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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
- 1 -
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.
- 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 -
- 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% |
- 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 |
- 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.
- 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.
- 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.
- 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 |
- 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.
- 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 |
- 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.
- 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 |
- 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 |
- 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.
- 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.
- 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 |
- 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.
- 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 |
- 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.