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UCC Interim / Quarterly Report 2024

Dec 30, 2024

51738_rns_2024-12-30_db72e753-a629-47f7-a2fb-ea9ac2d45072.pdf

Interim / Quarterly Report

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Universal Cement Corporation and Subsidiaries

Consolidated Financial Statement for the Six Months Ended June 30, 2024 and 2023 and Independent Auditors’ Review Report


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INDEPENDENT AUDITORS' REVIEW REPORT

The Board of Directors and Shareholders
Universal Cement Corporation

Introduction

We have reviewed the accompanying consolidated balance sheets of Universal Cement Corporation and its subsidiaries (collectively the "Group") as of June 30, 2024 and 2023, the related consolidated statements of comprehensive income for the three months ended June 30, 2024 and 2023, and for the six months ended June 30, 2024 and 2023, the related consolidated statements of changes in equity and of cash flows for the six months then ended, and the related notes to the consolidated financial statements, including a summary of significant accounting policies (collectively referred to as the "consolidated financial statements"). Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34 "Interim Financial Reporting" endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China. Our responsibility is to express a conclusion on the consolidated financial statements based on our reviews.

Scope of review

Except as explained in the following paragraph, we conducted our reviews in accordance with the Standards on Review Engagements of the Republic of China 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of consolidated financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Basis for qualified conclusion

As disclosed in Note 13 to the consolidated financial statements, the financial statements of some non-significant subsidiaries included in the consolidated financial statements were not reviewed. As of June 30, 2024 and 2023, the combined total assets of these non-significant subsidiaries were NT$197,108 thousand and NT$220,219 thousand, respectively, representing 0.67% and 0.76%, respectively, of the consolidated total assets, and the combined total liabilities of these non-significant subsidiaries were NT$46,767 thousand and NT$60,363 thousand, respectively, representing 0.79% and 0.89%, respectively, of the consolidated total liabilities; for the three months ended June 30, 2024 and 2023 and for the six months ended June 30, 2024 and 2023, the net comprehensive income (loss) of these non-significant subsidiaries were NT$(6,083) thousand, NT$(4,824) thousand NT$(7,365) thousand, and NT$(7,474) thousand, respectively, representing (0.63%), (0.39%), (0.39%), and (0.42%), respectively, of the consolidated total comprehensive income (loss). As disclosed in the consolidated financial statements, the investments accounted for using the equity method were based on the subsidiaries' financial statements that were not reviewed


for the same periods. In addition, as disclosed in Note 14, as of June 30, 2024 and 2023, the investments accounted for using the equity method were NT$10,989,359 thousand and NT$11,124,244, respectively, representing 38% and 38%, respectively, of the consolidated total assets, for the three months ended June 30, 2024 and 2023 and for the six months ended June 30, 2024 and 2023, the recognized share of profit of associates and joint ventures were NT$115,169 thousand, NT$181,957 thousand, NT$195,664 thousand and NT$264,730 thousand, respectively, representing 12%, 15%, 10% and 15%, respectively, of the total amount of consolidated comprehensive income, and the related shares of other comprehensive income from the associates and joint ventures were NT$88,978 thousand, NT$673,139 thousand, NT$436,968 thousand and NT$688,854 thousand, respectively, representing 9%, 54%, 23% and 38%, respectively, of the total amount of consolidated comprehensive income. The investments' comprehensive income or loss recognized and the related information on the Group's investments disclosed in Note 36 to the consolidated financial statements were based on the investees' financial statements that were not reviewed for the same periods.

Qualified conclusion

Based on our reviews, except for the adjustments, if any, as might have been determined to be necessary had the financial statements of the non-significant subsidiaries as described in the preceding paragraph been reviewed, nothing has come to our attention that caused us to believe that the accompanying consolidated financial statements do not give a true and fair view of the consolidated financial position of the Group as of June 30, 2024 and 2023, its consolidated financial performance for the three months ended June 30, 2024 and 2023 and its consolidated financial performance and its consolidated cash flows for the six months ended June 30, 2024 and 2023 in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Accounting Standard 34 "Interim Financial Reporting" endorsed and issued into effect by the Financial Supervisory Commission of the Republic of China.

The engagement partners on the reviews resulting in this independent auditors' review report are Chi Chen Lee and Hung Ju Liao.

Deloitte & Touche
Taipei, Taiwan

Republic of China

August 8, 2024

Notice to Readers

The accompanying consolidated financial statements are intended only to present the consolidated financial position, financial performance and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally accepted and applied in the Republic of China.

For the convenience of readers, the auditors' report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language independent auditors' report and consolidated financial statements shall prevail. The English version not reviewed by an accountant.


Universal Cement Corporation and Subsidiaries

CONSOLIDATED BALANCE SHEETS
(In Thousands of New Taiwan Dollars)

| ASSETS | June 30, 2024
(Reviewed) | | December 31, 2023
(Audited) | | June 30, 2023
(Reviewed) | |
| --- | --- | --- | --- | --- | --- | --- |
| | Amount | % | Amount | % | Amount | % |
| CURRENT ASSETS | | | | | | |
| Cash and cash equivalents (Note 6) | $ 1,134,664 | 4 | $ 1,418,310 | 5 | $ 862,163 | 3 |
| Financial assets at fair value through profit or loss - current (Note 7) | 14,429 | - | 13,972 | - | 15,989 | - |
| Financial assets at fair value through other comprehensive income - current (Note 8) | 3,220,636 | 11 | 2,691,567 | 10 | 2,617,161 | 9 |
| Financial assets at amortized cost - current (Notes 9, 10 and 32) | 127,367 | - | 127,350 | - | 106,220 | - |
| Notes receivable (Notes 11 and 24) | 606,225 | 2 | 567,255 | 2 | 586,106 | 2 |
| Net Accounts receivable (Notes 11 and 24) | 1,403,591 | 5 | 1,546,340 | 6 | 1,238,625 | 4 |
| Net Accounts receivable from related parties (Notes 11, 24 and 31) | 34,433 | - | 58,750 | - | 51,217 | - |
| Other receivables | 455,648 | 2 | 589 | - | 476,068 | 2 |
| Current tax assets | 511 | - | - | - | 23 | - |
| Inventories (Note 12) | 376,210 | 1 | 388,373 | 1 | 423,732 | 2 |
| Prepayments for equipment | 33,010 | - | 18,065 | - | 20,866 | - |
| Other current assets (Notes 24 and 31) | 8,658 | - | 5,863 | - | 14,050 | - |
| Total current assets | 7,415,382 | 25 | 6,836,434 | 24 | 6,412,220 | 22 |
| NON-CURRENT ASSETS | | | | | | |
| Financial assets at fair value through profit or loss - non-current (Note 7) | 43,661 | - | 47,558 | - | 48,095 | - |
| Financial assets at fair value through other comprehensive income - non-current (Note 8) | 2,292,798 | 8 | 1,991,004 | 7 | 2,452,906 | 9 |
| Financial assets at amortized cost - non-current (Notes 9, 10 and 32) | 12,776 | - | 16,995 | - | 11,344 | - |
| Investments accounted for using the equity method (Note 14) | 10,989,359 | 38 | 10,804,634 | 39 | 11,124,244 | 38 |
| Property, plant and equipment (Note 15) | 7,393,752 | 25 | 7,342,196 | 26 | 7,904,713 | 27 |
| Right - of - use assets (Note 16) | 195,721 | 1 | 222,428 | 1 | 238,770 | 1 |
| Investment properties (Note 17) | 840,136 | 3 | 840,717 | 3 | 841,291 | 3 |
| Other intangible assets (Note 18) | 9,759 | - | 10,648 | - | 11,190 | - |
| Deferred tax assets | 11,665 | - | 16,511 | - | 15,739 | - |
| Prepayments for equipment | 16,378 | - | 45,458 | - | 43,838 | - |
| Net defined benefit assets | 8,256 | - | 14,977 | - | 15,791 | - |
| Total non-current assets | 21,814,261 | 75 | 21,353,126 | 76 | 22,707,921 | 78 |
| TOTAL | $ 29,229,643 | $ 100 | $ 28,189,560 | $ 100 | $ 29,120,141 | $ 100 |

LIABILITIES AND EQUITY

CURRENT LIABILITIES
Short-term borrowings (Note 19) $ 1,600,000 5 $ 1,700,000 6 $ 2,220,000 8
Short-term bills payable (Note 19) 279,834 1 274,785 1 399,017 1
Contract liabilities - current (Note 24) 1,738 - 2,359 - 1,892 -
Notes payable (Note 20) 144,537 1 218,691 1 135,101 -
Accounts Payable (Note 20) 613,853 2 709,034 3 663,700 2
Accounts Payable to related parties (Notes 20 and 31) 26,996 - 34,059 - 23,503 -
Other payables (Note 21) 402,898 1 406,020 1 359,411 1
Dividends payable 1,217,163 4 - - 1,012,755 4
Current tax liabilities 182,559 1 157,831 1 139,880 1
Lease liabilities - current (Note 16) 53,578 - 53,990 - 51,007 -
Long-term borrowings due within one year (Note 19) - - 500,000 2 280,000 1
Other current liabilities (Note 21) 35,091 - 22,080 - 18,716 -
Total current liabilities 4,558,247 15 4,078,849 15 5,304,982 18
NON-CURRENT LIABILITIES
Deferred tax liabilities 1,238,203 4 1,245,107 4 1,305,151 4
Lease liabilities - non-current (Note 16) 149,798 1 175,887 1 194,040 1
Guarantee deposits received 10,486 - 11,583 - 9,369 -
Total non-current liabilities 1,398,487 5 1,432,577 5 1,508,560 5
Total liabilities 5,956,734 20 5,511,426 20 6,813,542 23
EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY (Note 23)
Capital stock
Common stock 6,732,175 23 6,732,175 24 6,536,092 22
Stock dividends to be distributed 134,643 1 - - 196,083 1
Total capital stock 6,866,818 24 6,732,175 24 6,732,175 23
Capital surplus 123,719 - 123,719 - 123,499 1
Retained earnings
Legal reserve 3,130,978 11 2,920,126 10 2,920,126 10
Special reserve 3,185,793 11 3,185,793 11 3,185,793 11
Unappropriated earnings 7,173,641 24 8,099,817 29 6,682,185 23
Total retained earnings 13,490,412 46 14,205,736 50 12,788,104 44
Other equity 2,021,512 7 807,552 3 2,081,147 7
Total equity attributable to owners of the Company 22,502,461 77 21,869,182 77 21,724,925 75
NON - CONTROLLING INTERESTS 770,448 3 808,952 3 581,674 2
Total equity 23,272,909 80 22,678,134 80 22,306,599 77
TOTAL $ 29,229,643 100 $ 28,189,560 100 $ 29,120,141 100

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


Universal Cement Corporation and Subsidiaries

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

(Reviewed, Not Audited)

For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
Amount % Amount % Amount % Amount %
OPERATING REVENUE (Notes 24 and 31) $ 2,092,080 100 $ 1,919,189 100 $ 4,000,652 100 $ 3,754,719 100
OPERATING COSTS (Notes 12, 25 and 31) 1,658,271 79 1,535,596 80 3,183,420 80 3,026,571 80
GROSS PROFIT 433,809 21 383,593 20 817,232 20 728,148 20
OPERATING EXPENSES (Notes 25 and 31)
Selling and marketing expenses 28,209 1 43,840 2 59,104 2 82,871 2
General and administrative expenses 89,005 4 82,458 4 177,515 4 161,858 5
Research and development expenses 18,481 1 18,162 1 36,501 1 40,684 1
Expected credit loss (gain) (2,256) - (1,838) - (2,435) - 7,980 -
Total operating expenses 133,439 6 142,622 7 270,685 7 293,393 8
PROFIT FROM OPERATIONS 300,370 15 240,971 13 546,547 13 434,755 12
NON-OPERATING INCOME AND EXPENSES(Notes 25 and 31)
Interest income 3,385 - 2,780 - 7,150 - 3,831 -
Other income 62,087 3 94,351 5 90,074 2 113,520 3
Other gains and losses (841) - 8,964 - 3,300 - 43,483 1
Interest expenses (9,261) - (14,093) (1) (20,740) - (29,902) (1)
Share of profit or loss of associates accounted for using the equity method 115,169 5 181,957 10 195,664 5 264,730 7
Total non-operating income and expenses 170,539 8 273,959 14 275,448 7 395,662 10
INCOME BEFORE INCOME TAX 470,909 23 514,930 27 821,995 20 830,417 22
INCOME TAX EXPENSE (Notes 4 and 26) 74,332 4 92,981 5 170,836 4 128,114 3
NET INCOME 396,577 19 421,949 22 651,159 16 702,303 19
OTHER COMPREHENSIVE INCOME (Note 23)
Items that will not be reclassified subsequently to profit or loss:
Remeasurement of defined benefit plans - - 910 - - - 910 -
Unrealized gain/(loss) on investments in equity instruments at fair value through other comprehensive income 481,836 23 154,217 8 777,174 20 407,210 11
Share of the other comprehensive income or loss of associates accounted for using the equity method (379) - (345) - (146) - 1,737 -
481,457 23 154,782 8 777,028 20 409,857 11
Items that may be reclassified subsequently to profit or loss:
Share of the other comprehensive income or loss of associates accounted for using the equity method 89,357 4 673,484 35 437,114 11 687,117 18
Other comprehensive income for the period, net of income tax 570,814 27 828,266 43 1,214,142 31 1,096,974 29
TOTAL COMPREHENSIVE INCOME FOR THE PERIOD $ 967,391 46 $ 1,250,215 65 $ 1,865,301 47 $ 1,799,277 48
NET PROFIT ATTRIBUTABLE TO:
Owners of the Company $ 382,968 18 $ 417,955 22 $ 631,110 16 $ 690,887 19
Non-controlling interests 13,609 1 3,994 - 20,049 - 11,416 -
$ 396,577 19 $ 421,949 22 $ 651,159 16 $ 702,303 19
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO:
Owners of the Company $ 953,689 45 $ 1,245,791 65 $ 1,845,070 46 $ 1,787,435 48
Non-controlling interests 13,702 1 4,424 - 20,231 1 11,842 -
$ 967,391 46 $ 1,250,215 65 $ 1,865,301 47 $ 1,799,277 48
EARNINGS PER SHARE (Note 27)
Basic $ 0.56 $ 0.61 $ 0.92 $ 1.01
Diluted 0.56 0.61 0.92 1.00

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


Universal Cement Corporation and Subsidiaries

COPISSIBIATED STATEMENTS OF CHANGES IN EQUITY

(In Thousands of New Taiwan Dollars, Except Earnings Per Share)

(Reviewed, Not Audited)

Equity Attributable to Owners of the Company
Capital Stock Capital Surplus Retained Earnings Other Equity Total Non-controlling Interests (Note 23) Total Equity
Common Stock Stock dividends to be distributed Legal Reserves Special Reserve Unappropriated Earnings Exchange Differences on Translating Foreign Operations Unrealized Gains on Financial Assets at Fair Value Through Other Comprehensive Income Remeasurement of Defined Benefit Plans other Total Other Equity Total
BALANCE AT JANUARY 1, 2023 $ 6,536,092 $ - $ 123,499 $ 2,715,883 $ 3,185,793 $ 7,372,038 ($ 799,476) $ 1,711,898 $ 89,394 ($ 17,217) $ 984,599 $ 20,917,904 $ 600,574 $ 21,526,478
Appropriation of 2022 earnings (Note 23)
Legal reserve - - - 204,243 - (204,243) - - - - - - - - -
Cash dividends distributed by the Company - NTS 1.5 per share - - - - - (980,414) - - - - - (980,414) - (980,414)
Stock dividends distributed by the Company - NTS 0.5 per share - 196,083 - - - (196,083) - - - - - - - - -
Net income - - - - - 690,887 - - - - - 690,887 11,416 702,303
Other comprehensive income (loss), net of income tax - - - - - - 687,117 408,894 537 - 1,096,548 1,096,548 426 1,096,974
Total comprehensive income (loss) for the six months ended June 30, 2023 - - - - - 690,887 687,117 408,894 537 - 1,096,548 1,707,435 11,842 1,799,277
Change in non-controlling interests (Note 23) - - - - - - - - - - - - (38,742) (38,742)
BALANCE AT JUNE 30, 2023 $ 6,536,092 $ 196,083 $ 123,499 $ 2,920,126 $ 3,185,793 $ 6,682,185 ($ 112,559) $ 3,120,792 $ 89,931 ($ 17,217) $ 2,081,147 $ 21,724,925 $ 581,674 $ 22,306,509
BALANCE AT JANUARY 1, 2024 $ 6,732,175 $ - $ 123,719 $ 2,920,126 $ 3,185,793 $ 8,099,817 ($ 1,089,492) $ 1,743,807 $ 91,254 ($ 17,217) $ 807,552 $ 21,869,182 $ 800,952 $ 22,678,134
Appropriation of 2023 earnings (Note 23)
Legal reserve - - - 210,852 - (210,852) - - - - - - - - -
Cash dividends distributed by the Company - NTS 1.8 per share - - - - - (1,231,791) - - - - - (1,211,791) - (1,211,791)
Stock dividends distributed by the Company - NTS 0.2 per share - 134,643 - - - (134,643) - - - - - - - - -
Net income - - - - - 631,110 - - - - - 631,110 20,049 651,159
Other comprehensive income, net of income tax - - - - - - 437,114 776,846 - - 1,213,960 1,213,960 182 1,214,142
Total comprehensive income (loss) for the six months ended June 30, 2024 - - - - - 631,110 437,114 776,846 - - 1,213,960 1,845,070 20,231 1,865,301
Change in non-controlling interests (Note 23) - - - - - - - - - - - - (38,735) (38,735)
BALANCE AT JUNE 30, 2024 $ 6,732,175 $ 134,643 $ 123,719 $ 3,130,978 $ 3,185,793 $ 7,173,641 ($ 572,378) $ 2,519,853 $ 91,254 ($ 17,217) $ 2,021,512 $ 22,502,461 $ 770,448 $ 23,272,909

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


Universal Cement Corporation and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands of New Taiwan Dollars)

(Reviewed, Not Audited)

For the Six Months Ended June 30
2024 2023
CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax $ 821,995 $ 830,417
Adjustments for:
Depreciation expenses 103,531 89,606
Amortization expenses 1,956 1,927
Expected credit loss (gain) recognized ( 2,435) 7,980
Net gain (loss) on fair value changes of financial assets at fair value through profit or loss 3,440 ( 45,309)
Interest expenses 20,740 29,902
Interest income ( 7,150) ( 3,831)
Dividend income ( 60,806) ( 92,644)
Share of profit of associates accounted for using the equity method ( 195,664) ( 264,730)
Net gain on disposal of property, plant and equipment ( 2,769) ( 572)
Changes in operating assets and liabilities
Notes receivable ( 38,970) ( 49,042)
Accounts receivable (Including related parties) 169,299 147,220
Other receivables ( 38) ( 65,340)
Inventories 12,163 ( 29,749)
Prepayments ( 14,945) 3,092
Other current assets ( 2,593) ( 1,256)
Contract liabilities ( 621) ( 192)
Notes payable ( 74,154) ( 53,644)
Accounts payable (Including related parties) ( 102,244) ( 17,047)
Other payables 6,183 25,568
Other current liabilities 13,011 ( 4,254)
Net defined benefit plan 6,721 543
Cash generated from operations 656,650 508,645
Interest received 7,171 3,849
Dividends received 53,671 131,044
Income tax paid ( 148,677) ( 112,525)
Net cash generated from operating activities 568,815 531,013

(Continued)


Universal Cement Corporation and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands of New Taiwan Dollars)
(Reviewed, Not Audited)

For the Six Months Ended June 30
2024 2023
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisitions of financial assets at fair value through other comprehensive income ($ 53,689) $ -
Increase in financial assets at amortized cost ( 35,094) ( 3,903)
Decrease in financial assets at amortized cost 39,296 4,990
Proceeds from sale of financial assets at fair value through profit or loss - 106,369
Payments for property, plant and equipment ( 109,174) ( 79,687)
Proceeds from disposal of property, plant and equipment 3,532 752
Payments for intangible assets ( 1,067) ( 1,125)
Net cash generated from / used in investing activities ( 156,196) 27,396
CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in short-term loans ( 100,000) ( 70,000)
Increase (Decrease) in short-term bills payable 5,000 ( 600,000)
Increase in long-term loans - 280,000
Repayment of long-term loans ( 500,000) -
Proceeds from guarantee deposits received 40 264
Refund of guarantee deposits received ( 1,137) ( 574)
Repayment of the principal portion of lease liabilities ( 26,523) ( 26,669)
Interest Paid ( 20,282) ( 29,999)
Dividends paid to non-controlling interests ( 53,363) ( 33,732)
Net cash used in financing activities ( 696,265) ( 480,710)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ( 283,646) 77,699
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD 1,418,310 784,464
CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD $ 1,134,664 $ 862,163

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

(Concluded)


Universal Cement Corporation and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED JUNE 30, 2024 AND 2023

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

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 consolidated financial statements are presented in the Company’s functional currency, New Taiwan dollar.

2. APPROVAL OF FINANCIAL STATEMENTS

The accompanying consolidated financial statements were approved by the Company’s board of directors on August 8, 2024.

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

a. The initial application of the International Financial Reporting Standards (IFRS), International Accounting Standards (IAS), Interpretations of IFRS (IFRIC), and Interpretations of IAS (SIC) (collectively, the “IFRSs”) endorsed and issued into effect by the Financial Supervisory Commission (FSC).

The initial application of the amendments to the IFRSs endorsed and issued into effect by the FSC did not have any material impact on the Group’s accounting policies.

b. The IFRS Accounting Standards endorsed by the FSC for application starting from 2025

New, Amended and Revised Standards and Interpretations Effective Date Announced by IASB
Amendments to IAS 21 “Lack of Exchangeability” January 1, 2025 (Note 1)

Note 1: An entity shall apply those amendments for annual reporting periods beginning on or after January 1, 2025. Upon initial application of the amendments to IAS 21, the Group shall not restate the comparative information and shall recognize any effect of initially applying the amendments as an adjustment to the opening balance of retained earnings or, if applicable, to the cumulative amount of translation differences in equity as well as affected assets or liabilities.

As of the date of approving the issuance of this consolidated financial report, the Group is still evaluating the effects of amendments to other standards and interpretations on the financial positions and financial performance; relevant effects are to be disclosed upon the completion of the evaluation.

  • 8 -

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 Effective Date Announced by IASB (Note)
Annual Improvements to IFRS Accounting Standards - Volume 11 January 1, 2026
Amendments to IFRS 9 and IFRS 7 “Amendments to the Classification and Measurement of Financial Instruments” January 1, 2026
Amendments to IFRS 10 and IAS 28 “Sale or Contribution of Assets between an Investor and its Associate or Joint Venture” To be determined by IASB
IFRS 17 “Insurance Contracts” January 1, 2023
Amendments to IFRS 17 January 1, 2023
Amendments to IFRS 17 “Initial Application of IFRS 17 and IFRS 9 - Comparative Information” January 1, 2023
IFRS 18 “Presentation and Disclosure in Financial Statements” January 1, 2027
IFRS 19 “Subsidiaries without Public Accountability: Disclosures” January 1, 2027

Note: Unless stated otherwise, the above IFRS Accounting Standards are effective for annual reporting periods beginning on or after their respective effective dates.

IFRS 18 “Presentation and Disclosures in Financial Statements”

IFRS 18 will supersede IAS 1” Presentation of Financial Statements”. The main changes comprise:

  • Items of income and expenses included in the statement of profit or loss shall be classified into the operating, investing, financing, income taxes and discounted operations categories.
  • The statement of profit or loss shall present totals and subtotals for operating profit or loss, profit or loss before financing and income taxes and profit or loss.
  • Provides guidance to enhance the requirements of aggregation and disaggregation: The Group shall identify the assets, liabilities, equity, income, expenses and cash flows that arise from individual transactions or other events and shall classify and aggregate them into groups based on shared characteristics, so as to result in the presentation in the primary financial statements of line items that have at least one similar characteristic. The Group shall disaggregate items with dissimilar characteristics in the primary financial statements and in the notes. The Group labels items as ‘other’ only if it cannot find a more informative label.
  • Disclosures on Management-defined Performance Measures (MPMs): When in public communications outside financial statements and communicating to users of financial statements management’s view of an aspect of the financial performance of the Group as a whole, the Group shall disclose related information about its MPMs in a single note to the financial statements, including the description of such measures, calculations, reconciliations to the subtotal or total specified by IFRS Accounting Standards and the income tax and non-controlling interests effects of related reconciliation items.

Except for the effects above, as of the date of approving the issuance of this consolidated financial report, the Group is still evaluating the effects of amendments to other standards and interpretations on the financial positions and financial performance; relevant effects are to be disclosed upon the completion of the evaluation.


4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a. Statement of compliance

These interim consolidated financial statements have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IAS 34 “Interim Financial Reporting” as endorsed and issued into effect by the FSC. The disclosed information included in these interim consolidated financial statements is less than the disclosed information required in a complete set of annual consolidated financial statements.

b. Basis of preparation

The consolidated 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, which are described as follows:

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

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

3) Level 3 inputs are unobservable inputs for the assets or liabilities.

c. Basis of consolidation

The consolidated financial statements incorporate the financial statements of the Company and the entities controlled by the Company (i.e. its subsidiaries). Income and expenses of subsidiaries acquired or disposed of during the period are included in the consolidated statement of profit or loss and other comprehensive income from the effective dates of acquisitions up to the effective dates of disposals, as appropriate. When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the Company. All intra-group transactions, balances, income and expenses are eliminated in full upon consolidation. Total comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

Changes in the Group’s ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Group’s interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the Company.

See Note 13 and table 4 for detailed information on subsidiaries (including percentages of ownership and main business).

  • 10 -

d. Other material accounting policies

Except for the following, refer to the consolidated financial statements for the year ended December 31, 2023.

1) Classification of current and non-current assets and liabilities

Current assets include:

a) Assets held primarily for the purpose of trading;
b) Assets expected to be realized within 12 months after the reporting period; and
c) 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:

a) Liabilities held primarily for the purpose of trading;
b) Liabilities due to be settled within 12 months after the reporting period; and
c) Liabilities for which the Group 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.

2) Retirement benefits

Pension cost for an interim period is calculated on a year-to-date basis by using the actuarially determined pension cost rate at the end of the prior financial year, adjusted for significant market fluctuations since that time and for significant plan amendments, settlements, or other significant one-off events.

3) Income tax expense

Income tax expense represents the sum of the tax currently payable and deferred tax. Interim period income taxes are assessed on an annual basis and calculated by applying to an interim period’s pre-tax income the tax rate that would be applicable to expected total annual earnings.

  1. CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

For the summary of critical accounting judgments and key sources of estimation uncertainty, refer to the consolidated financial statements for the year ended December 31, 2023.

  • 11 -

  1. CASH AND CASH EQUIVALENTS
June 30, 2024 December 31, 2023 June 30, 2023
Cash on hand and petty cash $ 434 $ 461 $ 571
Checking accounts and demand deposits 357,235 313,886 585,117
Cash equivalent (investments with original maturities less than 3 months)
Time deposits (a) 14,300 49,400 56,249
Bonds with repurchase agreements (b) 762,695 1,054,563 220,226
$ 1,134,664 $ 1,418,310 $ 862,163

The ranges of interest rates of time deposits and bonds with repurchase agreements at the end of the reporting period were as follows:

June 30, 2024 December 31, 2023 June 30, 2023
a. Time deposits 1.23%-1.29% 1.1%-1.16% 1.10%-5.25%
b. Bonds with repurchase agreements 1.35%-1.39% 1.2%-1.23% 1.1%
  1. FINANCIAL INSTRUMENTS AT FAIR VALUE THROUGH PROFIT OR LOSS
June 30, 2024 December 31, 2023 June 30, 2023
Financial assets - current
Financial assets mandatorily classified as at FVTPL
Non-derivative financial assets
Listed shares $ 14,026 $ 13,578 $ 15,578
Mutual funds 403 394 411
$ 14,429 $ 13,972 $ 15,989
Financial assets - non-current
Financial assets mandatorily classified as at FVTPL
Non-derivative financial assets
Limited Partnership $ 43,661 $ 47,558 $ 48,095
  1. FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME
June 30, 2024 December 31, 2023 June 30, 2023
Investments in equity instruments at FVTOCI - Current
Domestic investments
Listed shares $ 3,220,636 $ 2,691,567 $ 2,617,161
Investments in equity instruments at FVTOCI - Non-current
Domestic investments
Listed Private Equity $ 619,300 $ 591,800 $ 596,200
Unlisted shares 1,673,498 1,399,204 1,856,706
$ 2,292,798 $ 1,991,004 $ 2,452,906

These investments in equity instruments are held for medium to strategic purposes. Accordingly, the management elected to designate these investments in equity instruments as at FVTOCI as they believe that recognizing short-term fluctuations in these investments' fair value in profit or loss would not be consistent with the Group's strategy of holding these investments for strategic purposes.


  1. FINANCIAL ASSETS AT AMORTIZED COST
June 30, 2024 December 31, 2023 June 30, 2023
Current
Time deposits with original maturity more than 3 months (a) $ 92,300 $ 127,283 $ 106,153
Pledged time deposits (a) 67 67 67
Refundable deposits 35,000 - -
$ 127,367 $ 127,350 $ 106,220
Non-current
Pledged time deposits (a) $ 8,010 $ 8,010 $ 5,510
Refundable deposits 4,766 8,985 5,834
$ 12,776 $ 16,995 $ 11,344

a. The ranges of interest rates of time deposits and pledged time deposits with original maturities of more than 3 months at the end of the reporting period were as follows:

June 30, 2024 December 31, 2023 June 30, 2023
Time deposits and pledged time deposits 1.25%-1.70% 1.25%-5.47% 1.28%-1.575%

The information on pledged time deposits is set out in Note 32.

b. Refer to Note 10 for information relating to the credit risk management and impairment of investments in financial assets at amortized cost.

  1. CREDIT RISK MANAGEMENT FOR INVESTMENTS IN DEBT INSTRUMENTS

Investments in debt instruments were classified as financial assets at amortized cost.

June 30, 2024 December 31, 2023 June 30, 2023
Gross carrying amounts
Financial assets at amortized cost - current $ 127,367 $ 127,350 $ 106,220
Financial assets at amortized cost - non-current 12,776 16,995 11,344
$ 140,143 $ 144,345 $ 117,564

The Group invests only in debt instruments that have low credit risk for the purpose of impairment assessment. In measuring the 12-months expected credit or duration of expected credit losses for debt instrument investments, the Group considers the historical default rates, the current financial condition of debtors, and the future prospects of the industries. Due to the low credit risk of debtors and sufficient ability to settle contractual cash flows, as of June 30, 2024, and for the periods ended December 31, 2023 and June 30, 2023, no expected credit losses have been recognized in financial assets measured at amortized cost.

  1. NOTES RECEIVABLE AND ACCOUNTS RECEIVABLE (INCLUDING RELATED PARTIES)
June 30, 2024 December 31, 2023 June 30, 2023
Notes receivable
At amortized cost
Notes receivable - operating $ 606,225 $ 566,922 $ 586,023
Notes receivable - non-operating - 333 83
$ 606,225 $ 567,255 $ 586,106
Accounts receivable (Including related parties)
At amortized cost $ 1,445,415 $ 1,614,768 $ 1,318,163
Less: Allowance for impairment loss 7,391 9,678 28,321
$ 1,438,024 $ 1,605,090 $ 1,289,842

a. Notes receivable

The Group analyzed notes receivable was not past due based on past due status, and the Group did not recognize an expected credit loss for notes receivable as of June 30, 2024, December 31, 2023 and June 30, 2023.

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 Group 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 Group's credit risk was significantly reduced.

The Group recognizes loss allowance based on the use of lifetime expected credit losses on 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 Group'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 Group's different customer base.

The Group 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 Group 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 Group's provision matrix.

June 30, 2024
Less than 30 Days 31-60 Days 61-90 Days 91-120 Days 121-150 Days 151-365 Days Over 365 Days Total
Expected credit loss rate 0.12%-0.81% 0.34%-0.93% 0.79%-1.34% 2.31%-2.70% 6.47%-10.93% 24.51%-38.57% 100%
Gross carrying amount $ 973,750 $ 276,564 $ 131,400 $ 51,631 $ 7,644 $ 3,727 $ 699 $ 1,445,415
Loss allowance (Lifetime ECL) ( 1,439) ( 1,265) ( 1,220) ( 1,768) ( 568) ( 432) ( 699) ( 7,391)
Amortized cost $ 972,311 $ 275,299 $ 130,180 $ 49,863 $ 7,076 $ 3,295 $ - $ 1,438,024
December 31, 2023
Less than 30 Days 31-60 Days 61-90 Days 91-120 Days 121-150 Days 151-365 Days Over 365 Days Total
Expected credit loss rate 0.13%-0.82% 0.37%-0.94% 0.88%-1.35% 2.31%-2.96% 6.35%-13.41% 23.78%-54.09% 0%
Gross carrying amount $ 1,010,499 $ 370,838 $ 131,779 $ 67,430 $ 27,765 $ 2,691 $ 3,766 $ 1,614,768
Loss allowance (Lifetime ECL) ( 1,210) ( 2,537) ( 1,640) ( 2,115) ( 2,013) ( 163) - ( 9,678)
Amortized cost $ 1,009,289 $ 368,301 $ 130,139 $ 65,315 $ 25,752 $ 2,528 $ 3,766 $ 1,605,090

The Group has received accounts receivable of over 366 days in January 2024 and did not recognize the loss allowance of accounts receivable.

June 30, 2023
Less than 30 Days 31-60 Days 61-90 Days 91-120 Days 121-150 Days 151-365 Days Over 365 Days Total
Expected credit loss rate 0.03%-1.28% 0.37%-1.45% 0.88%-2.11% 2.96%-3.68% 10.49%-13.41% 27.53%-54.09% 100%
Gross carrying amount $ 872,240 $ 262,906 $ 109,980 $ 30,919 $ 6,969 $ 27,169 $ 7,980 $ 1,318,163
Loss allowance (Lifetime ECL) ( 3,109) ( 1,283) ( 1,314) ( 1,262) ( 657) ( 12,716) ( 7,980) ( 28,321)
Amortized cost $ 869,131 $ 261,623 $ 108,666 $ 29,657 $ 6,312 $ 14,453 $ - $ 1,289,842

The movements of the loss allowance of contract asset (included in other current assets) and accounts receivable (including related parties) were as follows:

For the Six Months Ended June 30, 2024

Contract Asset Accounts Receivable (Including related parties) Total
Balance at January 1 $ 370 $ 9,678 $ 10,048
Less: Allowance (reversal) for the period ( 202) ( 2,233) ( 2,435)
Less: Written off for the period - ( 54) ( 54)
Balance at June 30 $ 168 $ 7,391 $ 7,559
For the Six Months Ended June 30, 2023
Contract Asset Accounts Receivable (Including related parties) Total
Balance at January 1 $ 1,549 $ 19,237 $ 20,786
Less: Allowance (reversal) for the period ( 1,176) 9,156 7,980
Less: Written off for the period - ( 72) ( 72)
Balance at June 30 $ 373 $ 28,321 $ 28,694
  1. INVENTORIES
June 30, 2024 December 31, 2023 June 30, 2023
Merchandise $ 37,424 $ 33,165 $ 89,696
Finished goods 94,929 125,498 94,614
Work in process 34,986 9,990 20,993
Raw materials and supplies 208,871 219,720 218,429
$ 376,210 $ 388,373 $ 423,732
For the Three Months Ended June 30
--- --- ---
2024 2023
The cost of inventories recognized as cost of goods sold $ 1,658,271 $ 1,535,596
For the Six Months Ended June 30
2024 2023
The cost of inventories recognized as cost of goods sold $ 3,183,420 $ 3,026,571

13. SUBSIDIARIES

Subsidiaries included in the consolidated financial statements were as follows:

Investor Investor Nature of Activities Proportion of Ownership Remark
June 30, 2024 December 31, 2023 June 30, 2023
The Company Chiayi Ready-mixed Concrete Industry Co., Ltd. Manufacturing and marketing of ready-mixed concrete 86.63 86.63 86.63 a
" Huan-Chung International Co., Ltd. Import, export, and sale of cement, cement material, fuel, and production 69.99 69.99 69.99
" Kaohsiung Pier Transportation Co., Ltd. Tracking operation 100 100 100 a
" UCC Investment Co., Ltd. Investment activities 100 100 100
" Universal Ready-mixed Concrete Industry Co., Ltd. Manufacturing and marketing of ready-mixed concrete and gravel 58.18 58.18 58.12 b
" Unes Inc. Marketing of electronic products 100 100 100 a
" Li-Yong Development Co., Ltd. Investment activities, trading for real estate and leasing business 100 100 100 a
" Tainan Ready-mixed Concrete Industry Co., Ltd. Additional processing and marketing of ready-mixed concrete and cement 67.45 67.45 67.45
UCC Investment Co., Ltd. Universal Ready-mixed Concrete Industry Co., Ltd. Manufacturing and marketing of ready-mixed concrete and gravel 0.87 0.87 0.87
" Chiayi Ready-mixed Concrete Industry Co., Ltd. Manufacturing and marketing of ready-mixed concrete 0.01 0.01 0.01 a
" Huan-Chung International Co., Ltd. Import, export, and sale of cement, cement material, fuel, and production 0.01 0.01 0.01
" Tainan Ready-mixed Concrete Industry Co., Ltd. Additional processing and marketing of ready-mixed concrete and cement 0.33 0.33 0.33

a. The subsidiaries' financial statements were not reviewed by auditors because they were non-significant.
b. The Company acquired 8 thousand shares held by the non-controlling interest of Universal Ready-mixed Concrete Industry Co., Ltd. in November 2023, resulting in an increase in the shareholding ratio.

14. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD

Investments in associates :

June 30, 2024 December 31, 2023 June 30, 2023
Unlisted shares
Material associate-Lioho Machine Works Ltd. $ 10,989,359 $ 10,804,634 $ 11,124,244

Material associates

Name of Associate
Lioho Machine Works Ltd.

Proportion of Ownership and Voting Rights
June 30, 2024 December 31, 2023 June 30, 2023
29.86% 29.86% 29.86%

Refer to Table 4 "Information on Investors" for the nature of activities, principal place of business and country of incorporation of the associates.

Investment accounted for using the equity method of June 30, 2024 and 2023, and the share of net profit and other comprehensive income from associates under the equity method of the three-month and six-month ended June 30, 2024 and 2023, were accounted for based on the non-reviewed financial statements.


  1. PROPERTY, PLANT AND EQUIPMENT
Land Buildings Machinery and equipment Transportation equipment Other equipment Construction in progress Total
Cost
Balance at January 1, 2023 $ 5,930,326 $ 2,058,253 $ 3,472,489 $ 677,264 $ 783,083 $ 960,524 $ 13,881,939
Additions - 4,377 10,306 10,239 16,484 14,934 56,340
Disposals - - ( 8,356) ( 7,939) ( 5,458) - ( 21,753)
Reclassification - 18,608 - - 20,387 ( 38,995) -
Balance at June 30, 2023 $ 5,930,326 $ 2,081,238 $ 3,474,439 $ 679,564 $ 814,496 $ 936,463 $ 13,916,526
Accumulated depreciation and impairment
Balance at January 1, 2023 $ - $ 1,204,473 $ 3,263,326 $ 540,990 $ 584,446 $ 377,166 $ 5,970,401
Depreciation expense - 15,310 19,244 17,526 10,905 - 62,985
Disposals - - ( 8,356) ( 7,759) ( 5,458) - ( 21,573)
Balance at June 30, 2023 $ - $ 1,219,783 $ 3,274,214 $ 550,757 $ 589,893 $ 377,166 $ 6,011,813
Net carrying amounts at June 30, 2023 $ 5,930,326 $ 861,455 $ 200,225 $ 128,807 $ 224,603 $ 559,297 $ 7,904,713
Cost
Balance at January 1, 2024 $ 5,425,740 $ 2,088,767 $ 3,486,687 $ 718,852 $ 828,496 $ 983,355 $ 13,531,897
Additions - 6,349 70,768 25,237 6,346 19,840 128,540
Disposals - - ( 4,807) ( 11,268) ( 2,051) - ( 18,126)
Reclassification - 235 789,786 - 163,211 ( 953,232) -
Balance at June 30, 2024 $ 5,425,740 $ 2,095,351 $ 4,342,434 $ 732,821 $ 996,002 $ 49,963 $ 13,642,311
Accumulated depreciation and impairment
Balance at January 1, 2024 $ - $ 1,235,203 $ 3,293,585 $ 567,901 $ 599,735 $ 493,277 $ 6,189,701
Depreciation expense - 15,157 25,040 21,383 14,641 - 76,221
Disposals - - ( 4,807) ( 10,548) ( 2,008) - ( 17,363)
Reclassification - - 468,872 - 24,405 ( 493,277) -
Balance at June 30, 2024 $ - $ 1,350,360 $ 3,782,690 $ 578,736 $ 636,773 $ - $ 6,248,559
Net carrying amounts at December 31, 2023 and January 1, 2024 $ 5,425,740 $ 853,564 $ 193,102 $ 150,951 $ 228,761 $ 490,078 $ 7,342,196
Net carrying amounts at June 30, 2024 $ 5,425,740 $ 844,991 $ 359,744 $ 154,085 $ 359,229 $ 49,963 $ 7,393,752

No impairment losses were recognized or reversed for the six months ended June 30, 2024 and 2023.

The above items of property, plant and equipment are depreciated on a straight-line basis over the estimated useful lives as follows:

Buildings
- Main buildings
- Outbuildings and construction
- Engineering systems
- Machinery equipment
- Transportation equipment
- Other equipment

20-60 years
2-16 years
9-16 years
2-21 years
2-7 years
2-20 years


16. LEASE ARRANGEMENTS

a. Right-of-use assets

June 30, 2024 December 31, 2023 June 30, 2023
Carrying amounts
Land $ 1,233 $ 1,682 $ 1,700
Buildings 177,540 200,986 223,101
Transportation equipment 16,948 19,760 13,969
$ 195,721 $ 222,428 $ 238,770
For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024
Additions to right-of-use assets $ - $ - $ -
Depreciation charge for right-of-use assets
Land $ 225 $ 202 $ 449
Buildings 11,734 11,733 23,468
Transportation equipment 1,383 1,091 2,812
$ 13,342 $ 13,026 $ 26,729

Except for the aforementioned additions and recognized depreciation, the Group did not have significant sublease or impairment of right-of-use assets during the six months ended June 30, 2024 and 2023.

b. Lease liabilities

June 30, 2024 December 31, 2023 June 30, 2023
Carrying amounts
Current $ 53,578 $ 53,990 $ 51,007
Non-current $ 149,798 $ 175,887 $ 194,040
Ranges of discount rates for lease liabilities were as follows:
June 30, 2024 December 31, 2023 June 30, 2023
Land 1.71%-2.36% 1.71%-2.36% 1.422%-1.71%
Buildings 0.9%-1.71% 0.9%-1.71% 0.9%-1.71%
Transportation equipment 0.9%-1.95% 0.9%-1.95% 0.9%-1.95%

c. Material lease-in activities and terms

The Group leases certain land, plant and equipment for the use of operations with lease terms of 3-10 years. The Group is prohibited from subleasing or transferring all or any portion of the land and buildings leased from Taiwan International Port Corporation without the lessor's consent.

d. Other lease information

For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
Expenses relating to short-term leases $ 5,327 $ 5,416 $ 10,652 $ 10,671
Expenses relating to low-value assets leases $ 347 $ 145 $ 689 $ 402
Total cash outflow for leases $ 38,400 $ 38,514

The Group leases certain assets which qualify as short-term leases and low-value asset leases. The Group has elected to apply the recognition exemption and thus, did not recognize right-of-use assets and lease liabilities for these leases.


17. INVESTMENT PROPERTIES

Land Buildings Total
Cost
Balance at January 1 and June 30, 2023 $ 876,874 $ 145,272 $ 1,022,146
Accumulated depreciation and impairment
Balance at January 1, 2023 $ 62,264 $ 118,002 $ 180,266
Depreciation expense - 589 589
Balance at June 30, 2023 $ 62,264 $ 118,591 $ 180,855
Net carrying amounts at June 30, 2023 $ 814,610 $ 26,681 $ 841,291
Land Buildings Total
Cost
Balance at January 1 and June 30, 2024 $ 876,874 $ 145,272 $ 1,022,146
Accumulated depreciation and impairment
Balance at January 1, 2024 $ 62,264 $ 119,165 $ 181,429
Depreciation expense - 581 581
Balance at June 30, 2024 $ 62,264 $ 119,746 $ 182,010
Net carrying amounts at December 31, 2023 and January 1, 2024 $ 814,610 $ 26,107 $ 840,717
Net carrying amounts at June 30, 2024 $ 814,610 $ 25,526 $ 840,136

As of June 30, 2024, December 31, 2023 and June 30, 2023 the Group has not yet completed the property registration of the land, both are amounting to $113,247 thousand because of the restriction in the regulations but the property has been secured with mortgage registration.

The investment properties are depreciated using the straight-line method over 10-61 years of useful lives.

The fair values of the investment properties of the Group as of December 31, 2023 and 2022 were $2,072,466 thousand and $1,991,690 thousand, respectively. The fair values were determined by the independent appraisal company on each balance sheet date in the past three years with reference to similar real estate. The fair value of the transaction price is based on market evidence, or the company's management refers to the actual transaction price in nearby areas. Management of the Group had assessed and determined that there were no significant changes in fair value as of June 30, 2024 and 2023, as compared to that of December 31, 2023 and 2022.

Gross lease payments receivable of the future under operating leases of investment properties were as follows:

June 30, 2024 December 31, 2023 June 30, 2023
Year 1 $ 9,499 $ 14,702 $ 8,379
Year 2 8,037 7,167 6,839
Year 3 8,026 7,176 6,699
Year 4 8,026 7,176 6,699
Year 5 7,830 7,118 6,699
Year 5 onwards 12,325 3,451 6,899
$ 53,743 $ 46,790 $ 42,214

18. OTHER INTANGIBLE ASSETS

June 30, 2024 December 31, 2023 June 30, 2023
Patents $ 2,688 $ 2,800 $ 2,889
Licenses and Franchises 1,303 1,421 1,539
Trademarks 24 26 28
Computer Software 5,744 6,401 6,734
$ 9,759 $ 10,648 $ 11,190

Except for the recognition of amortization expenses, there was no significant increase, disposal or impairment of the intangible assets of the Group for the six months ended June 30, 2024 and 2023, respectively.

The above intangible assets are amortized on a straight-line basis over their estimated useful lives as follows:

Patents 3-20 years
Licenses and franchises 10 years
Trademarks 10 years
Computer Software 2-5 years


19. BORROWINGS

a. Short-term borrowings

June 30, 2024 December 31, 2023 June 30, 2023
Unsecured borrowings
Line of credit borrowings $ 1,600,000 $ 1,700,000 $ 2,220,000
The range of interest rates 1.8%-1.825% 1.75%-1.88% 1.725%-1.8%

b. Short-term bills payable

June 30, 2024 December 31, 2023 June 30, 2023
Commercial papers $ 280,000 $ 275,000 $ 400,000
Less: Unamortized discount on bills payable 166 215 983
$ 279,834 $ 274,785 $ 399,017
The Group did not provide any collateral over these balance.
The range of interest rates 1.888%-1.978% 1.798%-1.928% 1.858%-2.038%

c. Long-term borrowings

June 30, 2024 December 31, 2023 June 30, 2023
Unsecured borrowings
Line of credit borrowings $ - $ 500,000 $ 280,000
Less: Long-term borrowings due within one year - 500,000 280,000
Long-term borrowings $ - $ - $ -

The Group acquired new bank loans in February and September 2023, amounting to $280,000 thousand and $220,000 thousand respectively. These loans are due in March and October 2024, with annual interest rates of 1.795% and 1.75% as of December 31, 2023 and June 30, 2023, respectively. The Group repaid the loans in advance in March 2024.

20. 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 30-65 days. The Group 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.

21. OTHER PAYABLES AND OTHER LIABILITIES

June 30, 2024 December 31, 2023 June 30, 2023
Current
Other payable
Payable for salaries or bonus $ 99,454 $ 127,931 $ 117,876
Payable for remuneration to directors 64,830 53,921 43,265
Payable for remuneration to employees 60,828 50,211 42,317
Payable for freight 26,612 20,625 14,296
Payable for annual leave 11,963 12,883 10,475
Payable for taxes 11,820 9,002 12,059
Payables for equipment 1,480 11,194 1,818
Others 125,911 120,253 117,305
$ 402,898 $ 406,020 $ 359,411
Other liabilities
Temporary receipts $ 18,315 $ 14,673 $ 18,397
Receipts in advance 16,599 7,161 86
Others 177 246 233
$ 35,091 $ 22,080 $ 18,716

  1. RETIREMENT BENEFIT PLANS

The pension expenses related to the defined benefit plan recognized for the three-month and six-month periods ended June 30, 2024 and 2023, are calculated based on the pension cost rate actuarially determined on December 31, 2023 and 2022, and the amount is $38 thousand, $565 thousand, $77 thousand and $565 thousand, respectively.

  1. EQUITY

a. Share capital

June 30, 2024 December 31, 2023 June 30, 2023
Number of shares authorized (thousands) 1,000,000 1,000,000 1,000,000
Capital stock authorized $ 10,000,000 $ 10,000,000 $ 10,000,000
Number of shares issued and fully paid (thousands) 673,217 673,217 653,609
Capital stock issued $ 6,732,175 $ 6,732,175 $ 6,536,092
Stock dividends to be distributed 134,643 - 196,083
$ 6,866,818 $ 6,732,175 $ 6,732,175

The Corporation's shareholders meeting resolved to distribute share dividends of 19,608 thousand shares with par value of $10 on June 16, 2023, to increase the authorized share capital to $6,732,175 thousand. Which was approved by the Financial Supervisory Commission ("FSC") on July 3, 2023. The record date was July 29, 2023 and the change of registration was completed on August 16, 2023.

The Corporation's shareholders meeting resolved to distribute share dividends of 13,464 thousand shares with par value of $10 on June 21, 2024, to increase the authorized share capital to $6,866,818 thousand. Which was approved by the Financial Supervisory Commission ("FSC") on June 27, 2024. The record date was July 22, 2024.

b. Capital surplus

June 30, 2024 December 31, 2023 June 30, 2023
May be used to offset a deficit, distributed as cash dividends, or transferred to share capital (Note)
Treasury share transactions $ 21,606 $ 21,606 $ 21,606
Differences between the actual equity value of subsidiaries acquired or disposed and its carrying amounts. 57,377 57,377 57,156
May be used to offset a deficit only
Changes in interests in associates accounted for using the equity method 22,260 22,260 22,260
Overdue dividends not collected by shareholders 22,476 22,476 22,477
$ 123,719 $ 123,719 $ 123,499

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 every year).

c. Retained earnings and dividend policy

Under the dividend policy as set forth in the Company's Articles, if the Company makes profit in a fiscal year, the profit shall be first utilized to pay taxes, offset losses of previous years, set aside as legal reserve with 10% of the remaining profit, set aside or reverse a special reserve in accordance with the laws and regulations, and lastly, together with any undistributed retained earnings, serve as the basis of a distribution plan proposed by the Company's board of directors in accordance with the resolution of the shareholders' meeting pertaining to the distribution of dividends and bonus to shareholders. The policies on the distribution of employees' compensation and remuneration of directors in the Company's Articles refer to Note 25-g.

According to the Company's Articles, the bonus to shareholders 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 amount of other deductions from equity 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 if the prior unappropriated earnings is not sufficient.


The appropriations of 2023 and 2022 earnings have been proposed by the Company's regular shareholders meeting on June 21, 2024 and June 16, 2023, respectively. The appropriations and dividends per share were as follows:

2023 2022
Legal reserve $ 210,852 $ 204,243
Cash dividends $ 1,211,791 $ 980,414
Stock dividends $ 134,643 $ 196,083
Cash dividends per share (NT$) $ 1.8 $ 1.5
Stock dividends per share (NT$) $ 0.2 $ 0.3

d. Special reserves

June 30, 2024 December 31, 2023 June 30, 2023
Special reserves
First-time adoption IFRS Accounting Standards $ 3,185,793 $ 3,185,793 $ 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

For the Six Months Ended June 30
2024 2023
Balance at January 1 ($ 1,009,492) ($ 799,476)
Recognized for the period
Share from associates accounted for using the equity method 437,114 687,117
Balance at June 30 ($ 572,378) ($ 112,359)

2) Unrealized gain (loss) on financial assets at FVTOCI

For the Six Months Ended June 30
2024 2023
Balance at January 1 $ 1,743,007 $ 1,711,898
Recognized for the period
Unrealized gain (loss) - equity instruments 776,992 407,157
Share from associates accounted for using the equity method ( 146) 1,737
Balance at June 30 $ 2,519,853 $ 2,120,792

3) Remeasurement of defined benefit plans

For the Six Months Ended June 30
2024 2023
Balance at January 1 $ 91,254 $ 89,394
Remeasurement - 537
Balance at June 30 $ 91,254 $ 89,931

f. Non-controlling interests

For the Six Months Ended June 30
2024 2023
Balance at January 1 $ 808,952 $ 608,574
Net profit for the period 20,049 11,416
Other comprehensive income (loss) for the period
Unrealized gain (loss) on financial assets at FVTOCI 182 53
Remeasurement of defined benefit plans - 373
Non-controlling dividend distribution ( 58,735) ( 38,742)
Balance at June 30 $ 770,448 $ 581,674

  1. REVENUE
For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
Revenue from contracts with customers
Revenue from sale of goods $ 2,091,353 $ 1,918,299 $ 3,998,819 $ 3,752,940
Revenue from rendering of services 727 890 1,833 1,779
$ 2,092,080 $ 1,919,189 $ 4,000,652 $ 3,754,719
a. Contract balances
June 30, 2024 December 31, 2023 June 30, 2023 January 1, 2023
Notes and accounts receivable
(Including related parties) $ 2,044,249 $ 2,172,345 $ 1,875,948 $ 1,983,282
Contract assets (included in other current assets)
Sale of goods $ 838 $ 1,850 $ 1,866 $ 7,744
Less: Loss allowance 168 370 373 1,549
$ 670 $ 1,480 $ 1,493 $ 6,195
Contract liabilities - current Sale of goods $ 1,738 $ 2,359 $ 1,892 $ 2,084

In accordance with the terms of the contract, the Group recognizes the construction retention money as contract assets before completing the contractual obligations, and considers the historical default loss rates and the state of the industry in estimating expected credit loss.

June 30, 2024 December 31, 2023 June 30, 2023
Expected credit loss rate 20% 20% 20%
Gross carrying amount $ 838 $ 1,850 $ 1,866
Loss allowance (Lifetime ECL) ( 168) ( 370) ( 373)
$ 670 $ 1,480 $ 1,493

The movements of the loss allowance of contract assets refer to Note 11.

b. Disaggregation of revenue from contracts with Customers

For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
Concrete $ 1,322,675 $ 1,200,785 $ 2,589,920 $ 2,366,312
Cement 462,567 428,453 848,987 840,780
Gypsum board panels 303,589 282,430 547,605 529,158
Others 3,249 7,521 14,140 18,469
$ 2,092,080 $ 1,919,189 $ 4,000,652 $ 3,754,719
  1. PROFIT BEFORE INCOME TAX

a. Interest income

For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
Bank deposits $ 1,456 $ 2,083 $ 2,267 $ 3,028
Bonds with repurchase agreements 1,929 697 4,870 803
Others - - 13 -
$ 3,385 $ 2,780 $ 7,150 $ 3,831

b. Other income

For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
Rental income - investment properties (Note 17) $ 5,159 $ 4,219 $ 10,476 $ 8,502
Dividend income 57,005 80,526 60,806 92,644
Litigation Settlement Revenue - - 11,464 -
Others ( 77) 9,606 7,328 12,374
$ 62,087 $ 94,351 $ 90,074 $ 113,520

c. Other gains and losses

For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
Net foreign exchange gains (losses) ($ 292) $ 943 $ 802 $ 585
Gain on disposal of property, plant and equipment 2,693 478 2,769 572
Gain (Loss) in financial assets
Financial assets mandatorily classified as at FVTPL ( 2,238) 9,073 ( 3,440) 45,309
Others ( 1,004) ( 1,530) 3,169 ( 2,983)
($ 841) $ 8,964 $ 3,300 $ 43,483

d. Interest expense

For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
Interest on bank loans $ 8,558 $ 13,238 $ 19,287 $ 28,148
Interest on lease liabilities 703 855 1,453 1,754
$ 9,261 $ 14,093 $ 20,740 $ 29,902

e. Depreciation and amortization

For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
Property, plant and equipment $ 42,714 $ 31,735 $ 76,221 $ 62,985
Right-of-use assets 13,342 13,026 26,729 26,032
Investment properties 290 295 581 589
Intangible assets 950 1,037 1,956 1,927
$ 57,296 $ 46,093 $ 105,487 $ 91,533
An analysis of depreciation - by function
Operating costs $ 32,935 $ 29,542 $ 64,411 $ 58,761
Operating expenses 23,121 15,226 38,539 30,263
Others (included in non-operating income and expense) 290 288 581 582
$ 56,346 $ 45,056 $ 103,531 $ 89,606
An analysis of amortization - by function
Operating costs $ 107 $ 143 $ 281 $ 286
Operating expenses 843 894 1,675 1,641
$ 950 $ 1,037 $ 1,956 $ 1,927

f. Employee benefits expense

For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
Short-term employee benefits expense $ 144,155 $ 151,697 $ 318,864 $ 332,837
Salaries 14,274 14,467 30,217 30,646
Labor and health insurance 16,962 10,805 35,056 22,872
Others 175,391 176,969 384,137 386,355
Post-employment benefits
Defined contribution plans 7,256 7,217 14,291 14,269
Defined benefit plans (Note 22) 38 565 77 565
7,294 7,782 14,368 14,834
$ 182,685 $ 184,751 $ 398,505 $ 401,189

An analysis of employee benefits expense - by function

Operating costs $ 127,748 $ 134,891 $ 264,572 $ 267,435
Operating expenses 54,937 49,860 133,933 133,754
$ 182,685 $ 184,751 $ 398,505 $ 401,189

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. Estimated compensation of employees and remuneration of directors for the three-month and six-month periods ended June 30, 2024 and 2023, respectively, were as follows:

Accrual rate For the Six Months Ended June 30
2024 2023
Employees' compensation 2.14% 1.32%
Remuneration of directors 2.14% 1.32%
Amount
For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024
Employees' compensation $ 8,219 $ 5,528 $ 16,437
Remuneration of directors $ 8,219 $ 5,528 $ 16,437

If there is a change in the amounts after the annual consolidated financial statements were authorized for issue, the differences will be recognized in the next year as a change in accounting estimate.

The compensation of employees and remuneration of directors for the years ended December 31, 2023 and 2022, which were approved by the Company's Board of Directors on March 15, 2024 and March 16, 2023, respectively, were as follows:

2023 2022
Cash Cash
Employees' compensation $ 42,971 $ 31,290
Remuneration of directors $ 42,971 $ 31,290

There was no difference between the actual amount of compensation of employees and remuneration of directors paid and the amount recognized in the consolidated financial statements for the years ended December 31, 2023 and 2022.

Information on the compensation of employees and remuneration of directors resolved by the Company's Board of Directors is available at the Market Observation Post System website of the Taiwan Stock Exchange.

26. INCOME TAX

a. Income tax recognized in profit or loss

Major components of income tax expense were as follows:

For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
Current tax
In respect of the current period $ 61,044 $ 57,426 $ 114,672 $ 93,240
Additional unappropriated earnings 24,049 42,616 66,314 42,616
Adjustments for prior years ( 8,092) ( 5,334) ( 8,092) ( 5,334)
77,001 94,708 172,894 130,522
Deferred tax
In respect of the current period ( 2,669) ( 1,727) ( 2,058) ( 2,408)
$ 74,332 $ 92,981 $ 170,836 $ 128,114

b. Income tax return assessments

The corporate income taxes declared by its subsidiary Huan-Chung International Co., Ltd., Li-Yong Development Co., Ltd., Chiayi Ready-mixed Concrete Industry Co., Ltd., Tainan Ready-mixed Concrete Industry Co., Ltd., UCC Investment Co., Ltd., Universal Ready-mixed Concrete Industry Co., Ltd., Kaohsiung Pier Transportation Co., Ltd., Uneo Inc. till the end of 2022, approved by the tax collection authority.


  1. EARNINGS PER SHARE

The weighted average number of shares outstanding used in the earnings per share computation was adjusted retrospectively for the issuance of bonus shares. The record date was July 22, 2024. The basic and diluted earnings per share adjusted retrospectively for the three-month and six-month periods ended June 30, 2024 and 2023 were as follows:

Unit: NT$ Per Share

Before Retrospective Adjustment After Retrospective Adjustment
For the Three Months Ended June 30,2023 For the Six Months Ended June 30,2023 For the Three Months Ended June 30,2023 For the Six Months Ended June 30,2023
Basic earnings per share $ 0.62 $ 1.03 $ 0.61 $ 1.01
Diluted earnings per share $ 0.62 $ 1.02 $ 0.61 $ 1.00

The earnings and weighted average number of ordinary shares outstanding in the computation of earnings per share were as follows:

Net profit for the period

For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
Net profit attributable to owners of the Corporation $ 382,968 $ 417,955 $ 631,110 $ 690,887

Number of shares

Unit: Thousand shares

For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
Weighted average number of ordinary shares in computation of basic earnings per share 686,682 686,682 686,682 686,682
Effect of potentially dilutive ordinary shares: Employees’ compensation 461 350 1,017 870
Weighted average number of ordinary shares in the computation of diluted earnings per share 687,143 687,032 687,699 687,552

The Group may settle compensation paid to employees in cash or shares; therefore, the Group assumes that the entire amount of the compensation or bonus will be settled in shares, and the resulting potential shares will be included in the weighted average number of shares outstanding used in the computation of diluted earnings per share, as the effect is dilutive. Such dilutive effect of the potential shares is included in the computation of diluted earnings per share until the number of shares to be distributed to employees is resolved in the following year.

  1. CASH FLOWS INFORMATION

Cash used in obtaining property, plant and equipment by the Group from January 1 to June 30 of 2024 and 2023 were as follows:

For the Six Months Ended June 30
2024 2023
Increase in property, plant and equipment $ 128,540 $ 56,340
Decrease in payables for equipment 9,714 9,540
Increase (decrease) in prepayments for equipment ( 29,080) 13,807
Paid in cash $ 109,174 $ 79,687
  1. CAPITAL MANAGEMENT

The Group needs to maintain sufficient capital to fulfill the Group’s requirements of capital to build and expand its production facilities and equipment. Therefore, the capital management of the Group shall ensure on the necessary financial resources and a comprehensive operational plan to fulfill the future demand of working capital, capital expenditures, research and development expenses, debts repayment and dividend distributions.


  1. FINANCIAL INSTRUMENTS

a. Fair value of financial instruments are not measured at fair value

The Group 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

June 30, 2024

Level 1 Level 2 Level 3 Total
Financial assets at FVTPL
Listed shares $ 14,026 $ - $ - $ 14,026
Mutual funds 403 - - 403
Limited partnership - - 43,661 43,661
$ 14,429 $ - $ 43,661 $ 58,090
Financial assets at FVTOCI
Investments in equity instruments
Listed shares $ 3,220,636 $ 619,300 $ - $ 3,839,936
Unlisted shares - - 1,673,498 1,673,498
$ 3,220,636 $ 619,300 $ 1,673,498 $ 5,513,434

December 31, 2023

Level 1 Level 2 Level 3 Total
Financial assets at FVTPL
Listed shares $ 13,578 $ - $ - $ 13,578
Mutual funds 394 - - 394
Limited partnership - - 47,558 47,558
$ 13,972 $ - $ 47,558 $ 61,530
Financial assets at FVTOCI
Investments in equity instruments
Listed shares $ 2,691,567 $ 591,800 $ - $ 3,283,367
Unlisted shares - - 1,399,204 1,399,204
$ 2,691,567 $ 591,800 $ 1,399,204 $ 4,682,571

June 30, 2023

Level 1 Level 2 Level 3 Total
Financial assets at FVTPL
Listed shares $ 15,578 $ - $ - $ 15,578
Mutual funds 411 - - 411
Limited partnership - - 48,095 48,095
$ 15,989 $ - $ 48,095 $ 64,084
Financial assets at FVTOCI
Investments in equity instruments
Listed shares $ 2,617,161 $ 596,200 $ - $ 3,213,361
Unlisted shares - - 1,856,706 1,856,706
$ 2,617,161 $ 596,200 $ 1,856,706 $ 5,070,067

There were no transfers between Level 1 and 2 for the six months ended June 30, 2024 and 2023.

  • 27 -

2) Reconciliation of Level 3 fair value measurements of financial instruments

For the Six Months Ended June 30,2024

Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Total
Balance at January 1 $ 47,558 $ 1,399,204 $ 1,446,762
Additions - 13,263 13,263
Recognized in profit (other gains and losses) ( 3,897) - ( 3,897)
Recognized in other comprehensive income (unrealized valuation gain or loss on financial assets at fair value through other comprehensive income) - 261,031 261,031
Balance at June 30 $ 43,661 $ 1,673,498 $ 1,717,159

For the Six Months Ended June 30,2023

Financial assets at fair value through profit or loss Financial assets at fair value through other comprehensive income Total
Balance at January 1 $ 43,733 $ 1,890,604 $ 1,934,337
Recognized in profit (other gains and losses) 4,362 - 4,362
Recognized in other comprehensive income (unrealized valuation gain or loss on financial assets at fair value through other comprehensive income) - ( 33,898) ( 33,898)
Balance at June 30 $ 48,095 $ 1,856,706 $ 1,904,801

3) Valuation techniques and inputs applied for Level 2 fair value measurement

Category of financial instrument Measurement technique and input value
Investments in equity instruments 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

a) 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.
b) Limited partnership was estimated based on the net equity.

c. Categories of financial instruments

June 30, 2024 December 31, 2023 June 30, 2023
Financial assets
Financial assets at FVTPL
Financial assets mandatorily classified as at FVTPL $ 58,090 $ 61,530 $ 64,084
Financial assets at amortized cost (Note 1) 3,774,704 3,735,589 3,331,743
Financial assets at FVTOCI – Investments in equity instruments 5,513,434 4,682,571 5,070,067
Financial liabilities
Financial liabilities at amortized cost (Note 2) 3,078,604 3,854,172 4,090,101

1) The balances include financial assets at amortized cost, which comprise cash and cash equivalents, notes receivable, net accounts receivable (including related parties), other receivables, and financial assets at amortized cost (current and non-current).
2) The balances included financial liabilities at amortized cost, which comprise short-term borrowings, short-term bills payable, notes payable, accounts payable (including related parties), other payables, guarantee deposits received and long-term borrowings due within one year.


d. Financial Risk Management Objectives and Policies

The Group’s major financial instruments include investments in equity instruments, accounts receivable, accounts payables, loans and lease liabilities. The financial management department of the Group 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 Group 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 Group’s activities exposed it primarily to the financial risks of changes in interest rate risk (see (a) below) and other price risk (see (b) below).

a) Interest rate risk

The Group 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 Group’s financial assets and financial liabilities with exposure to interest rates at the end of the reporting period were as follows:

June 30, 2024 December 31, 2023 June 30, 2023
Fair value interest rate risk
Financial assets $ 917,138 $ 1,248,308 $ 173,813
Financial liabilities 483,210 504,662 644,064
Cash flow interest rate risk
Financial assets 312,066 283,200 486,734
Financial liabilities 1,600,000 2,200,000 2,500,000

b) Other price risk

The Group was exposed to equity price risk through its investments in listed equity securities and mutual funds. The Group manages this exposure by maintaining a portfolio of investments with different risks. The Group’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 Group will evaluate the price by the closing price of the equity investments and the net asset value of the fund 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 $ 3,220,636 thousand and $ 2,617,161 thousand, had been 1% higher/lower, the pre-tax other comprehensive income for the six months ended June 30 in 2024 ans 2023 would have increased/decreased by $ 32,206 thousand and $ 26,172 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 Group 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 Group.

As at the end of the reporting period, the Group’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 consolidated financial reports.

In addition to the following paragraph, the main customers of its credit are good, and the Group will regularly annually review the customer’s credit status, appropriately adjust the credit line, and will require customers to provide the necessary guarantees or trade by cash in special situations. The sales department understands the customer’s credit status through external peer visits. The customers mentioned above, had no significant credit risk exposure.

Part of the concrete customers of the Group are 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 Group 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 Group has no significant concentration of credit risk.

  • 29 -

3) Liquidity risk

The Group manages liquidity risk by monitoring and maintaining a level of cash and cash equivalents deemed adequate to finance the Group’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 Group’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 Group 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 cash flows are at floating rates, the undiscounted interest amount was derived from the effective interest rate at the end of the reporting period.

June 30, 2024

On Demand or Less than 3 Month 3 Months to 1 Year 1 Year to 5 Year 6 Year to 10 Year
Non-derivative financial liabilities
Non-interest bearing $ 2,405,447 $ - $ 10,486 $ -
Lease liabilities 13,879 40,856 134,033 19,263
Variable interest rate liabilities 901,334 702,618 - -
Fixed interest rate liabilities 280,000 - - -
$ 3,600,660 $ 743,474 $ 144,519 $ 19,263

December 31, 2023

On Demand or Less than 3 Month 3 Months to 1 Year 1 Year to 5 Year 6 Year to 10 Year
Non-derivative financial liabilities
Non-interest bearing $ 1,367,804 $ - $ 11,583 $ -
Lease liabilities 13,867 40,942 146,472 28,992
Variable interest rate liabilities 1,986,757 223,213 - -
Fixed interest rate liabilities 275,000 - - -
$ 3,643,428 $ 264,155 $ 158,055 $ 28,992

June 30, 2023

On Demand or Less than 3 Month 3 Months to 1 Year 1 Year to 5 Year 6 Year to 10 Year
Non-derivative financial liabilities
Non-interest bearing $ 2,194,470 $ - $ 9,369 $ -
Lease liabilities 13,536 40,055 157,947 39,711
Variable interest rate liabilities 2,507,682 - - -
Fixed interest rate liabilities 400,000 - - -
$ 5,115,688 $ 40,055 $ 167,316 $ 39,711

The amount included above for variable interest rate instruments for non-derivative financial 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.

The short-term unsecured line of credit

June 30, 2024 December 31, 2023 June 30, 2023
5,296,175 4,258,876 3,915,389

  1. TRANSACTIONS WITH RELATED PARTIES

Transactions, balance, income and expenses between the Corporation and subsidiaries (related parties of the Corporation) had been eliminated on consolidation and are not disclosed in this note. Except as disclosed in other notes, details of transactions between the Group and other related parties are disclosed below.

a. Name and relationship of related party

Related Party Name Relationships of the Group
CHC Resources Corp. The Group acts as key management
Universal Real Estate Development Co., Ltd. The Group acts as key management
Sheng Yuan Investment Co., Ltd. The key management of the Group
Bo-Chih Investment Co., Ltd. The key management of the Group (a)
Yu-Sheng Investment Co., Ltd. The key management of the Group
Pan Asia (Engineers&Constructors) Corp. The Group acts as juristic supervisor
Pao Good Industrial Co., Ltd Other related parties

a) The chairman of our company since June 2023.

b. Sales of goods

Account Items Related Parties Category For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
Sales revenue The Group acts as key management $ 44,177 $ 22,858 $ 67,792 $ 52,407
The Group acts as juristic supervisor 11,941 34,935 32,824 70,328
$ 56,118 $ 57,793 $ 100,616 $ 122,735

The prices and terms to related parties were not significantly different from transactions with third parties. The credit terms were 1-3 months.

c. Purchase of goods

Related Parties Category For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
The Group acts as key management $ 91,525 $ 76,654 $ 169,368 $ 149,580
Other related parties 2,499 2,494 4,718 4,715
$ 94,024 $ 79,148 $ 174,086 $ 154,295

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 30-65 days.

d. Receivables from related parties (Excluding contract assets)

Account Items Related Parties Category / Name June 30, 2024 December 31, 2023 June 30, 2023
Accounts receivable - related parties The Group acts as juristic supervisor Pan Asia (Engineers&Con structors) Corp. $ 16,462 $ 47,430 $ 42,142
The Group acts as key management 18,042 11,422 9,153
Less: Allowance for impairment loss 71 102 78
$ 34,433 $ 58,750 $ 51,217

The outstanding receivables from related parties are unsecured.

e. Payables to related parties

Account Items Related Parties Category / Name June 30, 2024 December 31, 2023 June 30, 2023
Accounts payable - related parties The Group acts as key management $ 25,303 $ 32,250 $ 20,922
Other related parties 1,693 1,809 2,581
$ 26,996 $ 34,059 $ 23,503

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


f. Lease arrangements - Group is lessor

The Group leased its office building to related parties under operating leases for a term of 1-2 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:

Related Party Category June 30, 2024 December 31, 2023 June 30, 2023
The Group acts as key management $ 458 $ 3,207 $ 458
The key management of the Group 23 46 69
The chairman of our company 11 23 34
$ 492 $ 3,276 $ 561

Total lease revenue is summarized as follows:

Related Party Category For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
The Group acts as key management $ 1,375 $ 1,375 $ 2,749 $ 2,749
The key management of the Group 11 16 22 34
The chairman of our company 5 1 11 1
$ 1,391 $ 1,392 $ 2,782 $ 2,784

g. Compensation of key management personnel

For the Three Months Ended June 30 For the Six Months Ended June 30
2024 2023 2024 2023
Short-term employee benefits $ 12,678 $ 11,996 $ 25,149 $ 23,812
Post-employment benefits 233 235 529 451
$ 12,911 $ 12,231 $ 25,678 $ 24,263

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

32. ASSETS PLEDGED AS COLLATERAL OR FOR SECURITY

The following assets were provided as collateral for lease performance bonds and natural gas performance bonds of Port of Taichung, Taiwan International Ports

Carrying Amount
June 30, 2024 December 31, 2023 June 30, 2023
Pledged time deposits
Current $ 67 $ 67 $ 67
Non-current 8,010 8,010 5,510
$ 8,077 $ 8,077 $ 5,577

33. SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

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

a. Unrecognized commitments are as follows:

June 30, 2024 December 31, 2023 June 30, 2023
Acquisition of property, plant and equipment $ 52,088 $ 70,912 $ 77,092

b. The promissory notes are as follows:

June 30, 2024 December 31, 2023 June 30, 2023
Promissory notes $ 108,736 $ 115,806 $ 131,565

These notes were provided as engineering performance bonds, which could be refunded when the guarantee is terminated.

c. Unused letters of credit are as follows:

June 30, 2024 December 31, 2023 June 30, 2023
Unused letters of credit for purchase of raw materials $ 23,825 $ 26,124 $ 24,611

34. OTHER ITEMS

On February 15, 2023, the President announced amendments to the "Climate Change Response Act" and added regulations for the collection of carbon fees. Subsequently, the Ministry of Environment Notice published on April 29, 2024 was hereby given, to commence a period of public comments for drafting "Regulations Governing the Collection of Carbon Fees", drafting "Regulations for Administration of Voluntary Reduction Plans" and drafting "Designated Greenhouse Gas Reduction Goal for Entities Subject to Carbon Fees". According to the draft "Regulations of Carbon Fee Collection", starting in 2024, companies belonging to the power generation industry and large-scale operators in the manufacturing industry, with total annual greenhouse gas emissions generated by direct emissions and indirect emissions that occur through the use of purchased electricity exceeding 25,000 metric tons of carbon dioxide equivalent (tCO2e), shall pay carbon fees if their plants are the emission sources subject to inventory, registration and inspection as announced by the Ministry of Environment.


Judging from its emissions in 2023, the Consolidated Entity will meet the levy threshold early in 2024 and must pay carbon fees. However, since the aforementioned drafts are merely a notice so far and the carbon fee rates are not announced, the Consolidated Entity is unable to reasonably estimate the carbon fee impacts.

35. SIGNIFICANT ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES

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

(In Thousands of New Taiwan Dollars and Foreign Currencies)
Financial Assets Foreign Currencies Exchange Rate Carrying Amount
Monetary items
USD $ 238 32.450 $ 7,707
RMB 926 4.445 4,117
JPY 74,085 0.202 14,943
December 31, 2023
Financial Assets Foreign Currencies Exchange Rate Carrying Amount
Monetary items
USD $ 1,007 30.705 $ 30,935
RMB 916 4.33 3,962
EUR 97 33.98 3,295
June 30, 2023
Financial Assets Foreign Currencies Exchange Rate Carrying Amount
Monetary items
USD $ 1,383 31.14 $ 43,058
RMB 907 4.282 3,885

The foreign currency risk of the Group is mainly exposed to USD. The following information was aggregated by the foreign currencies other than Group's individual functional currency and the exchange rates between foreign currencies and respective functional currency were disclosed. The exchange rate gains and losses of foreign currencies with significance (including realized and non-realized) are summarized as follows:

For the Three Months Ended June 30
2024 2023
Functional Currencies Exchange Rate Net Foreign Exchange Loss Exchange Rate Net Foreign Exchange Gain
NTD 1(NTD:NTD) ($ 292) 1 (NTD:NTD) $ 943
For the Six Months Ended June 30
2024 2023
Functional Currencies Exchange Rate Net Foreign Exchange Gain Exchange Rate Net Foreign Exchange Gain
NTD 1(NTD:NTD) $ 802 1 (NTD:NTD) $ 585

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. (N/A)
7) Total purchases from or sales to related parties amounting to at least NT$ 100 million or 20% of the paid-in capital. (Table 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)
10) Intercompany relationships and significant intercompany transactions. (Table 6)

b. Related information on investees. (Table 4)
c. Information on investments in mainland China

1) Information on any investee company in mainland China, showing the name, principal business activities, paid-in capital, method of investment, inward and outward remittance of funds, ownership percentage, net income or loss of investee and investment income or loss, carrying amount of the investment at the end of the period, repatriations of investment from the mainland China area. (N/A)


2) Any of the following significant transactions with investee companies in mainland China, either directly or indirectly through a third party, and their prices, payment terms, and unrealized gains or losses

a) The amount and percentage of purchases and the balance and percentage of the related payables at the end of the period: (N/A)
b) The amount and percentage of sales and the balance and percentage of the related receivables at the end of the period: (N/A)
c) The amount of property transactions and the amount of the resultant gains or losses: (N/A)
d) The balance of negotiable instrument endorsements or guarantees or pledges of collateral at the end of the period and the purposes: (N/A)
e) The highest balance, the end of period balance, the interest rate range, and total current period interest with respect to financing of funds: (N/A)
f) Other transactions that have a material effect on the profit or loss for the period or on the financial position, such as the rendering or receiving of services: (N/A)

d. Information on major shareholders: name, number and percentage of shareholding of shareholders with ownership achieving 5% and above. (Table 7)

37. SEGMENT INFORMATION

a. Operating segments information

The identification of reportable departments is based on the operation and management model of the Group management. Based on product categories, the identification is divided into departments such as building materials business and asset management center—provide information to key operating decision-makers for allocating resources and evaluating segment performance.

The Group's reportable segments are as follows:

1) Building materials segment - production, sales and reserch segment of cement, concrete and gypsum board.
2) Others - mainly the management segment of reinvested companies and segments that are not part of the building materials segment.

b. Segment revenues and operating results

The following was an analysis of the Group's revenue and results from continuing operations by reportable segments:

For the Six Months Ended June 30,2024

Building Materials Segment Others Adjustment and Elimination Total
Revenue from external customers $ 3,986,512 $ 14,140 $ - $ 4,000,652
Inter-segment revenues 10,478 - ( 10,478) -
Total Segment revenues $ 3,996,990 $ 14,140 ($ 10,478) $ 4,000,652
Segment profit and loss $ 632,096 $ 229,156 ($ 18,517) $ 842,735
Interest expenses ( 20,740)
Profit before income tax $ 821,995

For the Six Months Ended June 30,2023

Building Materials Segment Others Adjustment and Elimination Total
Revenue from external customers $ 3,736,250 $ 18,469 $ - $ 3,754,719
Inter-segment revenues - 11,910 - ( 11,910) -
Total Segment revenues $ 3,748,160 $ 18,469 ($ 11,910) $ 3,754,719
Segment profit and loss $ 571,000 $ 368,065 ($ 78,746) $ 860,319
Interest expenses ( 29,902)
Profit before income tax $ 830,417

Segment income represented profit before tax earned by each segment without income tax. These amounts provide information to key operating decision-makers for allocating resources and evaluating segment performance.

The chief operating decision maker of the Group makes decisions based on the operating results of each segment, there was no information about the assessment of assets and liabilities classified through business activity performance, thence only listing revenue and results of reportable segments.


TABLE 1

UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES

FINANCING PROVIDED TO OTHERS

FOR THE SIX MONTHS ENDED June 30, 2024

(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 Financing Limits for Each Borrower (Note 2) Aggregate Financing Limits (Note 3)
Item Value
0 The Company UCC Investment Co., Ltd. Other receivables Yes $800,000 $800,000 $ - 1.922 For short-term financing $ - Operating capital $ - None $ - $9,000,984 $9,000,984
0 The Company Unco Inc. Other receivables Yes 100,000 100,000 - 1.922 For short-term financing - Operating capital - None - 9,000,984 9,000,984
0 The Company Universal Ready-mixed Concrete Industry Co., Ltd. Other receivables Yes 300,000 300,000 - 1.922 For short-term financing - Operating capital - Land and Plant 300,000 9,000,984 9,000,984
0 The Company Tainan Ready-mixed Concrete Industry Co., Ltd. Other receivables Yes 300,000 300,000 - 1.922 For short-term financing - Operating capital - None - 9,000,984 9,000,984
1 UCC Investment Co., Ltd. Tainan Ready-mixed Concrete Industry Co., Ltd. Other receivables Yes 250,000 250,000 - 2.123 For short-term financing - Operating capital - None - 430,182 430,182
2 Tainan Ready-mixed Concrete Industry Co., Ltd. The Company Other receivables Yes 400,000 280,000 280,000 1.40 For short-term financing - Operating capital - None - 386,713 386,713

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 CPAs.

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 CPAs.


UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES

TABLE 2

ENDORSEMENTS/GUARANTEES PROVIDED

FOR THE SIX MONTHS ENDED June 30, 2024

(In Thousands of New Taiwan Dollars)

No. (Note 1) Endorser / Guarantor Endorssee / Guarantee Limits on Endorsement/ Guarantor Given on Behalf of Each Party (Note 3) Maximum Amount Endorsed / Guaranteed During the Period Outstanding Endorsement / Guarantor at the End of the Period (Note 6) Actual Borrowing Amount Amount Endorsed / Guaranteed by Collaterals Ratio of Accumulated Endorsement/Guarantor to Net Equity in Latest Financial Statements (%) Aggregate Endorsement/ Guarantor Limit (Note 4, Note 5, Note 7) Endorsement/ Guarantor Given by Parent on Behalf of Subsidiaries Endorsement/ Guarantor Given by Subsidiaries on Behalf of Parent Endorsement/ Guarantor Given on Behalf of Companies in Mainland China
Name Relationship (Note 2)
0 The Company Universal Ready-mixed Concrete Industry Co., Ltd. (1) $ 132,329 $ 120,000 $ 120,000 $ - $ - 1 $ 22,502,461 Y N N
UCC Investment Co., Ltd. (1) 828,750 350,000 350,000 100,000 - 2 22,502,461 Y N N
Unro Inc. (1) 60,000 50,000 50,000 - - - 22,502,461 Y N N
1 Kaohsiung Pier Transportation Co., Ltd. Universal Ready-mixed Concrete Industry Co., Ltd. (3) 490,729 324,592 324,592 - - 331 981,458 N N N
The Company (2) 490,729 319,928 319,928 - - 326 981,458 N Y N
2 UCC Investment Co., Ltd. Universal Ready-mixed Concrete Industry Co., Ltd. (3) 5,377,273 122,521 122,521 - - 11 10,754,547 N N N
The Company (2) 5,377,273 621,553 602,397 - - 56 10,754,547 N Y N
3 Universal Ready-mixed Concrete Industry Co., Ltd. The Company (2) 576,742 157,561 157,561 - - 27 576,742 N Y 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 endorser; 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 Pier Transportation Co., Ltd. and UCC Investment Co., Ltd.

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.


UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES

MARKETABLE SECURITIES HELD

June 30, 2024

(In Thousands of New Taiwan Dollars)

TABLE 3

Holding Company Name Type and Name of Marketable Securities Relationship with the Holding Company Financial Statement Account June 30, 2024 Note
Shares/ Units Carrying Value Percentage of Ownership (%) Fair Value Or Net Equity
The Company Listed shares
Prince Housing & Development Corp. The juristic director of the Company acts as juristic director Financial assets at FVTOCI - current 40,621,948 $ 487,463 2.50
CTBC Financial Holding Co., Ltd. - Financial assets at FVTOCI - current 28,441,983 1,076,529 0.14
Far EasTone Telecommunications Co., Ltd. - Financial assets at FVTOCI - current 306,219 25,753 0.01
CHC Resources Corp. The Company acts as juristic director Financial assets at FVTOCI - current 17,020,254 1,119,933 6.85
Creative Sensor Inc. Representative of the juristic director of the Company acts as the representative of juristic director Financial assets at FVTPL - current 158,000 4,716 0.11
Privately offered shares
Creative Sensor Inc. Representative of the juristic director of the Company acts as the representative of juristic director Financial assets at FVTOCI - non - current 13,000,000 365,950 8.72
Unlisted shares
Grand Bills Finance Corp. The Company acts as juristic director Financial assets at FVTOCI - non - current 43,999,488 556,154 8.14
Universal Real Estate Development Co., Ltd. The Company acts as juristic director Financial assets at FVTOCI - non - current 24,864,000 706,884 16.44
Universal Venture Capital Investment Corp. - Financial assets at FVTOCI - non - current 1,400,000 16,586 1.16
Chinatrust Investment Co., Ltd. - Financial assets at FVTOCI - non - current 1,981,995 75,505 1.05
Kaohsiung Rapid Transit Corp. - Financial assets at FVTOCI - non - current 1,286,063 12,615 0.46
Chie-Ho Engineering & Development Co., Ltd. - Financial assets at FVTOCI - non - current 171,131 - 0.16
Union Environmental & Technical Services Co., Ltd. - Financial assets at FVTOCI - non - current 600,000 - 30.00
UCC Investment Co., Ltd. Mutual funds
Cathay No. 2 Real Estate Investment Trust - Financial assets at FVTPL - current 24,000 403 -
Listed shares
Prince Housing & Development Corp. The juristic director of the Company acts as juristic director Financial assets at FVTOCI - current 42,375,900 508,511 2.61
Tainan Spinning Co., Ltd. The juristic director of the Company acts as juristic director Financial assets at FVTOCI - current 55 1 -
Teco Image Systems Co., Ltd. - Financial assets at FVTPL - current 523,000 9,310 0.46
Privately offered shares
Creative Sensor Inc. Representative of the juristic director of the Company acts as the representative of juristic director Financial assets at FVTOCI - non - current 9,000,000 253,350 6.04
Unlisted shares
Pan Asia (Engineers&Constructors) Corp. Subsidiary of the Company acts as juristic supervisor Financial assets at FVTOCI - non-current 3,102,803 240,933 2.71
Darzhen Venture Corp. Representative of the juristic director of the Company acts as director Financial assets at FVTOCI - non-current 673,200 11,499 8.06
Darchan Venture Corp. Representative of the juristic director of the Company acts as supervisor Financial assets at FVTOCI - non-current 4,000,000 40,059 3.64
Bao Horng Cement Corp. - Financial assets at FVTOCI - non-current 1,326,316 13,263 13.96
Limited partnership
Taiwania Capital Buffalo Fund V, LP. - Financial assets at FVTPL - non-current - 43,661 3.23
Tainan Ready-mixed Concrete Industry Co., Ltd. Listed shares
CTBC Financial Holding Co., Ltd. - Financial assets at FVTOCI - current 60,000 2,271 -
CTBC Financial Holding Co., Ltd. Preferred Shares C - Financial assets at FVTOCI - current 2,987 175 -

UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES

TABLE 4

INFORMATION ON INVESTEES

FOR THE SIX MONTHS ENDED June 30, 2024

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

Investor Company Investee Company Location Main Businesses and Products Original Investment Amount As of June 30, 2024 Net Income (Loss) of the Investee Share of Profits/Losses of Investee Note
June 30, 2024 December 31, 2023 Shares Percentage of Ownership Carrying Amount
The Company Huan-Chung International Co., Ltd. Taichung city Import, export, and sale of cement, cement material, fuel, and production $ 69,993 $ 69,993 6,999,333 69.99 $ 166,242 $ 16,018 $ 11,213
Chiayi Ready-mixed Concrete Industry Co., Ltd. Chiayi County Manufacturing and marketing of ready-mixed concrete 22,643 22,643 2,252,378 86.63 42,611 1,651 1,430
Kaohsiang Pier Transportation Co., Ltd. Kaohsiang city Trucking operation 74,580 74,580 7,560,000 100.00 95,331 ( 1,203) ( 1,203)
UCC Investment Co., Ltd. Taipei city Investment activities 650,000 650,000 82,875,000 100.00 1,074,762 ( 1,709) ( 1,709)
Universal Ready-mixed Concrete Industry Co., Ltd. Taichung city Manufacturing and marketing of ready-mixed concrete and gravel 33,887 33,887 7,698,963 58.18 340,593 61,346 36,225
Uneo Inc. Taipei city Marketing of electronic products 291,671 291,671 6,000,000 100.00 11,072 ( 7,869) ( 7,869)
Li-Yong Development Co., Ltd. Taipei city Investment activities, trading for real estate and leasing business 20,000 20,000 2,000,000 100.00 19,338 56 56
Lio-Ho Machine Works Ltd. Taoyuan city Manufacturing and marketing of metal parts and automotive components 174,997 174,997 89,581,468 29.86 10,989,266 655,271 195,664
Tainan Ready-mixed Concrete Industry Co., Ltd. Tainan city Additional processing and marketing of ready-mixed concrete and cement 238,180 238,180 2,023,624 67.45 1,005,710 ( 31,139) ( 21,243)
UCC Investment Co., Ltd. Universal Ready-mixed Concrete Industry Co., Ltd. Taichung city Manufacturing and marketing of ready-mixed concrete and gravel 858 858 115,494 0.87 858
Chiayi Ready-mixed Concrete Industry Co., Ltd. Chiayi County Manufacturing and marketing of ready-mixed concrete 5 5 361 0.01 5
Huan-Chung International Co., Ltd. Taichung city Import, export, and sale of cement, cement material, fuel, and production 13 13 667 0.01 13
Tainan Ready-mixed Concrete Industry Co., Ltd. Tainan city Additional processing and marketing of ready-mixed concrete and cement 178 178 10,000 0.33 178
Lio-Ho Machine Works Ltd. Taoyuan city Manufacturing and marketing of metal parts and automotive components 93 93 1,680 - 93

UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES

TABLE 5

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 SIX MONTHS ENDED June 30, 2024

(In Thousands of New Taiwan Dollars)

Purchaser/Seller Counterparty Relationship Transaction Details Differences in transaction terms compared to third party transactions Notes/Accounts Receivable (Payable) Note
Purchases/ Sales Amount Percentage of Total Purchases (Sales) (%) Credit Period Unit Price Credit Period Balance Percentage of Total Notes/Accounts Receivable (Payable)
The Company Kaohsiung Pier Transportation Co., Ltd. CHC Resources Corp. Subsidiary-100% The Group acts as key management Freight expense $ 130,541 7 45 ~ 60 days after acceptance Note Equivalent ($ 14,448) ( 2)
Purchase 139,699 8 30 ~ 65 days after acceptance Equivalent Equivalent ( 20,022) ( 3)

Note: There is no comparison on the purchase price between related parties and the third parties because there is no similar product.


UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES

TABLE 6

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS

FOR THE SIX MONTHS ENDED June 30, 2024

(In Thousands of New Taiwan Dollars)

No. Company name Counterparty Relationship (Note 1) Transaction Details
Financial Statement Accounts Amount Transaction terms Percentage of Consolidated Total Operating Revenues or Total Assets (%)
0 The Company Kaohsiung Pier Transportation Co., Ltd. (1) Freight expense $ 130,541 The prices to related parties were not significantly different from those to third parties. Credit terms were 45 to 60 days after acceptance. 3
Kaohsiung Pier Transportation Co., Ltd. (1) Accounts payable 14,448 The prices to related parties were not significantly different from those to third parties. Credit terms were 45 to 60 days after acceptance. -
Kaohsiung Pier Transportation Co., Ltd. (1) Other payables 15,741 The prices to related parties were not significantly different from those to third parties. Credit terms were 45 to 60 days after acceptance. -
Uneo Inc. (1) Sales revenue 10,478 The sales prices have no comparison with those from third parties, net 60 days after shipment. -
Uneo Inc. (1) Accounts receivable 2,114 The sales prices have no comparison with those from third parties, net 60 days after shipment. -
Tainan Ready-mixed Concrete Industry Co., Ltd. (1) Other payables 280,000 Financing provided 1
1 Huan-Chung International Co., Ltd. Tainan Ready-mixed Concrete Industry Co., Ltd. (1) Interest expense 1,415 Charged at an annual interest rate of 1.4% -
Universal Ready-mixed Concrete Industry Co., Ltd. (3) Sales revenue 70,985 The prices to related parties were not significantly different from those to third parties. Credit terms were 90 to 120 days after shipment. 2
Universal Ready-mixed Concrete Industry Co., Ltd. (3) Accounts receivable 41,657 The prices to related parties were not significantly different from those to third parties. Credit terms were 90 to 120 days after shipment. -

Note 1: The transaction relationships with the counterparties are as follows:
No. 1: Represents transactions from parent Company to subsidiary.
No. 2: Represents transactions from the subsidiary to the parent Company.
No. 3: Represents transactions among subsidiaries.

Note 2: All the transactions had been eliminated when preparing consolidated financial statements.


UNIVERSAL CEMENT CORPORATION AND SUBSIDIARIES

TABLE 7

INFORMATION ON MAJOR SHAREHOLDERS

June 30, 2024

Name of the major shareholder Shares
Number of Shares Percentage of Ownership (%)
Sheng-Yuan Investment Co., Ltd. 69,505,485 10.32%
Yu-Sheng Investment Co., Ltd. 69,267,998 10.28%
HOU, Bo-Yi 52,414,898 7.78%

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 MOP.