1% (“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).

  6. The Company has established its Audit Committee, and the Company has no supervisor.

  7. Salary and remuneration policy:

  8. (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.
  9. (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.

  10. (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.

  11. (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.

- 84 -