EX-99.1 2 a0515.htm EX-99.1 Document
English Translation of Financial Statements Originally Issued in Chinese

Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

Consolidated Financial Statements for the
Three Months Ended March 31, 2024 and 2023 and
Independent Auditors’ Review Report



勤業眾信
勤業眾信聯合會計師事務所
110016 台北市信義區松仁路100號20樓

Deloitte & Touche
20F, Taipei Nan Shan Plaza
No. 100, Songren Rd.,
Xinyi Dist., Taipei 110016, Taiwan

Tel :+886 (2) 2725-9988
Fax:+886 (2) 4051-6888
www.deloitte.com.tw

INDEPENDENT AUDITORS’ REVIEW REPORT

The Board of Directors and Shareholders
Taiwan Semiconductor Manufacturing Company Limited

Introduction

We have reviewed the accompanying consolidated balance sheets of Taiwan Semiconductor Manufacturing Company Limited and its subsidiaries (collectively, the “Company”) as of March 31, 2024 and 2023, the related consolidated statements of comprehensive income, changes in equity and cash flows for the three months then ended, and the related notes to the consolidated financial statements, including material accounting policy information (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

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.

Conclusion

Based on our reviews, nothing has come to our attention that caused us to believe that the accompanying consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Company as of March 31, 2024 and 2023, its consolidated financial performance and its consolidated cash flows for the three months ended March 31, 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.
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The engagement partners on the reviews resulting in this independent auditors’ review report are Shih Tsung Wu and Shang Chih Lin.

image.jpg
Deloitte & Touche
Taipei, Taiwan
Republic of China

May 10, 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 review such consolidated financial statements are those generally applied in the Republic of China.

For the convenience of readers, the independent auditors’ review 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’ review report and consolidated financial statements shall prevail.
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Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(In Thousands of New Taiwan Dollars)
March 31, 2024December 31, 2023March 31, 2023
ASSETS
Amount%Amount%Amount%

CURRENT ASSETS
Cash and cash equivalents (Note 6)
$1,698,195,70429$1,465,427,75326$1,385,232,81027
Financial assets at fair value through profit or loss (Note 7)
253,275-924,636-982,014-
Financial assets at fair value through other comprehensive income (Note 8)
175,880,4633154,530,8303129,541,0343
Financial assets at amortized cost (Note 9)
48,326,607166,761,221173,428,5952
Hedging financial assets (Note 10)
----70-
Notes and accounts receivable, net (Note 11)
201,500,3343201,313,9144147,715,1253
Receivables from related parties (Note 31)
479,363-624,451-332,554-
Other receivables from related parties (Note 31)
79,307-71,871-76,608-
Inventories (Note 12)
267,123,3395250,997,0885216,067,9814
Other financial assets (Note 32)
32,728,476127,158,766126,007,0161
Other current assets
28,200,526-26,222,380-16,343,714-

Total current assets
2,452,767,394422,194,032,910401,995,727,52140

NONCURRENT ASSETS
Financial assets at fair value through profit or loss (Note 7)
13,958,669-13,417,457---
Financial assets at fair value through other comprehensive income (Note 8)
7,428,408-7,208,655-6,918,090-
Financial assets at amortized cost (Note 9)
85,913,236279,199,367234,512,4681
Investments accounted for using equity method (Note 13)
31,168,264129,616,638128,483,0641
Property, plant and equipment (Note 14)
3,051,847,989533,064,474,984552,833,396,89256
Right-of-use assets (Note 15)
40,136,864140,424,830142,018,6561
Intangible assets (Note 16)
22,238,925-22,766,744-24,296,839-
Deferred income tax assets (Note 4)
63,729,274164,175,787168,775,6521
Refundable deposits
6,124,127-7,044,420-4,218,206-
Other noncurrent assets
12,577,932-10,009,423-7,496,960-

Total noncurrent assets
3,335,123,688583,338,338,305603,050,116,82760

TOTAL
$5,787,891,082100$5,532,371,215100$5,045,844,348100

LIABILITIES AND EQUITY

CURRENT LIABILITIES
Financial liabilities at fair value through profit or loss (Note 7)
$941,396-$121,412-$620,967-
Hedging financial liabilities (Notes 10 and 29)
10,525-27,334,164-39,108-
Accounts payable
56,424,812155,726,757146,302,1851
Payables to related parties (Note 31)
1,185,196-1,566,300-1,079,764-
Salary and bonus payable
25,281,769133,200,563124,518,9811
Accrued profit sharing bonus to employees and compensation to directors (Note 27)
64,246,239150,716,944174,158,5121
Payables to contractors and equipment suppliers
127,179,4142171,484,6163157,374,8073
Cash dividends payable (Note 19)
181,524,4963168,558,4613142,617,0933
Income tax payable (Note 4)
139,222,213398,912,9022157,215,0933
Long-term liabilities - current portion (Notes 17, 18 and 29)
12,500,151-9,293,266-8,040,000-
Accrued expenses and other current liabilities (Notes 15, 20 and 29)
417,663,8687296,667,9315261,123,4115

Total current liabilities
1,026,180,07918913,583,31616873,089,92117

NONCURRENT LIABILITIES
Bonds payable (Notes 17 and 29)
955,540,14217913,899,84317848,637,48117
Long-term bank loans (Notes 18 and 29)
10,020,132-4,382,965-6,147,668-
Deferred income tax liabilities (Note 4)
42,863-53,856-726,005-
Lease liabilities (Notes 15 and 29)
28,467,310-28,681,835129,984,8751
Net defined benefit liability (Note 4)
7,700,892-9,257,224-8,602,302-
Guarantee deposits
940,585-923,164-915,592-
Others (Note 20)
93,282,8252178,326,1653184,842,9064

Total noncurrent liabilities
1,095,994,749191,135,525,052211,079,856,82922

Total liabilities
2,122,174,828372,049,108,368371,952,946,75039

EQUITY ATTRIBUTABLE TO SHAREHOLDERS OF THE PARENT
Capital stock (Note 19)
259,336,2924259,320,7105259,320,7105
Capital surplus (Notes 19 and 26)
70,940,489269,876,381169,894,4411
Retained earnings (Note 19)
Appropriated as legal capital reserve
311,146,8995311,146,8996311,146,8996
Appropriated as special capital reserve
28,020,8221--20,320,4731
Unappropriated earnings
2,955,395,983512,846,883,893512,441,820,69848

3,294,563,704573,158,030,792572,773,288,07055
Others (Notes 19 and 26)
10,891,445-(28,314,256)-(24,269,263)-

Equity attributable to shareholders of the parent
3,635,731,930633,458,913,627633,078,233,95861

NON - CONTROLLING INTERESTS
29,984,324-24,349,220-14,663,640-

Total equity
3,665,716,254633,483,262,847633,092,897,59861

TOTAL
$5,787,891,082100$5,532,371,215100$5,045,844,348100



The accompanying notes are an integral part of the consolidated financial statements.
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Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In Thousands of New Taiwan Dollars, Except Earnings Per Share)



Three Months Ended March 31

20242023

Amount%Amount%

NET REVENUE (Notes 20, 31 and 37)
$592,644,201100$508,632,973100

COST OF REVENUE (Notes 12, 27 and 31)
278,138,93247222,132,58144

GROSS PROFIT
314,505,26953286,500,39256

OPERATING EXPENSES (Notes 27 and 31)
Research and development
46,108,936839,157,0368
General and administrative
16,137,086313,475,9483
Marketing
3,111,259-2,676,360-

Total operating expenses
65,357,2811155,309,34411

OTHER OPERATING INCOME AND EXPENSES, NET (Notes 14 and 27)
(129,682)-47,109-

INCOME FROM OPERATIONS (Note 37)
249,018,30642231,238,15745

NON-OPERATING INCOME AND EXPENSES
Share of profits of associates
878,001-1,038,817-
Interest income (Note 21)
19,359,172313,617,8183
Other income
71,879-87,910-
Foreign exchange gain (loss), net (Note 35)
3,196,9931(44,363)-
Finance costs (Note 22)
(2,698,255)-(2,963,686)-
Other gains and losses, net (Note 23)
(3,282,892)(1)1,300,278-

Total non-operating income and expenses
17,524,898313,036,7743

INCOME BEFORE INCOME TAX
266,543,20445244,274,93148

INCOME TAX EXPENSE (Notes 4 and 24)
41,321,941737,325,8957

NET INCOME
225,221,26338206,949,03641

OTHER COMPREHENSIVE INCOME (LOSS) (Notes 19 and 24)
Items that will not be reclassified subsequently to profit or loss:
Unrealized gain on investments in equity instruments at fair value through other comprehensive income
4,903,3331560,573-
Gain on hedging instruments
--38,810-
Share of other comprehensive loss of associates
(1,558)-(4,435)-
Income tax expense related to items that will not be reclassified subsequently
(9,996)-(24)-
  
4,891,7791594,924-
(Continued)

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Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In Thousands of New Taiwan Dollars, Except Earnings Per Share)



Three Months Ended March 31

2024
2023

Amount%Amount%

Items that may be reclassified subsequently to profit or loss:
Exchange differences arising on translation of foreign operations
$36,805,3846$(5,201,209)(1)
Unrealized gain/(loss) on investments in debt instruments at fair value through other comprehensive income
(558,289)-1,351,881-
Loss on hedging instruments
(19,315)-(17,963)-
Share of other comprehensive income (loss) of associates
154,389-(23,406)-
  
36,382,1696(3,890,697)(1)
  
Other comprehensive income (loss), net of income tax
41,273,9487(3,295,773)(1)
  
TOTAL COMPREHENSIVE INCOME
$266,495,21145$203,653,26340
  
NET INCOME ATTRIBUTABLE TO:
Shareholders of the parent
$225,484,87738$206,986,56141
Non-controlling interests
(263,614)-(37,525)-
  
  
$225,221,26338$206,949,03641
  
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO:
Shareholders of the parent
$267,398,57245$203,834,71740
Non-controlling interests
(903,361)-(181,454)-
  
  
$266,495,21145$203,653,26340
  
EARNINGS PER SHARE (NT$, Note 25)
Basic earnings per share
$8.70$7.98
Diluted earnings per share
$8.70$7.98



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

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Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(In Thousands of New Taiwan Dollars)


Equity Attributable to Shareholders of the Parent
Others
Unrealized
Gain (Loss) on
Financial
Assets at Fair
Foreign
Value Through
Unearned
Capital Stock - Common StockRetained EarningsCurrencyOther
Gain (Loss) on
Stock-Based
SharesLegal CapitalSpecial CapitalUnappropriatedTranslationComprehensiveHedgingEmployee
Non-controlling
Total
(In Thousands)AmountCapital SurplusReserveReserveEarningsTotalReserveIncomeInstrumentsCompensationTotalTotalInterestsEquity
BALANCE, JANUARY 1, 202325,930,380$259,303,805$69,330,328$311,146,899$3,154,310$2,323,223,479$2,637,524,688$(11,743,301)$(10,056,353)$1,479,181$(185,153)$(20,505,626)$2,945,653,195$14,835,672$2,960,488,867
Appropriations of earnings
Special capital reserve
----17,166,163(17,166,163)---------
Cash dividends to shareholders
-----(71,308,546)(71,308,546)-----(71,308,546)-(71,308,546)
Total
----17,166,163(88,474,709)(71,308,546)-----(71,308,546)-(71,308,546)
Net income -----206,986,561206,986,561-----206,986,561(37,525)206,949,036
Other comprehensive income (loss), net of income tax-------(5,080,466)1,915,94712,675-(3,151,844)(3,151,844)(143,929)(3,295,773)
Total comprehensive income (loss)-----206,986,561206,986,561(5,080,466)1,915,94712,675-(3,151,844)203,834,717(181,454)203,653,263
Retirement of employee restricted stock(419)(4,195)4,195--4,6144,614-----4,614-4,614
Share-based payment arrangements2,11021,100564,868-------(490,185)(490,185)95,783-95,783
Disposal of investments in equity instruments at fair value through other comprehensive income
-----80,75380,753-(80,753)--(80,753)---
Basis adjustment for loss on hedging instruments---------(40,855)-(40,855)(40,855)-(40,855)
Adjustments to share of changes in equities of associates--109---------109-109
From share of changes in equities of subsidiaries--(5,059)---------(5,059)5,059-
Increase in non-controlling interests-------------4,3634,363
BALANCE, MARCH 31, 202325,932,071$259,320,710$69,894,441$311,146,899$20,320,473$2,441,820,698$2,773,288,070$(16,823,767)$(8,221,159)$1,451,001$(675,338)$(24,269,263)$3,078,233,958$14,663,640$3,092,897,598
BALANCE, JANUARY 1, 202425,932,071$259,320,710$69,876,381$311,146,899$-$2,846,883,893$3,158,030,792$(25,316,769)$(4,099,928)$1,395,875$(293,434)$(28,314,256)$3,458,913,627$24,349,220$3,483,262,847
Appropriations of earnings
Special capital reserve
----28,020,822(28,020,822)---------
Cash dividends to shareholders
-----(90,762,248)(90,762,248)-----(90,762,248)-(90,762,248)
Total
----28,020,822(118,783,070)(90,762,248)-----(90,762,248)-(90,762,248)
Net income -----225,484,877225,484,877-----225,484,877(263,614)225,221,263
Other comprehensive income (loss), net of income tax-------37,613,9014,301,593(1,799)-41,913,69541,913,695(639,747)41,273,948
Total comprehensive income (loss)-----225,484,877225,484,87737,613,9014,301,593(1,799)-41,913,695267,398,572(903,361)266,495,211
Retirement of employee restricted stock(1,402)(14,018)14,018--19,93419,934-----19,934-19,934
Share-based payment arrangements2,96029,6001,049,113-------(916,859)(916,859)161,854-161,854

Disposal of investments in equity instruments at fair value through other comprehensive income
-----1,790,3491,790,349-(1,790,349)--(1,790,349)---
Basis adjustment for loss on hedging instruments
---------(786)-(786)(786)-(786)

Adjustments to share of changes in equities of associates
--2,735---------2,735-2,735

From difference between the consideration received and the carrying amount of the subsidiaries' net assets during actual disposal
--5,284---------5,284(4,263)1,021

From share of changes in equities of subsidiaries
--(7,042)---------(7,042)6,538,9046,531,862

Increase in non-controlling interests
-------------3,8243,824

BALANCE, MARCH 31, 202425,933,629$259,336,292$70,940,489$311,146,899$28,020,822$2,955,395,983$3,294,563,704$12,297,132$(1,588,684)$1,393,290$(1,210,293)$10,891,445$3,635,731,930$29,984,324$3,665,716,254



The accompanying notes are an integral part of the consolidated financial statements.
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Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands of New Taiwan Dollars)


Three Months Ended March 31
20242023

CASH FLOWS FROM OPERATING ACTIVITIES
Income before income tax
$266,543,204$244,274,931
Adjustments for:
Depreciation expense
156,697,101108,083,376
Amortization expense
2,326,0612,239,265
Expected credit losses recognized on investments in debt instruments
6,5736,164
Finance costs
2,698,2552,963,686
Share of profits of associates
(878,001)(1,038,817)
Interest income
(19,359,172)(13,617,818)
Share-based compensation
181,831100,772
Loss on disposal or retirement of property, plant and equipment, net
294,092114,442
Gain on disposal or retirement of intangible assets, net
-(769)
Loss (gain) on financial instruments at fair value through profit or loss, net
752(23,522)
Loss on disposal of investments in debt instruments at fair value through other comprehensive income, net
102,504135,693
Loss (gain) on foreign exchange, net
3,336,832(1,319,013)
Dividend income
(71,879)(72,021)
Others
(134,755)85,997
Changes in operating assets and liabilities:
Financial instruments at fair value through profit or loss
1,506,824633,098
Notes and accounts receivable, net
(186,469)82,040,768
Receivables from related parties
145,0881,251,404
Other receivables from related parties
(7,436)(7,633)
Inventories
(16,126,251)5,081,167
Other financial assets
(796,912)813,274
Other current assets
(1,432,213)(3,559,651)
Other noncurrent assets
(2,387,734)-
Accounts payable
698,055(8,577,523)
Payables to related parties
(381,104)(562,873)
Salary and bonus payable
(7,918,794)(11,916,528)
Accrued profit sharing bonus to employees and compensation to directors
13,529,29512,409,938
Accrued expenses and other current liabilities
33,179,302(42,056,749)
Other noncurrent liabilities
7,353,6169,168,965
Net defined benefit liability
(1,556,332)(718,789)
Cash generated from operations
437,362,333385,931,234
Income taxes paid
(1,051,225)(686,489)

Net cash generated by operating activities
436,311,108385,244,745
(Continued)

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Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands of New Taiwan Dollars)


Three Months Ended March 31
20242023

CASH FLOWS FROM INVESTING ACTIVITIES
Acquisitions of:
Financial instruments at fair value through profit or loss
$-$(121,692)
Financial assets at fair value through other comprehensive income
(25,389,232)(13,849,515)
Financial assets at amortized cost
(20,411,240)(20,921,355)
Property, plant and equipment
(181,304,802)(302,498,628)
Intangible assets
(2,042,120)(285,784)
Proceeds from disposal or redemption of:
Financial assets at fair value through other comprehensive income
12,604,7318,752,678
Financial assets at amortized cost
37,619,38242,297,509
Property, plant and equipment
336,63773,607
Intangible assets
-769
Proceeds from return of capital of investments in equity instruments at fair value through other comprehensive income
2,260122
Derecognition of hedging financial instruments
8,58520,623
Interest received
17,409,79312,281,197
Proceeds from government grants - property, plant and equipment
183,4841,766,902
Proceeds from government grants - others
-1,130
Other dividends received
90,17262,648
Increase in prepayments for leases
(12,873)(20,565)
Refundable deposits paid
(111,770)(12,726)
Refundable deposits refunded
1,210,002221,285

Net cash used in investing activities
(159,806,991)(272,231,795)

CASH FLOWS FROM FINANCING ACTIVITIES
Decrease in hedging financial liabilities - bank loans
(26,496,570)-
Proceeds from issuance of bonds
22,800,00019,300,000
Repayment of bonds
-(12,000,000)
Proceeds from long-term bank loans
6,378,0002,450,000
Repayment of long-term bank loans
(512,500)(329,444)
Payments for transaction costs attributable to the issuance of bonds
(23,708)(20,274)
Repayment of the principal portion of lease liabilities
(775,428)(709,158)
Interest paid
(1,778,846)(1,871,200)
Guarantee deposits received
87128,666
Guarantee deposits refunded
(17,102)(131,062)
Cash dividends
(77,796,213)(71,308,546)
Disposal of ownership interests in subsidiaries (without losing control)
1,021-
Increase in non-controlling interests
6,535,6423,988

Net cash used in financing activities
(71,685,617)(64,487,030)
(Continued)

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Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands of New Taiwan Dollars)


Three Months Ended March 31
20242023

EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS
$27,949,451$(6,107,193)

NET INCREASE IN CASH AND CASH EQUIVALENTS
232,767,95142,418,727

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD
1,465,427,7531,342,814,083

CASH AND CASH EQUIVALENTS, END OF PERIOD
$1,698,195,704$1,385,232,810



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

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Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 2024 AND 2023
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)


1.    GENERAL

Taiwan Semiconductor Manufacturing Company Limited (TSMC), a Republic of China (R.O.C.) corporation, was incorporated on February 21, 1987. TSMC is a dedicated foundry in the semiconductor industry which engages mainly in the manufacturing, sales, packaging, testing and computer-aided design of integrated circuits and other semiconductor devices and the manufacturing of masks.

On September 5, 1994, TSMC’s shares were listed on the Taiwan Stock Exchange (TWSE). On October 8, 1997, TSMC listed some of its shares of stock on the New York Stock Exchange (NYSE) in the form of American Depositary Shares (ADSs).

The address of its registered office and principal place of business is No. 8, Li-Hsin Rd. 6, Hsinchu Science Park, Taiwan. The principal operating activities of TSMC’s subsidiaries are described in Note 4.


2.    THE AUTHORIZATION OF FINANCIAL STATEMENTS

The accompanying consolidated financial statements were approved and authorized for issue by the Board of Directors on May 10, 2024.


3.    APPLICATION OF NEW AND REVISED INTERNATIONAL FINANCIAL REPORTING STANDARDS

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

The initial application of the amendments to the IFRS Accounting Standards endorsed and issued into effect by the FSC did not have a material impact on the accounting policies of TSMC and its subsidiaries (collectively as the “Company”).

b.    The IFRS Accounting Standards issued by International Accounting Standards Board (IASB), but not yet endorsed and issued into effect by the FSC

New, Amended and Revised Standards and Interpretations

Effective Date Issued
by IASB



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 18 “Presentation and Disclosure in Financial Statements”
January 1, 2027

As of the date the accompanying consolidated financial statements were issued, the Company continues in evaluating the impact on its financial position and financial performance from the initial adoption of the aforementioned standards or interpretations and related applicable period. The related impact will be disclosed when the Company completes its evaluation.
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4.    SUMMARY OF MATERIAL ACCOUNTING POLICY INFORMATION

Except for the following, the accounting policies applied in these consolidated financial statements are consistent with those applied in the consolidated financial statements for the year ended December 31, 2023.

For the convenience of readers, the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the R.O.C. 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 consolidated financial statements shall prevail.

Statement of Compliance

The accompanying consolidated financial statements have been prepared in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and IAS 34, “Interim Financial Reporting,” endorsed and issued into effect by the FSC. The consolidated financial statements do not present all the disclosures required for a complete set of annual consolidated financial statements prepared under the IFRS Accounting Standards endorsed and issued into effect by the FSC (collectively, the “Taiwan-IFRS Accounting Standards”).

Basis of Consolidation

The basis of preparation and the basis for the consolidated financial statements

The basis of preparation and the basis for the consolidated financial statements applied in these consolidated financial statements are consistent with those applied in the consolidated financial statements for the year ended December 31, 2023.

The subsidiaries in the consolidated financial statements

The detail information of the subsidiaries at the end of reporting period was as follows:

EstablishmentPercentage of Ownership
Name of InvestorName of InvesteeMain Businesses and Products
and Operating
Location
March 31,
2024
December 31,
2023
March 31,
2023
Note








TSMC

TSMC North America

Sales and marketing of integrated circuits and other semiconductor devices

San Jose, California, U.S.A.

100%

100%

100%

-


TSMC Europe B.V. (TSMC Europe)

Customer service and supporting activities

Amsterdam, the Netherlands

100%

100%

100%

a)


TSMC Japan Limited (TSMC Japan)

Customer service and supporting activities

Yokohama, Japan

100%

100%

100%

a)


TSMC Design Technology Japan, Inc. (TSMC JDC)

Engineering support activities

Yokohama, Japan

100%

100%

100%

a)


TSMC Japan 3DIC R&D Center, Inc. (TSMC 3DIC)

Engineering support activities

Yokohama, Japan

100%

100%

100%

a)


TSMC Korea Limited (TSMC Korea)

Customer service and supporting activities

Seoul, Korea

100%

100%

100%

a)


TSMC Partners, Ltd. (TSMC Partners)

Investing in companies involved in the semiconductor design and manufacturing, and other investment activities

Tortola, British Virgin Islands

100%

100%

100%

-


TSMC Global, Ltd. (TSMC Global)

Investment activities

Tortola, British Virgin Islands

100%

100%

100%

-


TSMC China Company Limited (TSMC China)

Manufacturing, sales, testing and computer-aided design of integrated circuits and other semiconductor devices

Shanghai, China

100%

100%

100%

-


TSMC Nanjing Company Limited (TSMC Nanjing)

Manufacturing, sales, testing and computer-aided design of integrated circuits and other semiconductor devices

Nanjing, China

100%

100%

100%

-


VisEra Technologies Company Ltd. (VisEra Tech)

Research, design, development, manufacturing, sales, packaging and test of color filter

Hsin-Chu, Taiwan

67%

67%

68%

c)


TSMC Arizona Corporation (TSMC Arizona)

Manufacturing, sales and testing of integrated circuits and other semiconductor devices

Phoenix, Arizona, U.S.A.

100%

100%

100%

d)


Japan Advanced Semiconductor Manufacturing, Inc. (JASM)

Manufacturing, sales, testing and computer-aided design of integrated circuits and other semiconductor devices

Kumamoto, Japan

71%

71%

71%

e)


European Semiconductor Manufacturing Company (ESMC) GmbH (ESMC)

Manufacturing, sales and testing of integrated circuits and other semiconductor devices

Dresden, Germany

70%

100%

-

a), f)
(Continued)



- 11 -


EstablishmentPercentage of Ownership
Name of InvestorName of InvesteeMain Businesses and Products
and Operating
Location
March 31,
2024
December 31,
2023
March 31,
2023
Note















TSMC

VentureTech Alliance Fund II, L.P. (VTAF II)

Investing in technology start-up companies

Cayman Islands

98%

98%

98%

b)


VentureTech Alliance Fund III, L.P. (VTAF III)

Investing in technology start-up companies

Cayman Islands

98%

98%

98%

b)


Emerging Fund, L.P. (Emerging Fund)

Investing in technology start-up companies

Cayman Islands

99.9%

99.9%

99.9%

b)
TSMC Partners

TSMC Development, Inc. (TSMC Development)

Investing in companies involved in semiconductor manufacturing

Delaware, U.S.A.

100%

100%

100%

-


TSMC Technology, Inc. (TSMC Technology)

Engineering support activities

Delaware, U.S.A.

100%

100%

100%

a)


TSMC Design Technology Canada Inc. (TSMC Canada)

Engineering support activities

Ontario, Canada

100%

100%

100%

a)
VTAF III

Growth Fund Limited (Growth Fund)

Investing in technology start-up companies

Cayman Islands

100%

100%

100%

b)
TSMC Development

TSMC Washington, LLC (TSMC Washington)

Manufacturing, sales and testing of integrated circuits and other semiconductor devices

Washington, U.S.A.

100%

100%

100%

-
(Concluded)

Note a:    This is an immaterial subsidiary for which the consolidated financial statements are neither reviewed nor audited by the Company’s independent auditors.

Note b:    This is an immaterial subsidiary for which the consolidated financial statements for the year ended, are audited by the Company’s independent auditors.

Note c:    As VisEra’s employees continue to exercise their employee share options, TSMC’s ownership in VisEra continues to decline. This transaction was accounted for as an equity transaction since the transaction did not change TSMC’s control over VisEra.

Note d:    Under the terms of the development agreement entered into between TSMC Arizona and the City of Phoenix, the City of Phoenix commits approximately US$205 million toward various public infrastructure projects in the area of the proposed manufacturing facility, conditioned on TSMC Arizona’s achieving a minimum project scale with defined spending and job-creation thresholds.

Note e:    TSMC’s shareholding and the proportion of voting rights in JASM are 71% and 81%, respectively.

Note f:    ESMC was established in June 2023. TSMC sold its 10% shares to Robert Bosch GmbH, Infineon Technologies AG and NXP Semiconductors N.V. in January 2024, respectively. After selling shares, TSMC’s shareholding in ESMC decreased from 100% to 70%. This transaction was accounted for as an equity transaction since the transaction did not change TSMC’s control over ESMC.

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.

Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax. The interim period income tax expense is accrued using the tax rate that would be applicable to expected total annual earnings, that is, the estimated average annual effective income tax rate applied to the pre-tax income of the interim period.


5.    MATERIAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION AND UNCERTAINTY

The same material accounting judgments and key sources of estimates and uncertainty have been followed in these consolidated financial statements as were applied in the preparation of the Company’s consolidated financial statements for the year ended December 31, 2023.


6.    CASH AND CASH EQUIVALENTS

March 31,
2024
December 31,
2023
March 31,
2023

Cash and deposits in banks
$1,691,973,216$1,453,101,566$1,376,643,700
Money market funds
2,979,05510,898,7202,696,994
Repurchase agreements
2,245,2501,346,7191,265,191
Government bonds/Agency bonds
-50,78774,260
Commercial paper
998,18329,9614,552,665

    $1,698,195,704$1,465,427,753$1,385,232,810


- 12 -

Deposits in banks consisted of highly liquid time deposits that were readily convertible to known amounts of cash and were subject to an insignificant risk of changes in value.


7.    FINANCIAL ASSETS AND LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS


March 31,
2024
December 31,
2023
March 31,
2023

Financial assets

Mandatorily measured at FVTPL
Convertible preferred stocks
$13,848,154$13,307,160$-
Convertible bonds
236,039223,454121,688
Mutual funds
110,515110,297-
Forward exchange contracts
17,236701,182860,326

    
$14,211,944$14,342,093$982,014

Current
$253,275$924,636$982,014
Noncurrent
13,958,66913,417,457-

    
$14,211,944$14,342,093$982,014

Financial liabilities

Held for trading
Forward exchange contracts
$941,396$121,412$620,967

The Company entered into forward exchange contracts to manage exposures due to fluctuations of foreign exchange rates. These forward exchange contracts did not meet the criteria for hedge accounting. Therefore, the Company did not apply hedge accounting treatment for these forward exchange contracts.

Outstanding forward exchange contracts consisted of the following:

Contract Amount
Maturity Date(In Thousands)
March 31, 2024
Sell US$April 2024 to May 2024US$3,141,500
December 31, 2023
Sell NT$January 2024NT$26,251,763
Sell US$January 2024 to March 2024US$1,112,000
Sell JPYJanuary 2024JPY20,000,000
March 31, 2023
Sell NT$April 2023 to May 2023NT$114,069,212
Sell US$April 2023 to May 2023US$736,501
Sell RMBApril 2023RMB1,033,673



- 13 -

8.    FINANCIAL ASSETS AT FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME


March 31,
2024
December 31,
2023
March 31,
2023

Investments in debt instruments at FVTOCI
Corporate bonds
$94,649,200$79,605,567$68,601,115
Agency mortgage-backed securities
41,321,72137,959,69131,206,582
Government bonds/Agency bonds
21,659,66622,338,90120,018,806
Asset-backed securities
11,110,5749,898,7669,425,896
    
168,741,161149,802,925129,252,399

Investments in equity instruments at FVTOCI
Non-publicly traded equity investments
7,428,4087,208,6556,918,090
Publicly traded stocks
7,139,3024,727,905288,635
    
14,567,71011,936,5607,206,725

        
$183,308,871$161,739,485$136,459,124
Current
$175,880,463$154,530,830$129,541,034
Noncurrent
7,428,4087,208,6556,918,090

    
$183,308,871$161,739,485$136,459,124

These investments in equity instruments are held for medium to long-term purposes and therefore are accounted for as FVTOCI. For dividends recognized from these investments, please refer to consolidated statements of cash flows. All of the dividends are mainly from investments held at the end of the reporting period.

For the three months ended March 31, 2024 and 2023, as the Company adjusted its investment portfolio, equity investments designated at FVTOCI were divested for NT$3,200,608 thousand and NT$126,582 thousand, respectively. The related other equity-unrealized gain/loss on financial assets at FVTOCI of NT$1,790,349 thousand and NT$80,753 thousand were transferred to increase retained earnings, respectively.

As of March 31, 2024 and 2023, the cumulative loss allowance for expected credit loss of NT$57,689 thousand and NT$40,933 thousand was recognized under investments in debt instruments at FVTOCI, respectively. Refer to Note 30 for information relating to the credit risk management and expected credit loss.


9.    FINANCIAL ASSETS AT AMORTIZED COST


March 31,
2024
December 31,
2023
March 31,
2023

Corporate bonds
$115,656,411$113,851,856$95,364,767
Commercial paper12,150,36118,387,83512,634,954
Government bonds/Agency bonds6,516,78513,803,559-
Less: Allowance for impairment loss(83,714)(82,662)(58,658)

    
$134,239,843$145,960,588$107,941,063

Current
$48,326,607$66,761,221$73,428,595
Noncurrent
85,913,23679,199,36734,512,468

    
$134,239,843$145,960,588$107,941,063


- 14 -

Refer to Note 30 for information relating to credit risk management and expected credit loss for financial assets at amortized cost.


10.    HEDGING FINANCIAL INSTRUMENTS


March 31,
2024
December 31,
2023
March 31,
2023

Financial assets - current

Cash flow hedges
Forward exchange contracts
$-$-$70
Financial liabilities - current

Fair value hedges
Interest rate futures contracts
$10,525$43,764$37,929
Cash flow hedges
Forward exchange contracts
--1,179
Hedges of net investments in foreign operations
Bank loans
-27,290,400-


$10,525$27,334,164$39,108

Fair value hedge

The Company entered into interest rate futures contracts, which are used to partially hedge against the fair value changes caused by interest rate fluctuation in the Company’s fixed income investments. The hedge ratio is adjusted in response to the changes in the financial market and capped at 100%.

On the basis of economic relationships, the value of the interest rate futures contracts and the value of the hedged financial assets change in opposite directions in response to movements in interest rates.

The main source of hedge ineffectiveness in these hedging relationships is the credit risk of the hedged financial assets, which is not reflected in the fair value of the interest rate futures contracts. No other sources of ineffectiveness emerged from these hedging relationships during the hedging period. Amount of hedge ineffectiveness recognized in profit or loss is classified under other gains and losses, net.

The following tables summarize the information relating to the hedges of interest rate risks.

March 31, 2024

Hedging Instruments
Contract Amount
(US$ in Thousands)
Maturity
Interest rate futures contracts - US Treasury futures
US$ 62,700
June 2024

Hedged ItemsAsset Carrying AmountAccumulated Amount of Fair Value Hedge Adjustments
Financial assets at FVTOCI
$5,114,745$10,525

- 15 -

December 31, 2023

Hedging Instruments
Contract Amount
(US$ in Thousands)
Maturity
Interest rate futures contracts - US Treasury futures
US$ 48,600March 2024

Hedged ItemsAsset Carrying Amount Accumulated Amount of Fair Value Hedge Adjustments
Financial assets at FVTOCI
$3,959,523$43,764

March 31, 2023

Hedging Instruments
Contract Amount
(US$ in Thousands)
Maturity
Interest rate futures contracts - US Treasury futures
US$ 51,300June 2023

Hedged ItemsAsset Carrying Amount Accumulated Amount of Fair Value Hedge Adjustments
Financial assets at FVTOCI
$3,247,800$37,929

The effect for the three months ended March 31, 2024 and 2023 is detailed below:

Change in Value Used for Calculating Hedge Ineffectiveness
Three Months Ended March 31
Hedging Instruments/Hedged Items20242023
Hedging Instruments
Interest rate futures contracts - US Treasury futures
$42,953$(18,809)
Hedged Items
Financial assets at FVTOCI
(42,953)18,809

    
$-$-

Cash flow hedge

The Company entered into forward contracts to partially hedge foreign exchange rate risks associated with certain highly probable forecast transactions (capital expenditures). The hedge ratio is adjusted in response to the changes in the financial market and capped at 100%. The forward contracts have maturities of 12 months or less.

On the basis of economic relationships, the Company expects that the value of forward contracts and the value of hedged transactions will change in opposite directions in response to movements in foreign exchange rates.

The main source of hedge ineffectiveness in these hedging relationships is driven by the effect of the counterparty’s own credit risk on the fair value of forward contracts. No other sources of ineffectiveness have emerged from these hedging relationships during the hedging period. Refer to Note 19 (d) for gain or loss
- 16 -

arising from changes in the fair value of hedging instruments and hedged item affects profit or loss, and the amount transferred to initial carrying amount of hedged items.

The following tables summarize the information relating to the hedges of foreign exchange rate risks.

March 31, 2023

Hedging Instruments
Contract Amount
(In Thousands)
Maturity
Balance in
Other Equity (Continuing Hedges)
Forward exchange contracts
NT$    230,810
April 2023
$ (1,179)

The effect for the three months ended March 31, 2023 is detailed below:

Change in Value Used for Calculating Hedge
Ineffectiveness
Hedging Instruments/Hedged ItemsThree Months Ended March 31, 2023
Hedging Instruments
Forward exchange contracts
$38,810


Hedged Items

Forecast transaction (capital expenditures)

$(38,810)

Hedges of net investments in foreign operations

TSMC has designated the bank loans denominated in foreign currency as a hedge of net investments in foreign operations to manage its foreign currency risk arising from investment in overseas subsidiaries.

The main source of hedge ineffectiveness in these hedging relationships is driven by the material difference between the notional amount of bank loans denominated in foreign currency and the net investment in foreign operations. No other sources of ineffectiveness have emerged from these hedging relationships during the hedging period. Refer to Note 19 (d) for gain or loss arising from changes in the fair value of hedging instruments.

The following tables summarize the information relating to the hedges of net investments in foreign operations.

December 31, 2023

Hedging Instruments
Contract Amount
(In Thousands)
Annual Interest RateMaturity
Balance in
Other Equity (Continuing Hedges)
Bank loans
JPY 124,500,0000%
Due by April 2024
$618,180



- 17 -

The effect for the three months ended March 31, 2024 is detailed below:
Change in Value Used for Calculating Hedge
Ineffectiveness
    Hedging Instruments/Hedged ItemsThree Months Ended March 31, 2024
Hedging Instruments
Bank loans
$793,830


Hedged Items

Net investments in foreign operations

$(793,830)


11.    NOTES AND ACCOUNTS RECEIVABLE, NET


March 31,
2024
December 31,
2023
March 31,
2023

At amortized cost
Notes and accounts receivable$192,053,049$196,434,151$144,202,743
Less: Loss allowance(545,182)(531,554)(203,690)
    191,507,867195,902,597143,999,053
At FVTOCI9,992,4675,411,3173,716,072
        
$201,500,334$201,313,914$147,715,125

The Company signed a contract with the bank to sell certain accounts receivable without recourse and transaction cost required. These accounts receivable are classified as at FVTOCI because they are held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets.

In principle, the payment term granted to customers is due 30 days from the invoice date or 15 days from the end of the month when the invoice is issued. Aside from recognizing impairment loss for credit-impaired accounts receivable, the Company recognizes loss allowance based on the expected credit loss ratio of customers by different risk levels with consideration of factors of historical loss ratios and customers’ financial conditions, competitiveness and business outlook. For accounts receivable past due over 90 days without collaterals or guarantees, the Company recognizes loss allowance at full amount.

Aging analysis of notes and accounts receivable

March 31,
2024
December 31,
2023
March 31,
2023

Not past due$192,621,474$183,188,499$141,284,347
Past due
Past due within 30 days9,421,69918,641,1486,622,708
Past due over 31 days2,34315,82111,760
Less: Loss allowance
(545,182)(531,554)(203,690)

    
$201,500,334$201,313,914$147,715,125

All of the Company’s accounts receivable classified as at FVTOCI were not past due.


- 18 -

Movements of the loss allowance for accounts receivable

Three Months Ended March 31

20242023

Balance, beginning of period
$531,554$331,646
Provision (Reversal)
13,579(127,950)
Effect of exchange rate changes
49(6)

Balance, end of period
$545,182$203,690

For the three months ended March 31, 2024 and 2023, the changes in loss allowance were mainly due to the variations in the balance of accounts receivable of different risk levels.


12.    INVENTORIES

March 31,
2024
December 31,
2023
March 31,
2023

Finished goods
$36,548,899$34,511,032$50,416,137
Work in process
168,204,862156,498,469120,338,700
Raw materials
39,860,65738,818,27325,270,077
Supplies and spare parts
22,508,92121,169,31420,043,067
    
$267,123,339$250,997,088$216,067,981

Write-down of inventories to net realizable value and reversal of write-down of inventories resulting from the increase in net realizable value were included in the cost of revenue. The amounts are illustrated below:


Three Months Ended March 31

20242023

Net inventory losses
$232,485$4,152,082


13.    INVESTMENTS ACCOUNTED FOR USING EQUITY METHOD

Associates consisted of the following:

Place of Carrying Amount
% of Ownership and Voting Rights
Held by the Company
Name of AssociatePrincipal ActivitiesIncorporation and Operation
March 31,
2024
December 31,
2023
March 31,
2023
March 31,
2024
December 31,
2023
March 31,
2023



Vanguard International Semiconductor Corporation (VIS)

Manufacturing, sales, packaging, testing and computer-aided design of integrated circuits and other semiconductor devices and the manufacturing and design service of masks
Hsinchu, Taiwan
$14,098,132$13,590,430$13,849,037
    28%
    28%
    28%
Systems on Silicon Manufacturing Company Pte Ltd. (SSMC)

Manufacturing and sales of integrated circuits and other semiconductor devices
Singapore
10,273,6529,728,8019,087,008
    39%
    39%
    39%
Xintec Inc. (Xintec)

Wafer level chip size packaging and wafer level post passivation interconnection service
Taoyuan, Taiwan
3,887,1523,759,7013,621,883
    41%
    41%
    41%
Global Unichip Corporation (GUC)

Researching, developing, manufacturing, testing and marketing of integrated circuits
Hsinchu, Taiwan
2,909,3282,537,7061,907,489
    35%
    35%
    35%
Mutual-Pak Technology Co., Ltd. (Mutual-Pak)

Manufacturing of electronic parts, wholesaling and retailing of electronic materials, and researching, developing and testing of RFID
New Taipei, Taiwan
--17,647
    -
    -
    28%



    $31,168,264$29,616,638$28,483,064


- 19 -

Due to the decrease in shareholding to 17%, the Company consequently ceased to have significant influence over Mutual-Pak. Therefore, the investment in Mutual-Pak was classified as financial assets at FVTOCI starting November 2023.

The market prices of the associates’ ownership held by the Company in publicly traded stocks calculated by the closing price are summarized as follows. The closing price represents the quoted price in active markets, the level 1 fair value measurement.

  Name of Associate
March 31,
2024
December 31,
2023
March 31,
2023

GUC
$58,126,384$81,236,875$50,656,327
VIS
$39,691,109$37,834,215$44,983,256
Xintec
$13,798,959$14,188,445$12,018,448


14.    PROPERTY, PLANT AND EQUIPMENT


March 31,
2024
December 31,
2023
March 31,
2023

Assets used by the Company
$3,051,622,167$3,064,424,259$2,833,378,579
Assets subject to operating leases
225,82250,72518,313

    
$3,051,847,989$3,064,474,984$2,833,396,892

Assets used by the Company


Land and Land ImprovementsBuildingsMachinery and Equipment
Office
Equipment
Equipment under Installation and Construction in ProgressTotal

Cost

Balance at January 1, 2024
$7,621,997$817,822,975$5,384,985,648$99,825,084$908,289,751$7,218,545,455
Additions (deductions)
2,148,34210,158,016175,322,9572,665,376(62,664,290)127,630,401
Disposals or retirements
(278,309)(10,791)(6,833,544)(6,903,029)-(14,025,673)
Transfers to assets subject to operating leases
-(197,752)---(197,752)
Effect of exchange rate changes
149,902958,2296,451,970173,05414,247,32221,980,477

Balance at March 31, 2024
$9,641,932$828,730,677$5,559,927,031$95,760,485$859,872,783$7,353,932,908
Accumulated depreciation
  and impairment    

Balance at January 1, 2024
$558,074$387,013,911$3,699,008,492$66,749,979$790,740$4,154,121,196
Additions
33212,723,286140,063,4882,927,524-155,714,630
Disposals or retirements
-(10,698)(6,476,418)(6,902,942)-(13,390,058)
Transfers to assets subject to operating leases
-(14,367)---(14,367)
Effect of exchange rate changes
22,694761,1014,961,016134,529-5,879,340

Balance at March 31, 2024
$581,100$400,473,233$3,837,556,578$62,909,090$790,740$4,302,310,741

Carrying amounts at January 1, 2024
$7,063,923$430,809,064$1,685,977,156$33,075,105$907,499,011$3,064,424,259
Carrying amounts at March 31, 2024
$
9,060,832

$428,257,444
$
1,722,370,453

$
32,851,395

$
859,082,043

$
3,051,622,167

(Continued)

- 20 -



Land and Land ImprovementsBuildingsMachinery and Equipment
Office
Equipment
Equipment under Installation and Construction in ProgressTotal

Cost

Balance at January 1, 2023$7,661,817$637,046,949$4,295,942,530$85,028,040$1,336,842,608$6,362,521,944
Additions-16,677,17370,677,6092,471,984158,612,990248,439,756
Disposals or retirements-(300)(3,295,447)(19,938)-(3,315,685)
Transfers from assets subject to operating leases
--54,042--54,042
Transfers to assets subject to operating leases
--(14,592)--(14,592)
Effect of exchange rate changes
(46,559)10,161213,966(16,358)(1,510,728)(1,349,518)

Balance at March 31, 2023
$7,615,258$653,733,983$4,363,578,108$87,463,728$1,493,944,870$6,606,335,947

Accumulated depreciation
  and impairment    

Balance at January 1, 2023$556,161$342,938,359$3,264,880,880$59,540,116$790,740$3,668,706,256
Additions 3219,742,43695,057,6492,421,717-107,222,123
Disposals or retirements-(300)(3,139,302)(19,922)-(3,159,524)
Transfers from assets subject to operating leases
--40,351--40,351
Transfers to assets subject to operating leases
--(1,702)--(1,702)
Effect of exchange rate changes
(5,270)(28,521)197,714(14,059)-149,864

Balance at March 31, 2023
$551,212$352,651,974$3,357,035,590$61,927,852$790,740$3,772,957,368

Carrying amounts at January 1, 2023
$7,105,656$294,108,590$1,031,061,650$25,487,924$1,336,051,868$2,693,815,688
Carrying amounts at March 31, 2023
$7,064,046$301,082,009$1,006,542,518$25,535,876$1,493,154,130$2,833,378,579
(Concluded)

The significant part of the Company’s buildings includes main plants, mechanical and electrical power equipment and clean rooms, and the related depreciation is calculated using the estimated useful lives of 20 years, 10 years and 10 years, respectively.

Information about capitalized interest is set out in Note 22.


15.    LEASE ARRANGEMENTS

a.    Right-of-use assets


March 31,
2024
December 31,
2023
March 31,
2023
Carrying amounts
Land$37,082,709$37,437,179$38,709,558
Buildings3,012,0482,946,0083,280,548
Machinery and equipment--2,717
Office equipment42,10741,64325,833

    
$40,136,864$40,424,830$42,018,656


- 21 -



Three Months Ended March 31

20242023
Additions to right-of-use assets$1,493,046$1,021,233
Depreciation of right-of-use assets
Land
$615,952$605,833
Buildings
352,302247,008
Machinery and equipment
-220
Office equipment
5,9296,024
    $974,183$859,085

b.    Lease liabilities


March 31,
2024
December 31,
2023
March 31,
2023
Carrying amounts

Current portion (classified under accrued expenses and other current liabilities)
$2,934,686$2,810,551$2,647,402
Noncurrent portion 28,467,31028,681,83529,984,875

    
$31,401,996$31,492,386$32,632,277

Ranges of discount rates for lease liabilities are as follows:


March 31,
2024
December 31,
2023
March 31,
2023

Land
0.39%-2.30%0.39%-2.30%0.39%-2.30%
Buildings0.57%-6.52%0.57%-6.52%0.39%-5.63%
Machinery and equipment--0.71%
Office equipment0.47%-7.13%0.28%-7.13%0.28%-4.71%

c.    Material terms of right-of-use assets

The Company leases land and buildings mainly for the use of plants and offices with lease terms of 1 to 36 years. The lease contracts for land located in the R.O.C. specify that lease payments will be adjusted every 2 years on the basis of changes in announced land value prices. The Company does not have purchase options to acquire the leasehold land and buildings at the end of the lease terms.

d.    Other lease information


Three Months Ended March 31

20242023

Expenses relating to short-term leases
$14,382$509,358

Total cash outflow for leases$886,511$1,504,907



- 22 -

16.    INTANGIBLE ASSETS

GoodwillTechnology License FeesSoftware and System Design CostsPatent and Others


Total

Cost

Balance at January 1, 2024

$5,796,438$26,221,351$49,317,031$12,347,434$93,682,254
Additions -250,6031,315,453155,7201,721,776
Disposals or retirements--(4,363,709)(100,681)(4,464,390)
Effect of exchange rate changes169,7341,00017,39318,111206,238

Balance at March 31, 2024$5,966,172$26,472,954$46,286,168$12,420,584$91,145,878

Accumulated amortization and
  impairment    

Balance at January 1, 2024

$-$20,490,070$39,846,671$10,578,769$70,915,510
Additions -684,4891,407,420234,1522,326,061
Disposals or retirements--(4,363,709)-(4,363,709)
Effect of exchange rate changes-93111,62216,53829,091
Balance at March 31, 2024$-$21,175,490$36,902,004$10,829,459$68,906,953
Carrying amounts at January 1, 2024

$5,796,438

$5,731,281$9,470,360$1,768,665

$22,766,744
Carrying amounts at March 31, 2024
$5,966,172$5,297,464$9,384,164$1,591,125$22,238,925

Cost

Balance at January 1, 2023

$5,791,821$25,759,019$48,675,794$11,701,892$91,928,526
Additions -49,185457,67672,337579,198
Disposals or retirements--(2,276)-(2,276)
Effect of exchange rate changes(39,514)(512)(1,605)27,349(14,282)

Balance at March 31, 2023$5,752,307$25,807,692$49,129,589$11,801,578$92,491,166

Accumulated amortization and
  impairment    

Balance at January 1, 2023

$-$17,696,437$38,838,394$9,394,540$65,929,371
Additions -706,6151,242,835289,8152,239,265
Disposals or retirements--(2,276)-(2,276)
Effect of exchange rate changes-(512)97827,50127,967
Balance at March 31, 2023$-$18,402,540$40,079,931$9,711,856$68,194,327
Carrying amounts at January 1, 2023

$5,791,821

$8,062,582$9,837,400$2,307,352

$25,999,155
Carrying amounts at March 31, 2023
$5,752,307$7,405,152$9,049,658$2,089,722$24,296,839

The Company’s goodwill has been tested for impairment at the end of the annual reporting period and the recoverable amount is determined based on the value in use. The value in use was calculated based on the cash flow forecast from the financial budgets covering the future five-year period, and the Company used annual discount rate of 9.0% in its test of impairment as of December 31, 2023 to reflect the relevant specific risk in the cash-generating unit.


17.    BONDS PAYABLE

March 31,
2024
December 31,
2023
March 31,
2023

Domestic unsecured bonds$472,494,000$447,194,000$386,244,000
Overseas unsecured bonds495,953,500476,578,500471,541,000
Less: Discounts on bonds payable(2,909,429)(2,874,947)(3,047,519)
Less: Current portion(9,997,929)(6,997,710)(6,100,000)

    $955,540,142$913,899,843$848,637,481


- 23 -

The Company issued domestic unsecured bonds for the three months ended March 31, 2024. The major terms are as follows:

Issuance

Tranche
Issuance PeriodTotal AmountCoupon RateRepayment and Interest Payment




NT$ unsecured
  bonds    









113-1
(Green bond)

A
March 2024 to March 2029
$12,000,0001.64%
Bullet repayment; interest payable annually


B
March 2024 to March 2034
10,800,0001.76%
The same as above

The major terms of overseas unsecured bonds are as follows:

Issuance Period

Total Amount (US$
in Thousands)
Coupon RateRepayment and Interest Payment




September 2020 to September 2025

US$1,000,0000.75%
Bullet repayment (callable at any time, in whole or in part, at the relevant redemption price according to relevant agreements); interest payable semi-annually
September 2020 to September 2027

750,0001.00%
The same as above
September 2020 to September 2030

1,250,0001.375%

The same as above
April 2021 to April 2026

1,100,0001.25%
The same as above
April 2021 to April 2028

900,0001.75%
The same as above
April 2021 to April 2031

1,500,0002.25%
The same as above
October 2021 to October 2026

1,250,0001.75%
The same as above
October 2021 to October 2031

1,250,0002.50%
The same as above
October 2021 to October 2041

1,000,0003.125%
The same as above
October 2021 to October 2051

1,000,0003.25%
The same as above
April 2022 to April 2027

1,000,0003.875%
The same as above
April 2022 to April 2029

500,0004.125%
The same as above
April 2022 to April 2032

1,000,0004.25%
The same as above
April 2022 to April 2052

1,000,0004.50%
The same as above
(Continued)

- 24 -

Issuance Period

Total Amount (US$
in Thousands)
Coupon RateRepayment and Interest Payment




July 2022 to July 2027

US$400,0004.375%
Bullet repayment (callable at any time, in whole or in part, at the relevant redemption price according to relevant agreements); interest payable semi-annually
July 2022 to July 2032

600,0004.625%
The same as above
(Concluded)


18.    LONG-TERM BANK LOANS

March 31,
2024
December 31,
2023
March 31,
2023

NT$ unsecured loans
$6,193,889$6,706,389$8,133,889
JPY unsecured loans6,351,000--
Less: Discounts on government grants(22,535)(27,868)(46,221)
Less: Current portion(2,502,222)(2,295,556)(1,940,000)
    $10,020,132$4,382,965$6,147,668
Loan content
Annual interest rate0.39%-1.48%1.15%-1.35%1.15%-1.65%
Maturity dateDue by December 2030Due by December 2027Due by December 2027

The long-term bank loans of the Company are used for plants setup, procurement of machinery and equipment, and operating capital. The partial long-term bank loans are with preferential interest rates subsidized by the government, and the loans are used to fund capital expenditure qualifying for the subsidy.

The Company is required to maintain certain financial covenants during the borrowing period, including the annual equity of the subsidiary receiving the partial loan not to fall below a specific amount, and the ratio of the Company’s annual debt to earnings before interest, taxes, depreciation, and amortization (EBITDA) not to exceed a certain multiple.


19.    EQUITY

a.    Capital stock

March 31,
2024
December 31,
2023
March 31,
2023

Authorized shares (in thousands)
28,050,00028,050,00028,050,000
Authorized capital
$280,500,000$280,500,000$280,500,000
Issued and paid shares (in thousands)
25,935,03125,932,07125,932,490
Shares awaiting retirement (in thousands)
(1,402)-(419)
Capital stock (in thousands)
25,933,62925,932,07125,932,071
Issued capital
$259,350,310$259,320,710$259,324,905
Share capital awaiting retirement
(14,018)-(4,195)
Capital stock
$259,336,292$259,320,710$259,320,710

The par value of issued common shares is NT$10 per share. A holder of common shares has one vote for each common share and is entitled to receive dividends.


- 25 -

The authorized shares include 500,000 thousand shares allocated for the exercise of employee stock options.

On March 1, 2024 and March 1, 2023, the Company issued employee restricted stock awards (RSAs) for its employees in a total of 2,960 thousand shares and 2,110 thousand shares, respectively, with a par value of NT$10 per share. The aforementioned issuance of new shares was approved by the relevant authority and the registration has been completed.

During the first quarter of 2024 and 2023, TSMC reclaimed 1,402 thousand and 419 thousand employee restricted shares, respectively, that were unvested and classified under share capital awaiting retirement. On May 9, 2023, TSMC’s Board of Directors resolved to cancel the aforementioned shares. Subsequently, TSMC completed the registration for share cancellation. Refer to Note 26 for information on RSAs.

As of March 31, 2024, TSMC’s total issued and outstanding ADSs were 1,062,932 thousand units, representing 5,314,658 thousand common shares.

b.    Capital surplus

The categories of uses and the sources of capital surplus based on regulations were as follows:


March 31,
2024
December 31,
2023
March 31,
2023

May be used to offset a deficit, distributed as
  cash dividends, or transferred to share
  capital                                                           

Additional paid-in capital
$24,812,813$24,406,854$24,406,854
From merger
22,803,29122,803,29122,803,291
From convertible bonds
8,892,3718,892,3718,892,371
From difference between the consideration received and the carrying amount of the subsidiaries’ net assets during actual disposal
8,411,5668,406,2828,406,282
Donations - donated by shareholders
11,27511,27511,275
May only be used to offset a deficit

From share of changes in equities of subsidiaries
4,192,8944,199,9364,224,833
From share of changes in equities of associates
305,131302,396311,972
Donations - unclaimed dividend
70,09370,09353,680

May not be used for any purpose

Employee restricted shares
1,441,055783,883783,883

    
$70,940,489$69,876,381$69,894,441

If such capital surplus is distributed as transferred to share capital, it is limited to a certain percentage of the Company’s paid-in capital each year.


- 26 -

c.    Retained earnings and dividend policy

TSMC’s Articles of Incorporation provide that, earnings distribution may be made on a quarterly basis after the close of each quarter. Distribution of earnings by way of cash dividends should be approved by TSMC’s Board of Directors and reported to TSMC’s shareholders in its meeting. When allocating earnings, TSMC shall first estimate and reserve the taxes to be paid, offset its losses, set aside a legal capital reserve at 10% of the remaining earnings (until the accumulated legal capital reserve equals TSMC’s paid-in capital), then set aside a special capital reserve in accordance with relevant laws or regulations or as requested by the authorities in charge. Any balance left over shall be allocated according to relevant laws and TSMC’s Articles of Incorporation.

TSMC’s Articles of Incorporation also provide that profits of TSMC may be distributed by way of cash dividend and/or stock dividend. However, distribution of earnings shall be made preferably by way of cash dividend. Distribution of earnings may also be made by way of stock dividend, provided that the ratio for stock dividend shall not exceed 50% of the total distribution.

The legal capital reserve may be used to offset a deficit, or be distributed as dividends in cash or stocks for the portion in excess of 25% of the paid-in capital if the Company incurs no loss.

Pursuant to existing regulations, the Company is required to set aside an additional special capital reserve equivalent to the net debit balance of the other components of stockholders’ equity, such as the accumulated balance of the foreign currency translation reserve, the effectiveness of hedges of net investments in foreign operations, unrealized valuation gain or loss from fair value through other comprehensive income financial assets, gain or loss from changes in fair value of hedging instruments in cash flow hedges, etc. For the subsequent decrease in the deduction amount to stockholders’ equity, any special reserve appropriated may be reversed to the extent that the net debit balance reverses.

The appropriations of 2024, 2023 and 2022 quarterly earnings have been approved by TSMC’s Board of Directors in its meeting, respectively. The appropriations and cash dividends per share were as follows:


First Quarter
Resolution Date of TSMC’s
of 2024
  Board of Directors in its
May 10,
  meeting
2024
Special capital reserve$(28,020,822)
Cash dividends to shareholders$103,734,517
Cash dividends per share (NT$)$4.00


Fourth QuarterThird QuarterSecond QuarterFirst Quarter
Resolution Date of TSMC’s
of 2023of 2023of 2023of 2023
  Board of Directors in its
February 6, November 14,August 8,May 9,
  meeting
2024202320232023
Special capital reserve$28,020,822$(17,228,363)$(6,365,562)$3,273,452
Cash dividends to shareholders$90,762,248$90,762,248$77,796,213$77,796,213
Cash dividends per share (NT$)$3.50$3.50$3.00$3.00


Fourth QuarterThird QuarterSecond QuarterFirst Quarter
Resolution Date of TSMC’s
of 2022of 2022of 2022of 2022
  Board of Directors in its
February 14, November 8,August 9,May 10,
  meeting
2023202220222022
Special capital reserve$17,166,163$(31,910,353)$(12,002,798)$(15,541,054)
Cash dividends to shareholders$71,308,546$71,308,547$71,308,546$71,308,546
Cash dividends per share (NT$)$2.75$2.75$2.75$2.75


- 27 -

The special capital reserve for 2023 is to be presented for approval in TSMC’s shareholders’ meeting to be held on June 4, 2024 (expected).

The quarterly cash dividends per share is affected by the subsequent number of outstanding ordinary shares, the information of the actual payout is available at the Market Observation Post System website.

d.    Others

Changes in others were as follows:


Three Months Ended March 31, 2024

Foreign Currency Translation ReserveUnrealized Gain (Loss) on Financial Assets at FVTOCIGain (Loss) on Hedging InstrumentsUnearned Stock-Based Employee CompensationTotal

Balance, beginning of period
$(25,316,769)$(4,099,928)$1,395,875$(293,434)$(28,314,256)
Exchange differences arising on translation of foreign operations
36,665,682---36,665,682
Gain (loss) on hedging instruments designated as hedges of net investments in foreign operations
793,830---793,830
Unrealized gain (loss) on financial assets at FVTOCI
Equity instruments
-4,888,952--4,888,952
Debt instruments
-(669,090)--(669,090)
Cumulative unrealized gain (loss) of equity instruments transferred to retained earnings due to disposal
-(1,790,349)--(1,790,349)
Cumulative unrealized gain (loss) of debt instruments transferred to profit or loss due to disposal
-102,504--102,504
Loss allowance adjustments from debt instruments
-8,297--8,297
Gain (loss) arising on changes in the fair value of hedging instruments and hedged item affects profit or loss
--(19,315)-(19,315)
Transferred to initial carrying amount of hedged items
--(786)-(786)
Issuance of employee restricted stock
---(1,078,713)(1,078,713)
Share-based payment expenses recognized
---161,854161,854
Share of other comprehensive income (loss) of associates
154,389(19,074)17,516-152,831
Income tax effect
-(9,996)--(9,996)

Balance, end of period
$12,297,132$(1,588,684)$1,393,290$(1,210,293)$10,891,445


Three Months Ended March 31, 2023

Foreign Currency Translation ReserveUnrealized Gain (Loss) on Financial Assets at FVTOCIGain (Loss) on Hedging InstrumentsUnearned Stock-Based Employee CompensationTotal

Balance, beginning of period
$(11,743,301)$(10,056,353)$1,479,181$(185,153)$(20,505,626)
Exchange differences arising on translation of foreign operations
(5,057,060)---(5,057,060)
Unrealized gain (loss) on financial assets at FVTOCI
Equity instruments
-560,353--560,353
Debt instruments
-1,212,679--1,212,679
Cumulative unrealized gain (loss) of equity instruments transferred to retained earnings due to disposal
-(80,753)--(80,753)
Cumulative unrealized gain (loss) of debt instruments transferred to profit or loss due to disposal
-135,693--135,693
Loss allowance adjustments from debt instruments
-3,509--3,509
(Continued)
- 28 -


Three Months Ended March 31, 2023

Foreign Currency Translation ReserveUnrealized Gain (Loss) on Financial Assets at FVTOCIGain (Loss) on Hedging InstrumentsUnearned Stock-Based Employee CompensationTotal

Gain (loss) arising on changes in the fair value of hedging instruments and hedged item affects profit or loss
$-$-$20,847$-$20,847
Transferred to initial carrying amount of hedged items
--(40,855)-(40,855)
Issuance of employee restricted stock
---(585,968)(585,968)
Share-based payment expenses recognized
---95,78395,783
Share of other comprehensive income (loss) of associates
(23,406)3,737(8,172)-(27,841)
Income tax effect
-(24)--(24)

Balance, end of period

$(16,823,767)

$(8,221,159)

$1,451,001

$(675,338)

$(24,269,263)
(Concluded)

The aforementioned other equity includes the changes in other equities of TSMC and TSMC’s share of its subsidiaries and associates.


20.    NET REVENUE

a.Disaggregation of revenue from contracts with customers

Three Months Ended March 31
   Product
20242023

Wafer
$521,896,971$448,382,905
Others70,747,23060,250,068

    
$592,644,201
$
508,632,973



Three Months Ended March 31
   Geography
20242023

Taiwan$68,315,426$36,886,003
United States
396,182,105306,951,719
China
55,235,64977,502,023
Japan
33,212,86533,656,867
Europe, the Middle East and Africa
21,963,15133,960,256
Others
17,735,00519,676,105

    
$592,644,201$508,632,973

The Company categorized the net revenue mainly based on the countries where the customers are headquartered.

Three Months Ended March 31
   Platform20242023

High Performance Computing$274,772,974$225,532,034
Smartphone225,032,139174,372,275
Internet of Things35,320,95042,720,430
Automotive32,136,63336,022,650
Digital Consumer Electronics11,737,78510,929,154
Others13,643,72019,056,430

    
$592,644,201$508,632,973

- 29 -


Three Months Ended March 31
   Resolution
20242023

3-nanometer
$45,448,960$-
5-nanometer
190,695,754139,295,477
7-nanometer100,388,85388,841,656
10-nanometer73411,515
16-nanometer 48,472,21157,616,256
20-nanometer1,399,2953,121,459
28-nanometer 43,019,31852,057,042
40/45-nanometer27,114,45432,631,097
65-nanometer21,277,00927,430,079
90-nanometer5,514,2918,150,951
0.11/0.13 micron12,802,34910,717,815
0.15/0.18 micron21,924,46123,463,905
0.25 micron and above3,839,2825,045,653

Wafer revenue
$521,896,971$448,382,905

b.    Contract balances


March 31,
2024
December 31,
2023
March 31,
2023
January 1,
2023

Contract liabilities (classified under accrued expenses and other current liabilities)
$75,431,720$52,736,430$44,249,039$70,806,617

The changes in the contract liability balances primarily result from the timing difference between the satisfaction of performance obligation and the customer’s payment.

The Company recognized revenue from the beginning balance of contract liability, which amounted to NT$36,370,728 thousand and NT$58,163,689 thousand for the three months ended March 31, 2024 and 2023, respectively.

c.    Temporary receipts from customers

March 31,
2024
December 31,
2023
March 31,
2023

Current portion (classified under accrued expenses and other current liabilities)
$199,544,769$114,639,514$105,819,011
Noncurrent portion (classified under other noncurrent liabilities)
78,618,361163,655,128171,783,602

    
$278,163,130$278,294,642$277,602,613

The Company’s temporary receipts from customer are payments made by customers to the Company to retain the Company’s capacity. When the terms and conditions set forth in the agreements are subsequently satisfied, the treatment of temporary receipts, either by refund or by accounts receivable offsetting, will be determined by mutual consent.



- 30 -

21.    INTEREST INCOME


Three Months Ended March 31
20242023

Interest income
Cash and cash equivalents
$16,108,130$11,613,730
Financial assets at amortized cost
1,873,7721,172,394
Financial assets at FVTOCI
1,377,270831,694


    

$19,359,172$13,617,818


22.    FINANCE COSTS


Three Months Ended March 31
20242023

Interest expense
Corporate bonds
$4,645,197$4,211,807
Lease liabilities
93,48994,049
Bank loans
21,62021,288
Others
3,72575
Less: Capitalized interest under property, plant and equipment
(2,065,776)(1,363,533)

    
$2,698,255$2,963,686

Information about capitalized interest is as follows:


Three Months Ended March 31
20242023

Capitalization rate
1.20%-3.36%1.08%-3.36%


23.    OTHER GAINS AND LOSSES, NET


Three Months Ended March 31
20242023

Loss on disposal of financial assets, net
Investments in debt instruments at FVTOCI
$(102,504)$(135,693)
Gain (loss) on financial instruments at FVTPL, net
Mandatorily measured at FVTPL
(3,339,218)1,170,738
The reversal (accrual) of expected credit loss of financial assets
Investments in debt instruments at FVTOCI
(8,297)(3,509)
Financial assets at amortized cost
1,724(2,655)
Other gains, net
165,403271,397
 
    
$(3,282,892)$1,300,278



- 31 -

24.    INCOME TAX

a.    Income tax expense recognized in profit or loss

Income tax expense consisted of the following:


Three Months Ended March 31
20242023

Current income tax expense
Current tax expense recognized in the current period
$40,767,872$38,106,332
Income tax adjustments on prior years
5,3372,299
Other income tax adjustments
63,24464,866
    
40,836,45338,173,497
Deferred income tax expense (benefit)
The origination and reversal of temporary differences
1,061,704(847,602)
Operating loss carryforward
(576,216)-

485,488(847,602)

Income tax expense recognized in profit or loss
$41,321,941$37,325,895

b.    Income tax examination

The tax authorities have examined income tax returns of TSMC through 2022. All investment tax credit adjustments assessed by the tax authorities have been recognized accordingly.


25.    EARNINGS PER SHARE


Three Months Ended March 31
20242023

Basic EPS
$8.70$7.98
Diluted EPS
$8.70$7.98

EPS is computed as follows:


Three Months Ended March 31
20242023

Basic EPS
Net income available to common shareholders of the parent
$225,484,877$206,986,561
Weighted average number of common shares outstanding used in the computation of basic EPS (in thousands)
25,929,26725,929,088
Basic EPS (in dollars)
$8.70$7.98
Diluted EPS
Net income available to common shareholders of the parent
$225,484,877$206,986,561
Weighted average number of common shares outstanding used in the computation of basic EPS (in thousands)
25,929,26725,929,088
Effects of all dilutive potential common shares (in thousands)
490288
Weighted average number of common shares used in the computation of diluted EPS (in thousands)
25,929,75725,929,376
Diluted EPS (in dollars)
$8.70$7.98




- 32 -

26.    SHARE-BASED PAYMENT ARRANGEMENTS

a.    Equity-settled share-based payment-RSAs

The RSAs in each year are as follows:


2023 RSAs 2022 RSAs 2021 RSAs







Resolution Date of TSMC’s shareholders in its meeting

June 6, 2023June 8, 2022July 26, 2021
Resolution Date of TSMC’s Board of Directors in its meeting

February 6, 2024February 14, 2023February 15, 2022
Issuance of stocks (in thousands)

2,9602,1101,387
Eligible employees

Executive officersExecutive officersExecutive officers
Grant date/Issuance date

March 1, 2024March 1, 2023March 1, 2022

Vesting conditions of the aforementioned arrangement are as follow:

1)    The RSAs granted to eligible employees can only be vested if

•the employee remains employed by the Company on the last date of each vesting period;

•during the vesting period, the employee may not breach any agreement with the Company or violate the Company’s work rules; and

•certain employee performance metrics and TSMC’s business performance metrics are met.

2)    The maximum percentage of granted RSAs that may be vested each year shall be as follows: one-year anniversary of the grant: 50%; two-year anniversary of the grant: 25%; and three-year anniversary of the grant: 25%; provided that the actual percentage and number of the RSAs to be vested in each year will be calculated based on the achievement of TSMC’s business performance metrics.

3)    For eligible executive officers of TSMC: The maximum number of RSAs that may be vested in each year will be set as 110%, among which 100% will be subject to a calculation based on TSMC’s relative Total Shareholder Return (”TSR”, including capital gains and dividends) achievement to determine the number of RSAs to be vested; this number will be further subject to a modifier to increase or decrease up to 10% based on the Compensation and People Development Committee’s evaluation of TSMC’s Environmental, Social, and Governance (”ESG”) achievements. The number of shares so calculated should be rounded down to the nearest integral.

TSMC’s TSR relative to the
TSR of S&P 500 IT Index
Ratio of Shares to be Vested
Above the Index by X percentage points
50% + X * 2.5%, with the maximum of 100%
Equal to the Index
50%
Below the Index by X percentage points
50% - X * 2.5%, with the minimum of 0%

4)    Restrictions imposed on the employees’ rights in the RSAs before the vesting conditions are fulfilled:

•During each vesting period, no employee granted RSAs, except for inheritance, may sell, pledge, transfer, give to another person, create any encumbrance on, or otherwise dispose of, any shares under the unvested RSAs.


•Before the vesting conditions are fulfilled, the attendance, proposal rights, speech rights, voting rights and etc. shall be exercised by the engaged trustee/custodian on the employee’s behalf. Any other shareholder rights including but not limited to the entitlement to any distribution regarding
- 33 -

dividends, bonuses and capital reserve, and the subscription right of the new shares issued for any capital increase, are the same as those of holders of common shares of TSMC.

5)    Details of granted RSAs in each year are as follows:


2023 RSAs2022 RSAs2021 RSAs

Number of Shares
(In Thousands)
Number of Shares
(In Thousands)
Number of Shares
(In Thousands)







Balance, beginning of period

-2,110694
Issuance of stocks

2,960--
Shares awaiting retirement

-(1,055)(347)

Balance, end of period

2,9601,055347

Weighted-average fair value of RSAs (in dollars)

$364.43$277.71$325.81

The RSAs in each year are measured at fair value at grant date by using the binominal tree approach. Relevant information is as follows:


2023 RSAs2022 RSAs2021 RSAs

March 1, 2024March 1, 2023March 1, 2022







Stock price at measurement date (in dollars)
$689$511$604
Expected price volatility
24.77%-26.12%29.34%-32.11%25.34%-28.28%
Expected life
1-3 years1-3 years1-3 years
Risk-free interest rate
1.16%1.06%0.57%

Refer to Note 27 for the compensation costs of the RSAs recognized by TSMC.

On February 6, 2024, TSMC’s Board of Directors approved the issuance of RSAs for year 2024 of no more than 4,185 thousand common shares. The grants will be made free of charge. The actual number of shares to be issued will be resolved by the Board of Directors after the RSAs is approved at the shareholders’ meeting and by the competent authority.

b.    Cash-settled share-based payment arrangements

The cash-settled share-based payment arrangements in each year are as follows:



2023 Plan2022 Plan2021 Plan







Resolution Date of TSMC’s Board of Directors in its meeting

February 6, 2024February 14, 2023February 15, 2022
Issuance of units (in thousands) (Note)

550400236
Grant date

March 1, 2024March 1, 2023March 1, 2022

Note:    One unit of the right represents a right to the market value of one TSMC’s common share when vested.

The vesting conditions and the ratio of units to be vested for key management personnel of the plan are the same as the aforementioned RSAs.


- 34 -

The fair value of compensation costs for the cash-settled share-based payment was measured by using binominal tree approach and will be measured at each reporting period until settlement. Relevant information is as follows:

Three Months Ended March 31
2024
2023
2023 Plan2022 Plan2021 Plan2022 Plan2021 Plan
Stock price at measurement date
(in dollars)
$769$769$769$525$525
Expected price volatility
24.45%-26.42%24.45%-26.42%24.45%-26.42%27.32%-28.09%27.32%-28.09%
Residual life
1-3 years1-2 years1 year1-3 years1-2 years
Risk-free interest rate
1.33%1.29%1.26%1.08%1.07%

Refer to Note 27 for the compensation costs of the cash-settled share-based payment recognized by TSMC. As of March 31, 2024, December 31, 2023 and March 31, 2023, the liabilities under cash-settled share-based payment arrangement amounted to NT$82,942 thousand, NT$62,695 thousand and NT$23,379 thousand, respectively.


27.    ADDITIONAL INFORMATION OF EXPENSES BY NATURE


Three Months Ended March 31
20242023

a.    Depreciation of property, plant and equipment and right-of-use assets

Recognized in cost of revenue
$
148,662,639
$
100,833,822
Recognized in operating expenses
8,026,1747,247,386
Recognized in other operating income and expenses
8,2882,168

    
$156,697,101$108,083,376

b.    Amortization of intangible assets

Recognized in cost of revenue
$1,628,675$1,567,430
Recognized in operating expenses
697,386671,835

    
$2,326,061$2,239,265

c.    Employee benefits expenses

Post-employment benefits
Defined contribution plans
$1,418,734$1,260,781
Defined benefit plans
68,90670,337
    
1,487,6401,331,118
Share-based payments
Equity-settled
181,831100,772
Cash-settled
21,80117,610
    
203,632118,382
Other employee benefits
61,770,27956,363,055

        
$63,461,551$57,812,555
(Continued)

- 35 -


Three Months Ended March 31
20242023

Employee benefits expense summarized by function
Recognized in cost of revenue
$34,622,208$33,075,129
Recognized in operating expenses
28,839,34324,737,426

        
$63,461,551$57,812,555
(Concluded)

According to TSMC’s Articles of Incorporation, TSMC shall allocate compensation to directors and profit sharing bonus to employees of TSMC not more than 0.3% and not less than 1% of annual profits during the period, respectively.

TSMC accrued profit sharing bonus to employees based on a percentage of net income before income tax, profit sharing bonus to employees and compensation to directors during the period; compensation to directors was expensed based on estimated amount payable. If there is a change in the proposed amounts after the annual consolidated financial statements are authorized for issue, the differences are recorded as a change in accounting estimate. Accrued profit sharing bonus to employees is illustrated below:


Three Months Ended March 31
20242023

Profit sharing bonus to employees
$13,472,869$12,363,840

TSMC’s profit sharing bonus to employees and compensation to directors for 2023 and 2022 had been approved by the Board of Directors of TSMC, as illustrated below:


Years Ended December 31

20232022

Resolution Date of TSMC’s Board of Directors in its meeting
February 6, 2024February 14, 2023
Profit sharing bonus to employees
$50,090,533$60,702,047
Compensation to directors
$551,955$690,128

There is no significant difference between the aforementioned approved amounts and the amounts charged against earnings of 2023 and 2022, respectively.

The information about the appropriations of TSMC’s profit sharing bonus to employees and compensation to directors is available at the Market Observation Post System website.


28.    GOVERNMENT GRANTS

Subsidiaries such as JASM and TSMC Nanjing received subsidies from the governments of Japan and China, respectively, for local plants setup and operation, which were mainly used to subsidize the purchase costs of property, plant and equipment as well as partial costs and expenses incurred from plant construction and production. For the three months ended March 31, 2024 and 2023, the Company received a total of NT$183,484 thousand and NT$1,768,032 thousand as government grants, respectively.



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29.    CASH FLOW INFORMATION

a.    Non-cash transactions

Three Months Ended March 31
20242023

Additions of financial assets at FVTOCI
$26,681,379$15,379,183
Conversion of convertible bonds into equity securities
-(145,144)
Changes in accrued expenses and other current liabilities
(1,292,147)(1,384,524)

Payments for acquisition of financial assets at FVTOCI
$25,389,232$13,849,515

Disposal of financial assets at FVTOCI
$16,144,968$8,604,122
Changes in other financial assets
(3,540,237)148,556

Proceeds from disposal of financial assets at FVTOCI
$12,604,731$8,752,678
Additions of property, plant and equipment
$127,630,401$248,439,756
Changes in other financial assets
-44,431
Changes in payables to contractors and equipment suppliers
47,124,96655,312,090
Changes in accrued expenses and other current liabilities
8,615,21125,895
Transferred to initial carrying amount of hedged items
-39,989
Capitalized interests
(2,065,776)(1,363,533)

Payments for acquisition of property, plant and equipment
$181,304,802$302,498,628

b.    Reconciliation of liabilities arising from financing activities

Non-cash Changes
Balance as of January 1, 2024Financing Cash FlowForeign Exchange MovementLeases Modifications
Other Changes
(Note)
Balance as of March 31, 2024
Hedging financial liabilities- bank loans
$27,290,400$(26,496,570)$(793,830)$-$-$-
Bonds payable
920,897,55322,776,29221,770,410-93,816965,538,071
Long-term bank loans
6,678,5215,865,500(27,000)-5,33312,522,354
Lease liabilities
31,492,386(871,032)37,250649,90393,48931,401,996

Total
$986,358,860$1,274,190$20,986,830$649,903$192,638$1,009,462,421

Non-cash Changes
Balance as of January 1, 2023Financing Cash FlowForeign Exchange MovementLeases Modifications
Other Changes
(Note)
Balance as of March 31, 2023
Bonds payable
$852,436,439$7,279,726$(5,064,957)$-$86,273$854,737,481
Long-term bank loans
5,973,9362,120,556--(6,824)8,087,668
Lease liabilities
32,367,601(800,691)(20,440)991,75894,04932,632,277

Total
$890,777,976$8,599,591$(5,085,397)$991,758$173,498$895,457,426

Note:    Other changes include amortization of bonds payable, amortization of long-term bank loan interest subsidy and financial cost of lease liabilities.



- 37 -


30.    FINANCIAL INSTRUMENTS

a.    Categories of financial instruments


March 31,
2024
December 31,
2023
March 31,
2023

Financial assets
FVTPL (Note 1)
$14,211,944$14,342,093$982,014
FVTOCI (Note 2)
193,301,338167,150,802140,175,196
Hedging financial assets
--70
Amortized cost (Note 3)
2,063,572,2601,842,412,6311,668,048,597

    
$2,271,085,542$2,023,905,526$1,809,205,877
Financial liabilities
FVTPL (Note 4)
$941,396$121,412$620,967
Hedging financial liabilities
10,52527,334,16439,108
Amortized cost (Note 5)
1,773,740,7551,741,356,5551,607,713,349

    
$1,774,692,676$1,768,812,131$1,608,373,424

Note 1:    Financial assets mandatorily measured at FVTPL.

Note 2:    Including notes and accounts receivable (net), equity and debt investments.

Note 3:    Including cash and cash equivalents, financial assets at amortized cost, notes and accounts receivable (including related parties), other receivables, refundable deposits and temporary payments (including those classified under other current assets and other noncurrent assets).

Note 4:    Held for trading.

Note 5:    Including accounts payable (including related parties), payables to contractors and equipment suppliers, cash dividends payable, accrued expenses and other current liabilities, bonds payable, long-term bank loans, guarantee deposits and other noncurrent liabilities.

b.    Financial risk management objectives

The Company manages its exposure to foreign currency risk, interest rate risk, equity price risk, credit risk and liquidity risk with the objective to reduce the potentially adverse effects the market uncertainties may have on its financial performance.

The plans for material treasury activities are reviewed by the Audit and Risk Committee and/or Board of Directors in accordance with procedures required by relevant regulations or internal controls. During the implementation of such plans, the Company must comply with certain treasury procedures that provide guiding principles for overall financial risk management and segregation of duties.

c.    Market risk

The Company is exposed to the financial market risks, primarily changes in foreign currency exchange rates, interest rates and equity investment prices. A portion of these risks is hedged.


- 38 -

Foreign currency risk

Substantially all the Company’s sales are denominated in U.S. dollars and over half of its capital expenditures are denominated in currencies other than NT dollars, primarily in U.S. dollars, Japanese yen and Euros. As a result, any significant fluctuations to its disadvantage in the exchanges rate of NT dollar against such currencies, in particular a weakening of U.S. dollar against NT dollar, would have an adverse impact on the revenue and operating profit as expressed in NT dollars. The Company uses foreign currency derivative contracts, such as currency forwards or currency swaps, and non-derivative financial instruments, such as foreign currency denominated debts, to protect against currency exchange rate risks associated with non-NT dollar-denominated assets and liabilities, investments in foreign operations, and certain forecasted transactions. These hedges reduce, but do not entirely eliminate, the effect of foreign currency exchange rate movements on the assets and liabilities.

Based on a sensitivity analysis performed on the Company’s total monetary assets and liabilities for the three months ended March 31, 2024 and 2023, a hypothetical adverse foreign currency exchange rate change of 10% would have decreased its net income by NT$561,692 thousand and NT$1,407,753 thousand respectively, and decreased its other comprehensive income by NT$18,360 thousand for the three months ended March 31, 2023, after taking into account hedges and offsetting positions.

Interest rate risk

The Company is exposed to interest rate risks primarily in relation to its investment portfolio and outstanding debt. Changes in interest rates affect the interest earned on the Company’s cash and cash equivalents and fixed income securities, the fair value of those securities, as well as the interest paid on its debt.

The majority of the Company’s fixed income investments are fixed-rate securities, which are classified as financial assets at FVTOCI or at amortized cost. For those fixed income investments classified as financial assets at FVTOCI, changes in their fair value are recognized through other comprehensive income; for those classified as financial assets at amortized cost, changes in their fair value are not reflected in the carrying amount. Both classifications recognized in profit or loss if the assets are sold. The Company has entered and may in the future enter into interest rate derivatives to partially hedge the interest rate risk on its fixed income investments and anticipated debt issuance. However, these hedges can offset only a limited portion of the financial impact from movements in interest rates.

Based on a sensitivity analysis performed on the Company’s fixed income investments at the end of the reporting period, interest rates increase of 100 basis points (1.00%) across all maturities would have decreased the Company’s other comprehensive income by NT$4,279,174 thousand and NT$3,213,620 thousand for the three months ended March 31, 2024 and 2023, respectively.

The majority of the Company’s debt is fixed-rate and measured at amortized cost and as such, changes in interest rates would not affect future cash flows or the carrying amount.

Other price risk

The Company is exposed to mutual funds and equity price risk arising from financial assets at FVTPL and FVTOCI.

Assuming a hypothetical decrease of 10% in prices of the mutual funds and equity investments at the end of the reporting period, the net income would have decreased by NT$1,116,694 thousand for the three months ended March 31, 2024, and the other comprehensive income would have decreased by NT$1,165,417 thousand and NT$576,538 thousand for the three months ended March 31, 2024 and 2023, respectively.


- 39 -

d.    Credit risk management

Credit risk refers to the risk that a counterparty may default on its contractual obligations resulting in financial losses to the Company. The Company is exposed to credit risks from operating activities, primarily accounts receivable, and from investing activities, primarily deposits, fixed-income investments and other financial instruments with banks. Credit risk is managed separately for business related and financial related exposures. As of the end of the reporting period, the Company’s maximum credit risk exposure is equal to the carrying amount of financial assets.

Business related credit risk

The Company’s accounts receivable are from its customers worldwide. The majority of the Company’s outstanding accounts receivable are not covered by collaterals or guarantees. While the Company has procedures to monitor and manage credit risk exposure on accounts receivable, there is no assurance such procedures will effectively eliminate losses resulting from its credit risk. This risk is heightened during periods when economic conditions worsen.

As of March 31, 2024, December 31, 2023 and March 31, 2023, the Company’s ten largest customers accounted for 87%, 91% and 80% of accounts receivable, respectively. The Company considers the concentration of credit risk for the remaining accounts receivable not material.

Financial credit risk

The Company mitigates its financial credit risk by selecting counterparties with investment grade credit ratings and by limiting the exposure to any individual counterparty. The Company regularly monitors and reviews the limit applied to counterparties and adjusts the limit according to market conditions and the credit standing of the counterparties.

The objective of the Company’s investment policy is to achieve a return that will allow the Company to preserve principal and support liquidity requirements. The policy generally requires securities to be investment grade and limits the amount of credit exposure to any one issuer. The Company assesses whether there has been a significant increase in credit risk in the invested securities since initial recognition by reviewing changes in external credit ratings, financial market conditions and material information of the issuers.

The Company assesses the 12-month expected credit loss and lifetime expected credit loss based on the probability of default and loss given default provided by external credit rating agencies. The current credit risk assessment policies are as follows:
CategoryDescriptionBasis for Recognizing Expected Credit LossExpected Credit Loss Ratio
Performing

Credit rating is investment grade on valuation date

12 months expected credit loss
0-0.1%
Doubtful

Credit rating is non-investment grade on valuation date

Lifetime expected credit loss-not credit impaired
-
In default

Credit rating is CC or below on valuation date

Lifetime expected credit loss-credit impaired
-
Write-off

There is evidence indicating that the debtor is in severe financial difficulty and the Company has no realistic prospect of recovery

Amount is written off
-

For the three months ended March 31, 2024 and 2023, the expected credit loss increased NT$ 11,430 thousand and NT$5,369 thousand, respectively. The changes were mainly due to adjusted investment portfolio and fluctuations in exchange rates.


- 40 -

e.    Liquidity risk management

The objective of liquidity risk management is to ensure the Company has sufficient liquidity to fund its business operations over the next 12 months. The Company manages its liquidity risk by maintaining adequate cash and cash equivalents, financial assets at FVTOCI-current, financial assets at amortized cost-current and sufficient cost-efficient funding.

The table below summarizes the maturity profile of the Company’s financial liabilities based on contractual undiscounted payments, including principal and interest.

Less Than
1 Year		1-3 Years3-5 Years
More Than
5 Years
Total
March 31, 2024
Non-derivative financial liabilities

Accounts payable (including related parties)
$57,610,008$-$-$-$57,610,008
Payables to contractors and equipment suppliers
127,179,414---127,179,414
Accrued expenses and other current liabilities
339,295,417---339,295,417
Bonds payable
28,846,265248,882,668302,594,013606,301,2791,186,624,225
Long-term bank loans
2,606,2923,626,4053,401,0123,197,22312,830,932
Lease liabilities (including those classified under accrued expenses and other current liabilities) (Note)
3,357,2575,359,2504,659,02921,108,45234,483,988
Others
-78,085,2418,772,9372,270,18789,128,365
    
558,894,653335,953,564319,426,991632,877,1411,847,152,349

Derivative financial instruments

Forward exchange contracts
Outflows
89,801,321---89,801,321
Inflows
(88,792,724)---(88,792,724)
    
1,008,597---1,008,597

        
$559,903,250$335,953,564$319,426,991$632,877,141$1,848,160,946
December 31, 2023

Non-derivative financial liabilities

Hedging financial liabilities-bank loans
$27,290,400$-$-$-$27,290,400
Accounts payable (including related parties)
57,293,057---57,293,057
Payables to contractors and equipment suppliers
171,484,616---171,484,616
Accrued expenses and other current liabilities
241,118,948---241,118,948
Bonds payable
24,890,500224,062,937303,525,276583,364,1671,135,842,880
Long-term bank loans
2,371,2963,889,029585,094-6,845,419
Lease liabilities (including those classified under accrued expenses and other current liabilities) (Note)
3,181,6515,248,3374,662,86821,754,37534,847,231
Others-165,188,4326,303,1352,908,666174,400,233
    
527,630,468398,388,735315,076,373608,027,2081,849,122,784
Derivative financial instruments

Forward exchange contracts
Outflows
64,826,427---64,826,427
Inflows
(65,384,000)---(65,384,000)
    
(557,573)---(557,573)

        
$527,072,895$398,388,735$315,076,373$608,027,208$1,848,565,211
(Continued)

- 41 -

Less Than
1 Year		1-3 Years3-5 Years
More Than
5 Years
Total

March 31, 2023

Non-derivative financial liabilities

Accounts payable (including related parties)
$47,381,949$-$-$-$47,381,949
Payables to contractors and equipment suppliers
157,374,807---157,374,807
Accrued expenses and other current liabilities
214,088,556---214,088,556
Bonds payable
22,784,67499,632,080337,009,808613,522,4581,072,949,020
Long-term bank loans
2,035,2804,985,1391,326,324-8,346,743
Lease liabilities (including those classified under accrued expenses and other current liabilities) (Note)
2,971,8745,432,0154,817,46422,753,49835,974,851
Others
-167,156,38813,914,1001,301,301182,371,789
    
446,637,140277,205,622357,067,696637,577,2571,718,487,715

Derivative financial instruments

Forward exchange contracts
Outflows
133,863,296---133,863,296
Inflows
(134,340,014)---(134,340,014)
    
(476,718)---(476,718)

        
$446,160,422$277,205,622$357,067,696$637,577,257$1,718,010,997
(Concluded)

Note:    Information about the maturity analysis for lease liabilities more than 5 years:

5-10 Years10-15 Years15-20 Years
More Than
20 Years
Total
March 31, 2024
Lease liabilities
$10,156,723$6,929,235$3,801,968$220,526$21,108,452
December 31, 2023
Lease liabilities
$10,197,521$7,121,539$4,117,107$318,208$21,754,375
March 31, 2023
Lease liabilities$10,355,651$7,377,241$4,300,707$719,899$22,753,498

f.    Fair value of financial instruments

1)    Fair value measurements recognized in the consolidated balance sheets

Fair value measurements are grouped into Levels 1 to 3 based on the degree to which the fair value is observable:

•Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities;

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

•Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).

The timing of transfers between levels within the fair value hierarchy is at the end of reporting period.


- 42 -

2)    Fair value of financial instruments that are measured at fair value on a recurring basis

Fair value hierarchy

The following table presents the Company’s financial assets and liabilities measured at fair value on a recurring basis:

March 31, 2024

Level 1Level 2Level 3Total
Financial assets at FVTPL
Mandatorily measured at FVTPL
Convertible preferred stocks
$-$-$13,848,154$13,848,154
Forward exchange contracts
-17,236-17,236
Convertible bonds
--236,039236,039
Mutual funds
--110,515110,515

    
$-$17,236$14,194,708$14,211,944

Financial assets at FVTOCI

Investments in debt instruments
Corporate bonds
$-$94,649,200$-$94,649,200
Agency mortgage-backed securities
-41,321,721-41,321,721
Government bonds/Agency bonds
21,465,727193,939-21,659,666
Asset-backed securities
-11,110,574-11,110,574
Investments in equity instruments
Non-publicly traded equity investments
--7,428,4087,428,408
Publicly traded stocks
7,139,302--7,139,302
Notes and accounts receivable, net
-9,992,467-9,992,467

    
$28,605,029$157,267,901$7,428,408$193,301,338
Financial liabilities at FVTPL
Held for trading
Forward exchange contracts$-$941,396$-$941,396
Hedging financial liabilities
Fair value hedges
Interest rate futures contracts
$10,525$-$-$10,525


December 31, 2023

Level 1Level 2Level 3Total
Financial assets at FVTPL
Mandatorily measured at FVTPL
Convertible preferred stocks
$-$-$13,307,160$13,307,160
Forward exchange contracts
-701,182-701,182
Convertible bonds
--223,454223,454
Mutual funds
--110,297110,297

    
$-$701,182$13,640,911$14,342,093
(Continued)

- 43 -



December 31, 2023

Level 1Level 2Level 3Total

Financial assets at FVTOCI

Investments in debt instruments
Corporate bonds
$-$79,605,567$-$79,605,567
Agency mortgage-backed securities
-37,959,691-37,959,691
Government bonds/Agency bonds
22,091,087247,814-22,338,901
Asset-backed securities
-9,898,766-9,898,766
Investments in equity instruments
Non-publicly traded equity investments
--7,208,6557,208,655
Publicly traded stocks
4,727,905--4,727,905
Notes and accounts receivable, net
-5,411,317-5,411,317

    
$26,818,992$133,123,155$7,208,655$167,150,802
Financial liabilities at FVTPL
Held for trading
Forward exchange contracts
$-$121,412$-$121,412

Hedging financial liabilities

Fair value hedges
Interest rate futures contracts
$43,764$-$-$43,764
(Concluded)


March 31, 2023

Level 1Level 2Level 3Total
Financial assets at FVTPL
Mandatorily measured at FVTPL
Forward exchange contracts
$-$860,326$-$860,326
Convertible bonds
--121,688121,688

    
$-$860,326$121,688$982,014

Financial assets at FVTOCI

Investments in debt instruments
Corporate bonds
$-$68,601,115$-$68,601,115
Agency mortgage-backed securities
-31,206,582-31,206,582
Government bonds/Agency bonds
19,886,403132,403-20,018,806
Asset-backed securities
-9,425,896-9,425,896
Investments in equity instruments
Non-publicly traded equity investments
--6,918,0906,918,090
Publicly traded stocks
288,635--288,635
Notes and accounts receivable, net
-3,716,072-3,716,072

    
$20,175,038$113,082,068$6,918,090$140,175,196
Hedging financial assets
Cash flow hedges
Forward exchange contracts
$-$70$-$70
(Continued)

- 44 -


March 31, 2023

Level 1Level 2Level 3Total
Financial liabilities at FVTPL
Held for trading
Forward exchange contracts
$-$620,967$-$620,967

Hedging financial liabilities

Fair value hedges
Interest rate futures contracts
$37,929$-$-$37,929
Cash flow hedges
Forward exchange contracts
-1,179-1,179

    
$37,929$1,179$-$39,108
(Concluded)

Reconciliation of Level 3 fair value measurements of financial assets

The financial assets measured at Level 3 fair value were equity investments classified as financial assets at FVTOCI and financial assets at FVTPL. Reconciliations for the three months ended March 31, 2024 and 2023 are as follows:

Three Months Ended March 31

20242023

Balance, beginning of period$20,849,566$6,282,052
Additions444,862365,076
Recognized in profit or loss(752)23,452
Recognized in other comprehensive income or loss(310,335)420,588
Disposals and proceeds from return of capital of investments(2,260)(1,455)
Transfers out of level 3 (Note)(164,860)-
Effect of exchange rate changes806,895(49,935)
Balance, end of period$21,623,116$7,039,778

Note:    The transfer from level 3 to level 1 is because quoted prices (unadjusted) in active markets data became available for the equity investments.

Valuation techniques and assumptions used in Level 2 fair value measurement

The fair values of financial assets and financial liabilities are determined as follows:

•The fair values of corporate bonds, agency bonds, agency mortgage-backed securities, asset-backed securities and government bonds are determined by quoted market prices provided by third party pricing services.

•The fair values of forward contracts are measured using forward rates and discount rates derived from quoted market prices.

•The fair value of accounts receivable classified as at FVTOCI is determined by the present value of future cash flows based on the discount rate that reflects the credit risk of counterparties.

Valuation techniques and assumptions used in Level 3 fair value measurement

The fair values of convertible preferred stocks, convertible bonds, mutual funds and non-publicly traded equity investments (excluding those trading on the Emerging Stock Board) are mainly determined by using the asset approach, income approach and market approach.


- 45 -

The asset approach takes into account the net asset value measured at the fair value by independent parties. On March 31, 2024, December 31, 2023 and March 31, 2023, the Company uses unobservable inputs derived from discount for lack of marketability of 10%. When other inputs remain equal, the fair value will decrease by NT$53,739 thousand, NT$52,704 thousand and NT$53,518 thousand, respectively, if discounts for lack of marketability increase by 1%.

The income approach utilizes discounted cash flows to determine the present value of the expected future economic benefits that will be derived from the investment. On March 31, 2024, the Company mainly uses unobservable inputs, which include expected returns, discount rate of 10%, and discount for lack of marketability of 20%. On March 31, 2024, with other inputs remain equal, if discount rate increases by 1%, the fair value will decrease by NT$1,606,831 thousand; if discount for lack of marketability increases by 1%, the fair value will decrease by NT$169,148 thousand.

For the remaining few investments, the market approach is used to arrive at their fair values, for which the recent financing activities of investees, the market transaction prices of the similar companies and market conditions are considered.

3)    Fair value of financial instruments that are not measured at fair value

Except as detailed in the following table, the Company considers that the carrying amounts of financial instruments in the consolidated financial statements that are not measured at fair value approximate their fair values.

Fair value hierarchy

The table below sets out the fair value hierarchy for the Company’s financial assets and liabilities which are not required to be measured at fair value:

March 31, 2024

Carrying Fair Value

AmountLevel 1Level 2Total

Financial assets

Financial assets at amortized costs
Corporate bonds
$115,583,344$-$115,309,905$115,309,905
Commercial paper
12,139,714-12,149,33712,149,337
Government bonds/Agency bonds
6,516,7853,772,8592,720,3636,493,222


$134,239,843$3,772,859$130,179,605$133,952,464

Financial liabilities

Financial liabilities at amortized costs
Bonds payable
$965,538,071$-$886,157,453$886,157,453


December 31, 2023

Carrying Fair Value

AmountLevel 1Level 2Total

Financial assets

Financial assets at amortized costs
Corporate bonds
$113,785,324$-$113,694,397$113,694,397
Commercial paper
18,371,705-18,385,32918,385,329
Government bonds/Agency bonds
13,803,5592,751,89311,053,23413,805,127


$145,960,588$2,751,893$143,132,960$145,884,853
(Continued)

- 46 -


December 31, 2023

CarryingFair Value

AmountLevel 1Level 2Total

Financial liabilities

Financial liabilities at amortized costs
Bonds payable
$920,897,553$-$849,236,882$849,236,882
(Concluded)


March 31, 2023

Carrying Fair Value

AmountLevel 1Level 2Total

Financial assets

Financial assets at amortized costs
Corporate bonds
$95,310,895$-$94,181,150$94,181,150
Commercial paper
12,630,168-12,676,99512,676,995


$107,941,063$-$106,858,145$106,858,145
Financial liabilities

Financial liabilities at amortized costs
Bonds payable
$854,737,481$-$780,610,166$780,610,166

Valuation techniques and assumptions used in Level 2 fair value measurement

The fair values of corporate bonds, the Company’s bonds payable and agency bonds are determined by quoted market prices provided by third party pricing services.

The fair value of commercial paper is determined by the present value of future cash flows based on the discounted curves that are derived from the quoted market prices.


31.    RELATED PARTY TRANSACTIONS

Intercompany balances and transactions between TSMC and its subsidiaries, which are related parties of TSMC, have been eliminated upon consolidation; therefore, those items are not disclosed in this note. The following is a summary of significant transactions between the Company and other related parties:

a.    Related party name and categories

Related Party NameRelated Party Categories


GUC
Associates
VIS
Associates
SSMC
Associates
Xintec
Associates
TSMC Charity FoundationOther related parties

b.    Net revenue
Three Months Ended March 31
20242023
Item
Related Party Categories

Net revenue from sale of goods
Associates
$3,584,008$3,861,991


- 47 -

c.    Purchases


Three Months Ended March 31
20242023

Related Party Categories

Associates
$1,152,767$1,353,968

d.    Receivables from related parties


March 31,
2024
December 31,
2023
March 31,
2023

Item
Related Party Name

Receivables from
GUC
$400,523$514,819$254,410
related parties
Xintec
78,840109,63278,144



    $479,363$624,451$332,554

Other receivables
SSMC
$60,520$58,093$62,927
from related
VIS
18,78713,7782,568
parties
TSMC Charity Foundation
--11,113



    $79,307$71,871$76,608

e.    Payables to related parties


March 31,
2024
December 31,
2023
March 31,
2023

Item
Related Party Name


Payables to related
Xintec
$714,442$1,020,226$692,047
parties
SSMC
330,709457,348302,455

Others
140,04588,72685,262



    $1,185,196$1,566,300$1,079,764

f.    Others

Three Months Ended March 31
20242023

Item
Related Party Categories

Manufacturing expenses
Associates
$1,060,471$941,836

The sales prices and payment terms to related parties were not significantly different from those of sales to third parties. For other related party transactions, price and terms were determined in accordance with mutual agreements.

The Company leased factory and office from associates. The lease terms and prices were both determined in accordance with mutual agreements. The rental expenses were paid to associates monthly; the related expenses were both classified under manufacturing expenses.


- 48 -

g.    Compensation of key management personnel

The compensation to directors and other key management personnel were as follows:


Three Months Ended March 31
20242023

Short-term employee benefits
$868,280$769,289
Post-employment benefits
1,110965
Share-based payments
181,767107,260

    
$1,051,157$877,514

The compensation to directors and other key management personnel were determined by the Compensation and People Development Committee of TSMC in accordance with the individual performance and market trends.


32.    PLEDGED ASSETS

The Company provided certificate of deposits recorded in other financial assets as collateral mainly for building lease agreements. As of March 31, 2024, December 31, 2023 and March 31, 2023, the aforementioned other financial assets amounted to NT$129,716 thousand, NT$124,302 thousand and NT$121,565 thousand, respectively.


33.    SIGNIFICANT CONTINGENT LIABILITIES AND UNRECOGNIZED COMMITMENTS

Significant contingent liabilities and unrecognized commitments of the Company as of the end of the reporting period, excluding those disclosed in other notes, were as follows:

a.    Under a technical cooperation agreement with Industrial Technology Research Institute, the R.O.C. Government or its designee approved by TSMC can use up to 35% of TSMC’s capacity provided TSMC’s outstanding commitments to its customers are not prejudiced. The term of this agreement is for five years beginning from January 1, 1987 and is automatically renewed for successive periods of five years unless otherwise terminated by either party with one year prior notice. As of the end of reporting period, the R.O.C. Government did not invoke such right.

b.    Under a Shareholders Agreement entered into with Philips and EDB Investments Pte Ltd. on March 30, 1999, the parties formed a joint venture company, SSMC, which is an integrated circuit foundry in Singapore. TSMC’s equity interest in SSMC was 32%. Nevertheless, in September 2006, Philips spun-off its semiconductor subsidiary which was renamed as NXP B.V. Further, TSMC and NXP B.V. purchased all the SSMC shares owned by EDB Investments Pte Ltd. pro rata according to the Shareholders Agreement on November 15, 2006. After the purchase, TSMC and NXP B.V. currently own approximately 39% and 61% of the SSMC shares, respectively. TSMC and NXP B.V. are required, in the aggregate, to purchase at least 70% of SSMC’s capacity, but TSMC alone is not required to purchase more than 28% of the capacity. If any party defaults on the commitment and the capacity utilization of SSMC falls below a specific percentage of its capacity, the defaulting party is required to compensate SSMC for all related unavoidable costs. There was no default from the aforementioned commitment as of the end of reporting period.

c.    TSMC entered into long-term purchase agreements of materials and supplies and agreements of waste disposal with multiple suppliers. The relative minimum fulfillment quantity and price are specified in the agreements.


- 49 -

d.    TSMC entered into a long-term purchase agreement of equipment. The relative fulfillment quantity and price are specified in the agreement.

e.    TSMC entered into long-term energy purchase agreements with multiple suppliers. The relative fulfillment period, quantity and price are specified in the agreements.

f.    Amounts available under unused letters of credit as of March 31, 2024, December 31, 2023 and March 31, 2023 were NT$451,638 thousand, NT$433,994 thousand and NT$380,336 thousand, respectively.

g.    The Company entrusted financial institutions to provide performance guarantees mainly for import and export of goods, lease agreement and energy purchase agreement. As of March 31, 2024, December 31, 2023 and March 31, 2023, the aforementioned guarantee amounted to NT$7,153,645 thousand, NT$8,012,973 thousand, and NT$7,854,413 thousand, respectively.


34.    SIGNIFICANT SUBSEQUENT EVENTS

On April 3, 2024, an earthquake struck Taiwan. The resulting damage was mostly to inventories and equipment. Based on a preliminary assessment, the Company estimated related earthquake losses to be approximately NT$3 billion, net of insurance claim, and will recognize it in the second quarter of 2024.


35.    EXCHANGE RATE INFORMATION OF FOREIGN-CURRENCY FINANCIAL ASSETS AND LIABILITIES

The following information was summarized according to the foreign currencies other than the functional currency of the Company. The exchange rates disclosed were used to translate the foreign currencies into the functional currency. The significant financial assets and liabilities denominated in foreign currencies were as follows:


Foreign Currencies
(In Thousands)
Exchange Rate
(Note 1)
Carrying Amount
(In Thousands)
March 31, 2024

Financial assets
Monetary items
USD
$16,759,68431.997$536,259,605
EUR
273,77034.6249,479,016
EUR
125,5981.082(Note2)4,348,722
JPY
64,673,3220.211713,691,342
JPY
15,947,1060.0066(Note3)3,376,002


Financial liabilities
Monetary items
USD
13,741,69231.997439,692,919
EUR
274,46534.6249,503,081
EUR
123,7311.082(Note2)4,284,063
JPY
66,472,7100.211714,072,273
JPY
15,863,5070.0066(Note3)3,358,304
(Continued)
- 50 -


Foreign Currencies
(In Thousands)
Exchange Rate
(Note 1)
Carrying Amount
(In Thousands)
December 31, 2023

Financial assets
Monetary items
USD
$14,756,97030.747$453,732,565
EUR
432,12434.17514,767,835
EUR
484,5801.111(Note2)16,560,515
JPY
13,320,7050.21922,919,899
Financial liabilities
Monetary items
USD
14,121,65330.747434,198,454
EUR
803,47234.17527,458,643
EUR
482,8691.111(Note2)16,502,044
JPY
199,911,3050.219243,820,558
March 31, 2023

Financial assets
Monetary items
USD
11,917,34530.422362,549,455
USD
689,4626.871(Note4)20,974,820
EUR
12,18733.221404,850
JPY
105,372,6970.229524,183,034
JPY
5,781,3620.0518(Note5)1,326,823
Financial liabilities
Monetary items
USD
14,664,80530.422446,132,711
EUR
1,178,50933.22139,151,260
JPY
101,796,7190.229523,362,347
JPY
7,316,9910.0518(Note5)1,679,250
(Concluded)

Note 1:    Except as otherwise noted, exchange rate represents the number of NT dollar for which one foreign currency could be exchanged.

Note 2:    The exchange rate represents the number of U.S. dollar for which one Euro could be exchanged.

Note 3:    The exchange rate represents the number of U.S. dollar for which one Japanese yen could be exchanged.

Note 4:    The exchange rate represents the number of RMB for which one U.S. dollar could be exchanged.

Note 5:    The exchange rate represents the number of RMB for which one Japanese yen could be exchanged.
- 51 -

Please refer to the consolidated statements of comprehensive income for the total of realized and unrealized foreign exchange gain and loss for the three months ended March 31, 2024 and 2023, respectively. Since there were varieties of foreign currency transactions and functional currencies within the subsidiaries of the Company, the Company was unable to disclose foreign exchange gain (loss) towards each foreign currency with significant impact.


36.    ADDITIONAL DISCLOSURES

Following are the additional disclosures required by the Securities and Futures Bureau for TSMC:

a.    Financings provided: See Table 1 attached;

b.    Endorsement/guarantee provided: See Table 2 attached;

c.    Marketable securities held (excluding investments in subsidiaries and associates): See Table 3 attached;

d.    Marketable securities acquired and disposed of at costs or prices of at least NT$300 million or 20% of the paid-in capital: See Table 4 attached;

e.    Acquisition of individual real estate properties at costs of at least NT$300 million or 20% of the paid-in capital: See Table 5 attached;

f.    Disposal of individual real estate properties at prices of at least NT$300 million or 20% of the paid-in capital: None;

g.    Total purchases from or sales to related parties of at least NT$100 million or 20% of the paid-in capital: See Table 6 attached;

h.    Receivables from related parties amounting to at least NT$100 million or 20% of the paid-in capital: See Table 7 attached;

i.    Information about the derivative financial instruments transaction: See Notes 7 and 10;

j.    Others: The business relationship between the parent and the subsidiaries and significant transactions between them: See Table 8 attached;

k.    Names, locations, and related information of investees over which TSMC exercises significant influence (excluding information on investment in mainland China): See Table 9 attached;

l.    Information on investment in mainland China

1) The name of the investee in mainland China, the main businesses and products, its issued capital, method of investment, information on inflow or outflow of capital, percentage of ownership, income (losses) of the investee, share of profits/losses of investee, ending balance, amount received as dividends from the investee, and the limitation on investee: See Table 10 attached.

2) Significant direct or indirect transactions with the investee, its prices and terms of payment, unrealized gain or loss, and other related information which is helpful to understand the impact of investment in mainland China on financial reports: See Table 8 attached.

m.    Information of major shareholders

List of all shareholders with ownership of 5 percent or greater showing the names and the number of shares and percentage of ownership held by each shareholder: See Table 11 attached.
- 52 -

37.    OPERATING SEGMENTS INFORMATION

TSMC’s chief operating decision makers periodically review operating results, focusing on operating income generated by foundry segment. Operating results are used for resource allocation and/or performance assessment. As a result, the Company has only one operating segment, the foundry segment. The foundry segment engages mainly in the manufacturing, sales, packaging, testing and computer-aided design of integrated circuits and other semiconductor devices and the manufacturing of masks.

The basis for the measurement of income from operations is the same as that for the preparation of financial statements. Please refer to the consolidated statements of comprehensive income for the related segment revenue and operating results.

- 53 -
TABLE 1


Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

FINANCINGS PROVIDED
FOR THE THREE MONTHS ENDED MARCH 31, 2024
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)



No.Financing CompanyCounterpartyFinancial Statement AccountRelated Party
Maximum
Balance for the Period (Foreign Currencies in Thousands)
(Note 3)
Ending Balance
(Foreign Currencies in Thousands)
(Note 3)
Amount Actually Drawn
(Foreign Currencies in Thousands)
Interest RateNature for FinancingTransaction AmountsReason for FinancingAllowance for Bad DebtCollateral
Financing Limits for Each Borrowing Company
(Notes 1 and 2)
Financing Company’s Total Financing Amount Limits
(Notes 1 and 2)
ItemValue





0
TSMC
TSMC Arizona
Other receivables from related parties
Yes
$
(US$
95,991,000
3,000,000
$
)
$

-$--
The need for short-term financing
$-
Capacity installation and working capital
$--$-$363,573,193$727,146,386
1
TSMC China
TSMC Nanjing
Other receivables from related parties
Yes
$
(RMB
(US$
53,380,890
8,800,000
450,000
$
)&
)
$
(RMB
(US$
53,380,890
8,800,000
450,000
$
)&
)
$
(RMB
38,982,240
8,800,000
$
)
1.30%-1.50%
The need for short-term and long-term financing
-
Operating capital
---100,528,366100,528,366




Note 1:    The amount available for lending to TSMC Arizona from TSMC shall not exceed ten percent (10%) of the net worth of TSMC, and the total amount available for lending from TSMC to borrowers shall not exceed twenty percent (20%) of the net worth of TSMC.

Note 2:    The aggregate amount available for lending to TSMC Nanjing from TSMC China shall not exceed the net worth of TSMC China.

Note 3:    The maximum balance for the period and ending balance represent the amounts approved by the Board of Directors.

- 54 -
TABLE 2


Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

ENDORSEMENTS/GUARANTEES PROVIDED
FOR THE THREE MONTHS ENDED MARCH 31, 2024
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)


No.
Endorsement/
Guarantee Provider
Guaranteed Party
Limits on Endorsement/ Guarantee Amount Provided to Each Guaranteed Party
(Notes 1 and 2)
Maximum Balance
for the Period
(Foreign Currencies in Thousands)
(Note 3)
Ending Balance
(Foreign Currencies in Thousands)
(Note 3)
Amount Actually Drawn
(US$ in Thousands)
Amount of Endorsement/ Guarantee Collateralized by PropertiesRatio of Accumulated Endorsement/ Guarantee to Net Equity per Latest Financial Statements
Maximum Endorsement/ Guarantee Amount Allowable
(Notes 1 and 2)
Guarantee
Provided by
Parent Company
Guarantee
Provided by
A Subsidiary
Guarantee
Provided to Subsidiaries in Mainland China
NameNature of Relationship





0
TSMC
TSMC North America
Subsidiary$1,454,292,772
$
(US$
2,662,576
83,213

)
$
(US$
2,662,576
83,213

)
$
(US$
2,662,576
83,213

)
$-0.07%$1,454,292,772
Yes
No
No

TSMC Global
Subsidiary1,454,292,772

(US$
239,977,500
7,500,000

)

(US$
239,977,500
7,500,000

)

(US$
239,977,500
7,500,000

)
-6.60%1,454,292,772
Yes
No
No

TSMC Arizona
Subsidiary1,454,292,772

(US$
385,001,343
12,032,420

)

(US$
385,001,343
12,032,420

)

(US$
257,013,343
8,032,420

)
-10.59%1,454,292,772
Yes
No
No
1TSMC JapanTSMC JDC
The same parent company
319,818

(JPY
279,444
1,320,000

)

(JPY
279,444
1,320,000

)

(JPY
279,444
1,320,000

)
-0.01%319,818
No
No
No










Note 1:    The total amount of the endorsement/guarantee provided by TSMC to TSMC North America, TSMC Global and TSMC Arizona shall not exceed forty percent (40%) of TSMC’s net worth.

Note 2:    The total amount of the endorsement/guarantee provided by TSMC Japan to TSMC JDC shall not exceed two hundred and fifty percent (250%) of TSMC Japan’s net worth.

Note 3:    The maximum balance for the period and ending balance represent the amounts approved by the Board of Directors.

- 55 -
TABLE 3


Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

MARKETABLE SECURITIES HELD
MARCH 31, 2024
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)


Held Company NameMarketable Securities Type and NameRelationship with the CompanyFinancial Statement AccountMarch 31, 2024Note
Shares/Units
(In Thousands)
Carrying Value
(Foreign Currencies in Thousands)
Percentage of Ownership (%)
Fair Value
(Foreign Currencies in Thousands)





TSMC
Non-publicly traded equity investments




Shin-Etsu Handotai Taiwan Co., Ltd.
-
Financial assets at fair value through other comprehensive income
10,500$450,6607$450,660


United Industrial Gases Co., Ltd.
-
〃
21,230446,85810446,858


Global Investment Holding Inc.
-
〃
10,442117,9126117,912












Commercial paper




Cathay Financial Holding Co., Ltd.
-
Financial assets at amortized cost
6976,951,320N/A6,957,258


China Steel Corporation
-
〃
2001,992,895N/A1,994,539


Formosa Chemicals & Fibre Corporation
-
〃
1201,197,542N/A1,198,621


CPC Corporation, Taiwan
-
〃
100999,376N/A999,375


Nan Ya Plastics Corporation
-
〃
100998,581N/A999,544






TSMC Partners
Fund




Matter Venture Partners Fund I, L.P.
-
Financial assets at fair value through Profit or Loss
-US$3,454-US$3,454







Non-publicly traded equity investments




Shanghai Walden Venture Capital Enterprise
-
Financial assets at fair value through other comprehensive income
-US$27,3266US$27,326


Walden Technology Ventures Investments II, L.P.
-
〃
-US$17,7579US$17,757


Walden Technology Ventures Investments III, L.P.
-
〃
-US$13,3544US$13,354


Tela Innovations
-
〃
6,942-22-







Publicly traded stocks




ARM Holdings plc
-
Financial assets at fair value through other comprehensive income
1,111US$138,837-US$138,837


Movella Holdings Inc.
-
〃
3,095US$1936US$193






TSMC Global
Corporate bond




Bank of America Corporation
-
Financial assets at fair value through other comprehensive income
-US$88,527N/AUS$88,527


Morgan Stanley
-
〃
-US$82,268N/AUS$82,268


JPMorgan Chase & Co.
-
〃
-US$69,077N/AUS$69,077


Wells Fargo & Company
-
〃
-US$65,075N/AUS$65,075


Citigroup Inc.
-
〃
-US$59,251N/AUS$59,251


The Goldman Sachs Group, Inc.
-
〃
-US$53,425N/AUS$53,425


Sumitomo Mitsui Financial Group, Inc.
-
〃
-US$42,033N/AUS$42,033


BNP Paribas SA
-
〃
-US$35,534N/AUS$35,534


HSBC Holdings plc
-
〃
-US$34,351N/AUS$34,351


Barclays PLC
-
〃
-US$33,947N/AUS$33,947


Principal Life Global Funding II
-
〃
-US$30,492N/AUS$30,492


BPCE SA
-
〃
-US$30,470N/AUS$30,470


AbbVie Inc.
-
〃
-US$29,932N/AUS$29,932






(Continued)

- 56 -
Held Company NameMarketable Securities Type and NameRelationship with the CompanyFinancial Statement AccountMarch 31, 2024Note
Shares/Units
(In Thousands)
Carrying Value
(Foreign Currencies in Thousands)
Percentage of Ownership (%)
Fair Value
(Foreign Currencies in Thousands)





TSMC Global
Sumitomo Mitsui Trust Bank, Limited
-
Financial assets at fair value through other comprehensive income
            -US$28,968N/AUS$28,968


Royal Bank of Canada
-
〃
            -US$28,322N/AUS$28,322


Banco Santander, S.A.
-
〃
            -US$27,398N/AUS$27,398


Mitsubishi UFJ Financial Group, Inc.
-
〃
            -US$27,044N/AUS$27,044


The Toronto-Dominion Bank
-
〃
            -US$25,448N/AUS$25,448


Credit Agricole SA London Branch
-
〃
            -US$24,611N/AUS$24,611


Hyundai Capital America
-
〃
            -US$24,517N/AUS$24,517


CVS Health Corporation
-
〃
            -US$24,270N/AUS$24,270


Volkswagen Group of America Finance, LLC
-
〃
            -US$23,601N/AUS$23,601


Capital One Financial Corporation
-
〃
            -US$22,777N/AUS$22,777


Danske Bank A/S
-
〃
            -US$22,096N/AUS$22,096


Bristol-Myers Squibb Company
-
〃
            -US$21,769N/AUS$21,769


Lloyds Banking Group plc
-
〃
            -US$21,284N/AUS$21,284


Glencore Funding LLC
-
〃
            -US$20,872N/AUS$20,872


Mizuho Financial Group, Inc.
-
〃
            -US$20,199N/AUS$20,199


Nationwide Building Society
-
〃
            -US$19,892N/AUS$19,892


Penske Truck Leasing Co., L.P.
-
〃
            -US$19,729N/AUS$19,729


NextEra Energy Capital Holdings, Inc.
-
〃
            -US$19,628N/AUS$19,628


Athene Global Funding
-
〃
            -US$19,269N/AUS$19,269


U.S. Bancorp.
-
〃
            -US$19,000N/AUS$19,000


Fédération des caisses Desjardins du Québec
-
〃
            -US$18,969N/AUS$18,969


National Securities Clearing Corporation
-
〃
            -US$18,412N/AUS$18,412


AIG Global Funding
-
〃
            -US$18,391N/AUS$18,391


American Express Company
-
〃
            -US$18,193N/AUS$18,193


ABN AMRO Bank N.V.
-
〃
            -US$18,153N/AUS$18,153


The Bank of New York Mellon Corporation
-
〃
            -US$18,125N/AUS$18,125


Banque Fédérative du Crédit Mutuel
-
〃
            -US$17,932N/AUS$17,932


Equitable Financial Life Global Funding
-
〃
            -US$17,886N/AUS$17,886


Oracle Corporation
-
〃
            -US$17,731N/AUS$17,731


Guardian Life Global Funding
-
〃
            -US$17,230N/AUS$17,230


NatWest Group plc
-
〃
            -US$16,659N/AUS$16,659


UnitedHealth Group Incorporated
-
〃
            -US$16,437N/AUS$16,437


Metropolitan Life Global Funding I
-
〃
            -US$15,491N/AUS$15,491


ING Groep N.V.
-
〃
            -US$15,014N/AUS$15,014


Daimler Trucks Finance North America LLC
-
〃
            -US$14,971N/AUS$14,971


Philip Morris International Inc.
-
〃
            -US$14,794N/AUS$14,794


Enel Finance International N.V.
-
〃
            -US$14,616N/AUS$14,616


UBS Group AG
-
〃
            -US$14,373N/AUS$14,373


RGA Global Funding
-
〃
            -US$13,984N/AUS$13,984


AerCap Ireland Capital Designated Activity Company
-
〃
            -US$13,901N/AUS$13,901


SMBC Aviation Capital Finance DAC
-
〃
            -US$13,738N/AUS$13,738


New York Life Global Funding
-
〃
            -US$13,577N/AUS$13,577


NTT Finance Corporation
-
〃
            -US$13,555N/AUS$13,555


Ryder System, Inc.
-
〃
            -US$13,453N/AUS$13,453


Toyota Motor Credit Corporation
-
〃
            -US$13,285N/AUS$13,285


ONEOK, Inc.
-
〃
            -US$13,274N/AUS$13,274


Amgen Inc.
-
〃
            -US$13,201N/AUS$13,201


Protective Life Global Funding
-
〃
            -US$12,990N/AUS$12,990


Southern California Edison Company
-
〃
            -US$12,780N/AUS$12,780






(Continued)
- 57 -

Held Company NameMarketable Securities Type and NameRelationship with the CompanyFinancial Statement AccountMarch 31, 2024Note
Shares/Units
(In Thousands)
Carrying Value
(Foreign Currencies in Thousands)
Percentage of Ownership (%)
Fair Value
(Foreign Currencies in Thousands)





TSMC Global
Intuit Inc.
-
Financial assets at fair value through other comprehensive income
            -US$12,548N/AUS$12,548


Pfizer Investment Enterprises Pte. Ltd.
-
〃
            -US$12,447N/AUS$12,447


Apple Inc.
-
〃
            -US$12,440N/AUS$12,440


Nomura Holdings, Inc.
-
〃
            -US$12,052N/AUS$12,052


Northwestern Mutual Global Funding
-
〃
            -US$11,813N/AUS$11,813


Bank of Montreal
-
〃
            -US$11,754N/AUS$11,754


The Bank of Nova Scotia
-
〃
            -US$11,596N/AUS$11,596


Société Générale Société anonyme
-
〃
            -US$11,555N/AUS$11,555


ERAC USA Finance LLC
-
〃
            -US$11,536N/AUS$11,536


ASB Bank Limited
-
〃
            -US$11,459N/AUS$11,459


Coöperatieve Rabobank U.A.
-
〃
            -US$11,435N/AUS$11,435


Amazon.com, Inc.
-
〃
            -US$11,348N/AUS$11,348


DTE Energy Company
-
〃
            -US$11,284N/AUS$11,284


BAE Systems plc
-
〃
            -US$11,137N/AUS$11,137


AT&T Inc.
-
〃
            -US$11,057N/AUS$11,057


Deutsche Bank AG - New York Branch
-
〃
            -US$10,821N/AUS$10,821


Verizon Communications Inc.
-
〃
            -US$10,560N/AUS$10,560


Exelon Corporation
-
〃
            -US$10,526N/AUS$10,526


Nordea Bank Abp
-
〃
            -US$10,523N/AUS$10,523


S&P Global Inc.
-
〃
            -US$10,504N/AUS$10,504


Macquarie Group Limited
-
〃
            -US$10,311N/AUS$10,311


Mercedes-Benz Finance North America LLC
-
〃
            -US$10,267N/AUS$10,267


Svenska Handelsbanken AB (publ)
-
〃
            -US$9,880N/AUS$9,880


T-Mobile USA, Inc.
-
〃
            -US$9,745N/AUS$9,745


John Deere Capital Corporation
-
〃
            -US$9,684N/AUS$9,684


General Motors Financial Company, Inc.
-
〃
            -US$9,340N/AUS$9,340


The PNC Financial Services Group, Inc.
-
〃
            -US$9,298N/AUS$9,298


Roper Technologies, Inc.
-
〃
            -US$9,244N/AUS$9,244


Public Service Enterprise Group Incorporated
-
〃
            -US$9,205N/AUS$9,205


Standard Chartered PLC
-
〃
            -US$9,106N/AUS$9,106


LSEG US Fin Corp.
-
〃
            -US$9,042N/AUS$9,042


Florida Power & Light Company
-
〃
            -US$8,989N/AUS$8,989


Realty Income Corporation
-
〃
            -US$8,971N/AUS$8,971


Merck & Co., Inc.
-
〃
            -US$8,937N/AUS$8,937


Thermo Fisher Scientific Inc.
-
〃
            -US$8,919N/AUS$8,919


Equinor ASA
-
〃
            -US$8,878N/AUS$8,878


Keurig Dr Pepper Inc.
-
〃
            -US$8,854N/AUS$8,854


Texas Instruments Incorporated
-
〃
            -US$8,614N/AUS$8,614


Honeywell International Inc.
-
〃
            -US$8,609N/AUS$8,609


Truist Financial Corporation
-
〃
            -US$8,597N/AUS$8,597


Roche Holdings, Inc.
-
〃
            -US$8,502N/AUS$8,502


Haleon US Capital LLC
-
〃
            -US$8,423N/AUS$8,423


Macquarie Bank Limited
-
〃
            -US$8,411N/AUS$8,411


COÖPERATIEVE RABOBANK U.A., NEW YORK BRANCH
-
〃
            -US$8,094N/AUS$8,094


Aon North America, Inc.
-
〃
            -US$8,037N/AUS$8,037


Lowe's Companies, Inc.
-
〃
            -US$8,002N/AUS$8,002


Tampa Electric Company
-
〃
            -US$8,002N/AUS$8,002


Kimco Realty Corporation
-
〃
            -US$7,873N/AUS$7,873


KfW
-
〃
            -US$7,871N/AUS$7,871






(Continued)
- 58 -

Held Company NameMarketable Securities Type and NameRelationship with the CompanyFinancial Statement AccountMarch 31, 2024Note
Shares/Units
(In Thousands)
Carrying Value
(Foreign Currencies in Thousands)
Percentage of Ownership (%)
Fair Value
(Foreign Currencies in Thousands)





TSMC Global
Santander UK Group Holdings plc
-
Financial assets at fair value through other comprehensive income
            -US$7,852N/AUS$7,852


Constellation Energy Generation, LLC
-
〃
            -US$7,822N/AUS$7,822


NatWest Markets Plc
-
〃
            -US$7,783N/AUS$7,783


Lockheed Martin Corporation
-
〃
            -US$7,753N/AUS$7,753


Great-West Lifeco U.S. Finance 2020, Lp
-
〃
            -US$7,706N/AUS$7,706


Inter-American Development Bank
-
〃
            -US$7,537N/AUS$7,537


RTX Corporation
-
〃
            -US$7,528N/AUS$7,528


Cox Communications, Inc.
-
〃
            -US$7,299N/AUS$7,299


AstraZeneca Finance LLC
-
〃
            -US$7,270N/AUS$7,270


Chevron Corporation
-
〃
            -US$7,060N/AUS$7,060


Pacific Gas and Electric Company
-
〃
            -US$7,035N/AUS$7,035


The East Ohio Gas Company
-
〃
            -US$7,023N/AUS$7,023


Bank of Ireland Group plc
-
〃
            -US$6,991N/AUS$6,991


Intel Corporation
-
〃
            -US$6,951N/AUS$6,951


AstraZeneca PLC
-
〃
            -US$6,794N/AUS$6,794


Pacific Life Global Funding II
-
〃
            -US$6,738N/AUS$6,738


Fiserv, Inc.
-
〃
            -US$6,693N/AUS$6,693


The Cigna Group
-
〃
            -US$6,589N/AUS$6,589


MPLX LP
-
〃
            -US$6,506N/AUS$6,506


Marriott International, Inc.
-
〃
            -US$6,503N/AUS$6,503


WEC Energy Group, Inc.
-
〃
            -US$6,502N/AUS$6,502


Met Tower Global Funding
-
〃
            -US$6,498N/AUS$6,498


Fidelity National Information Services, Inc.
-
〃
            -US$6,479N/AUS$6,479


The Charles Schwab Corporation
-
〃
            -US$6,457N/AUS$6,457


Swedbank AB (publ)
-
〃
            -US$6,386N/AUS$6,386


Take-Two Interactive Software, Inc.
-
〃
            -US$6,175N/AUS$6,175


Eaton Corporation
-
〃
            -US$6,124N/AUS$6,124


Prologis Targeted U.S. Logistics Fund L.P.
-
〃
            -US$5,983N/AUS$5,983


Equifax Inc.
-
〃
            -US$5,945N/AUS$5,945


Elevance Health, Inc.
-
〃
            -US$5,916N/AUS$5,916


Intercontinental Exchange, Inc.
-
〃
            -US$5,903N/AUS$5,903


Ameriprise Financial, Inc.
-
〃
            -US$5,790N/AUS$5,790


HEICO Corporation
-
〃
            -US$5,744N/AUS$5,744


National Bank of Canada
-
〃
            -US$5,736N/AUS$5,736


Fifth Third Bancorp
-
〃
            -US$5,724N/AUS$5,724


Scentre Group Trust 1
-
〃
            -US$5,705N/AUS$5,705


Huntington Bancshares Incorporated
-
〃
            -US$5,635N/AUS$5,635


Stryker Corporation
-
〃
            -US$5,577N/AUS$5,577


WPP Finance 2010
-
〃
            -US$5,573N/AUS$5,573


NBN Co Limited
-
〃
            -US$5,534N/AUS$5,534


Medtronic Global Holdings S.C.A.
-
〃
            -US$5,504N/AUS$5,504


Workday, Inc.
-
〃
            -US$5,498N/AUS$5,498


Discover Bank (New Castle, Delaware)
-
〃
            -US$5,488N/AUS$5,488


DNB Bank ASA
-
〃
            -US$5,482N/AUS$5,482


Magna International Inc.
-
〃
            -US$5,408N/AUS$5,408


Exxon Mobil Corporation
-
〃
            -US$5,377N/AUS$5,377


Alabama Power Company
-
〃
            -US$5,360N/AUS$5,360


Comcast Corporation
-
〃
            -US$5,327N/AUS$5,327


Starbucks Corporation
-
〃
            -US$5,323N/AUS$5,323






(Continued)
- 59 -
Held Company NameMarketable Securities Type and NameRelationship with the CompanyFinancial Statement AccountMarch 31, 2024Note
Shares/Units
(In Thousands)
Carrying Value
(Foreign Currencies in Thousands)
Percentage of Ownership (%)
Fair Value
(Foreign Currencies in Thousands)





TSMC Global
McKesson Corporation
-
Financial assets at fair value through other comprehensive income
            -US$5,251N/AUS$5,251


Sydney Airport Finance Company Pty Ltd
-
〃
            -US$5,155N/AUS$5,155


Bank of New Zealand
-
〃
            -US$5,144N/AUS$5,144


Siemens Financieringsmaatschappij N.V.
-
〃
            -US$5,072N/AUS$5,072


Citibank, N.A.
-
〃
            -US$5,050N/AUS$5,050


Virginia Electric and Power Company
-
〃
            -US$5,031N/AUS$5,031


Newmont Corporation
-
〃
            -US$5,013N/AUS$5,013


Smith & Nephew plc
-
〃
            -US$5,008N/AUS$5,008


Goldman Sachs Bank USA
-
〃
            -US$4,997N/AUS$4,997


Spire Inc.
-
〃
            -US$4,996N/AUS$4,996


Southwest Airlines Co.
-
〃
            -US$4,992N/AUS$4,992


NiSource Inc.
-
〃
            -US$4,922N/AUS$4,922


CGI Inc.
-
〃
            -US$4,868N/AUS$4,868


EIDP, Inc.
-
〃
            -US$4,833N/AUS$4,833


Brookfield Finance Inc.
-
〃
            -US$4,817N/AUS$4,817


RELX Capital Inc.
-
〃
            -US$4,794N/AUS$4,794


Ameren Corporation
-
〃
            -US$4,788N/AUS$4,788


ANZ New Zealand (Int'l) Limited
-
〃
            -US$4,687N/AUS$4,687


Air Products and Chemicals, Inc.
-
〃
            -US$4,665N/AUS$4,665


HP Inc.
-
〃
            -US$4,615N/AUS$4,615


Georgia Power Company
-
〃
            -US$4,558N/AUS$4,558


Nutrien Ltd.
-
〃
            -US$4,527N/AUS$4,527


Enbridge Inc.
-
〃
            -US$4,512N/AUS$4,512


AutoZone, Inc.
-
〃
            -US$4,511N/AUS$4,511


Morgan Stanley Bank, N.A.
-
〃
            -US$4,494N/AUS$4,494


Pioneer Natural Resources Company
-
〃
            -US$4,468N/AUS$4,468


GA Global Funding Trust
-
〃
            -US$4,439N/AUS$4,439


Otis Worldwide Corporation
-
〃
            -US$4,432N/AUS$4,432


General Mills, Inc.
-
〃
            -US$4,364N/AUS$4,364


ITC Holdings Corp.
-
〃
            -US$4,360N/AUS$4,360


State Street Corporation
-
〃
            -US$4,300N/AUS$4,300


Brighthouse Financial Global Funding
-
〃
            -US$4,156N/AUS$4,156


F&G Global Funding
-
〃
            -US$4,151N/AUS$4,151


Korea Electric Power Corporation
-
〃
            -US$4,012N/AUS$4,012


CNO Global Funding
-
〃
            -US$4,006N/AUS$4,006


AvalonBay Communities, Inc.
-
〃
            -US$3,981N/AUS$3,981


Schlumberger Investment SA
-
〃
            -US$3,972N/AUS$3,972


Monongahela Power Company
-
〃
            -US$3,964N/AUS$3,964


Lincoln National Corporation
-
〃
            -US$3,939N/AUS$3,939


Piedmont Natural Gas Company, Inc.
-
〃
            -US$3,910N/AUS$3,910


Public Storage
-
〃
            -US$3,899N/AUS$3,899


L3Harris Technologies, Inc.
-
〃
            -US$3,848N/AUS$3,848


Anheuser-Busch Companies, LLC
-
〃
            -US$3,843N/AUS$3,843


Walmart Inc.
-
〃
            -US$3,838N/AUS$3,838


Banco Bilbao Vizcaya Argentaria, S.A.
-
〃
            -US$3,836N/AUS$3,836


B.A.T. International Finance p.l.c.
-
〃
            -US$3,803N/AUS$3,803


CNH Industrial Capital LLC
-
〃
            -US$3,799N/AUS$3,799


Duke Energy Carolinas, LLC
-
〃
            -US$3,779N/AUS$3,779


Eli Lilly and Company
-
〃
            -US$3,763N/AUS$3,763






(Continued)
- 60 -

Held Company NameMarketable Securities Type and NameRelationship with the CompanyFinancial Statement AccountMarch 31, 2024Note
Shares/Units
(In Thousands)
Carrying Value
(Foreign Currencies in Thousands)
Percentage of Ownership (%)
Fair Value
(Foreign Currencies in Thousands)





TSMC Global
Fortinet, Inc.
-
Financial assets at fair value through other comprehensive income
            -US$3,681N/AUS$3,681


Appalachian Power Company
-
〃
            -US$3,659N/AUS$3,659


Norsk Hydro ASA
-
〃
            -US$3,614N/AUS$3,614


Eversource Energy
-
〃
            -US$3,538N/AUS$3,538


Parker-Hannifin Corporation
-
〃
            -US$3,531N/AUS$3,531


CenterPoint Energy Resources Corp.
-
〃
            -US$3,492N/AUS$3,492


Advocate Health & Hospitals Corporation
-
〃
            -US$3,418N/AUS$3,418


BorgWarner Inc.
-
〃
            -US$3,413N/AUS$3,413


Sempra
-
〃
            -US$3,397N/AUS$3,397


Meta Platforms, Inc.
-
〃
            -US$3,385N/AUS$3,385


B.A.T Capital Corporation
-
〃
            -US$3,329N/AUS$3,329


Cisco Systems, Inc.
-
〃
            -US$3,329N/AUS$3,329


CenterPoint Energy, Inc.
-
〃
            -US$3,325N/AUS$3,325


Pfizer Inc.
-
〃
            -US$3,307N/AUS$3,307


Microchip Technology Incorporated
-
〃
            -US$3,271N/AUS$3,271


Truist Bank
-
〃
            -US$3,199N/AUS$3,199


Verisk Analytics, Inc.
-
〃
            -US$3,194N/AUS$3,194


Republic Services, Inc.
-
〃
            -US$3,164N/AUS$3,164


Wells Fargo Bank, National Association
-
〃
            -US$3,154N/AUS$3,154


Lundin Energy Finance BV
-
〃
            -US$3,109N/AUS$3,109


Corebridge Financial, Inc.
-
〃
            -US$3,103N/AUS$3,103


UBS AG, London Branch
-
〃
            -US$3,039N/AUS$3,039


Duke Energy Corporation
-
〃
            -US$3,027N/AUS$3,027


Mutual Of Omaha Companies Global Funding
-
〃
            -US$3,027N/AUS$3,027


Atmos Energy Corporation
-
〃
            -US$3,022N/AUS$3,022


Jackson National Life Global Funding
-
〃
            -US$3,016N/AUS$3,016


Johnson & Johnson
-
〃
            -US$3,010N/AUS$3,010


Nestlé Holdings, Inc.
-
〃
            -US$3,010N/AUS$3,010


CNA Financial Corporation
-
〃
            -US$2,994N/AUS$2,994


Prologis, L.P.
-
〃
            -US$2,944N/AUS$2,944


Archer-Daniels-Midland Company
-
〃
            -US$2,925N/AUS$2,925


Southern California Gas Company
-
〃
            -US$2,915N/AUS$2,915


Xcel Energy Inc.
-
〃
            -US$2,884N/AUS$2,884


Rio Tinto Finance (USA) Limited
-
〃
            -US$2,876N/AUS$2,876


Citizens Bank, National Association
-
〃
            -US$2,872N/AUS$2,872


Canadian Imperial Bank of Commerce
-
〃
            -US$2,868N/AUS$2,868


Diageo Capital plc
-
〃
            -US$2,851N/AUS$2,851


BHP Billiton Finance (USA) Limited
-
〃
            -US$2,834N/AUS$2,834


Novartis Capital Corporation
-
〃
            -US$2,796N/AUS$2,796


CSL Finance plc
-
〃
            -US$2,795N/AUS$2,795


Baxalta Incorporated
-
〃
            -US$2,755N/AUS$2,755


7-Eleven, Inc.
-
〃
            -US$2,740N/AUS$2,740


Oncor Electric Delivery Company LLC
-
〃
            -US$2,690N/AUS$2,690


Ventas Realty, Limited Partnership
-
〃
            -US$2,682N/AUS$2,682


Weyerhaeuser Company
-
〃
            -US$2,676N/AUS$2,676


Simon Property Group, L.P.
-
〃
            -US$2,674N/AUS$2,674


Eastern Energy Gas Holdings, LLC
-
〃
            -US$2,647N/AUS$2,647


Chevron Phillips Chemical Company LLC
-
〃
            -US$2,633N/AUS$2,633


National Australia Bank Limited, New York Branch
-
〃
            -US$2,628N/AUS$2,628






(Continued)
- 61 -
Held Company NameMarketable Securities Type and NameRelationship with the CompanyFinancial Statement AccountMarch 31, 2024Note
Shares/Units
(In Thousands)
Carrying Value
(Foreign Currencies in Thousands)
Percentage of Ownership (%)
Fair Value
(Foreign Currencies in Thousands)





TSMC Global
O'Reilly Automotive, Inc.
-
Financial assets at fair value through other comprehensive income
            -US$2,593N/AUS$2,593


Masco Corporation
-
〃
            -US$2,591N/AUS$2,591


Avangrid, Inc.
-
〃
            -US$2,589N/AUS$2,589


The Estée Lauder Companies Inc.
-
〃
            -US$2,575N/AUS$2,575


The Southern Company
-
〃
            -US$2,556N/AUS$2,556


Nuveen Finance, LLC
-
〃
            -US$2,478N/AUS$2,478


Becton, Dickinson and Company
-
〃
            -US$2,469N/AUS$2,469


American Electric Power Company, Inc.
-
〃
            -US$2,444N/AUS$2,444


Bunge Limited Finance Corp.
-
〃
            -US$2,412N/AUS$2,412


CRH America, Inc.
-
〃
            -US$2,406N/AUS$2,406


W. P. Carey Inc.
-
〃
            -US$2,396N/AUS$2,396


Entergy Texas, Inc.
-
〃
            -US$2,391N/AUS$2,391


Air Lease Corporation
-
〃
            -US$2,370N/AUS$2,370


Chevron U.S.A. Inc.
-
〃
            -US$2,359N/AUS$2,359


Westpac Banking Corporation
-
〃
            -US$2,338N/AUS$2,338


Yara International ASA
-
〃
            -US$2,308N/AUS$2,308


KBC Group NV
-
〃
            -US$2,280N/AUS$2,280


Cardinal Health, Inc.
-
〃
            -US$2,252N/AUS$2,252


Empower Finance 2020, LP
-
〃
            -US$2,251N/AUS$2,251


GE HealthCare Technologies Inc.
-
〃
            -US$2,241N/AUS$2,241


ONE Gas, Inc.
-
〃
            -US$2,235N/AUS$2,235


Alliant Energy Finance, LLC
-
〃
            -US$2,227N/AUS$2,227


The Western Union Company
-
〃
            -US$2,204N/AUS$2,204


Bimbo Bakeries USA, Inc.
-
〃
            -US$2,199N/AUS$2,199


Enel Finance America, LLC
-
〃
            -US$2,197N/AUS$2,197


Dominion Energy, Inc.
-
〃
            -US$2,150N/AUS$2,150


Health Care Service Corporation, a Mutual Legal Reserve Company
-
〃
            -US$2,142N/AUS$2,142


Phillips 66
-
〃
            -US$2,061N/AUS$2,061


Humana Inc.
-
〃
            -US$2,058N/AUS$2,058


CMS Energy Corporation
-
〃
            -US$2,024N/AUS$2,024


Welltower Inc.
-
〃
            -US$2,021N/AUS$2,021


KODIT Global 2023-1 Co., Ltd.
-
〃
            -US$1,985N/AUS$1,985


Public Service Electric and Gas Company
-
〃
            -US$1,975N/AUS$1,975


Mead Johnson Nutrition Company
-
〃
            -US$1,963N/AUS$1,963


Tucson Electric Power Company
-
〃
            -US$1,954N/AUS$1,954


UBS Group Funding (Jersey) Ltd.
-
〃
            -US$1,947N/AUS$1,947


Olympus Corporation
-
〃
            -US$1,927N/AUS$1,927


Gulf Power Company
-
〃
            -US$1,899N/AUS$1,899


Shinhan Financial Group Co., Ltd.
-
〃
            -US$1,864N/AUS$1,864


Mitsubishi Corporation
-
〃
            -US$1,826N/AUS$1,826


NBK SPC Limited
-
〃
            -US$1,821N/AUS$1,821


Berkshire Hathaway Energy Company
-
〃
            -US$1,788N/AUS$1,788


USAA Capital Corp.
-
〃
            -US$1,768N/AUS$1,768


CenterPoint Energy Houston Electric, LLC
-
〃
            -US$1,760N/AUS$1,760


Element Fleet Management Corp.
-
〃
            -US$1,753N/AUS$1,753


Mondelez International, Inc.
-
〃
            -US$1,747N/AUS$1,747


Kentucky Utilities Company
-
〃
            -US$1,746N/AUS$1,746


Evergy Kansas Central, Inc.
-
〃
            -US$1,693N/AUS$1,693






(Continued)

- 62 -

Held Company NameMarketable Securities Type and NameRelationship with the CompanyFinancial Statement AccountMarch 31, 2024Note
Shares/Units
(In Thousands)
Carrying Value
(Foreign Currencies in Thousands)
Percentage of Ownership (%)
Fair Value
(Foreign Currencies in Thousands)





TSMC Global
KeySpan Corporation
-
Financial assets at fair value through other comprehensive income
            -US$1,688N/AUS$1,688


Georgia-Pacific LLC
-
〃
            -US$1,666N/AUS$1,666


Motorola Solutions, Inc.
-
〃
            -US$1,653N/AUS$1,653


University of California
-
〃
            -US$1,644N/AUS$1,644


Fox Corporation
-
〃
            -US$1,633N/AUS$1,633


eBay Inc.
-
〃
            -US$1,599N/AUS$1,599


Gulfstream Natural Gas System, L.L.C.
-
〃
            -US$1,596N/AUS$1,596


Emerson Electric Co.
-
〃
            -US$1,579N/AUS$1,579


International Business Machines Corporation
-
〃
            -US$1,565N/AUS$1,565


Burlington Northern Santa Fe, LLC
-
〃
            -US$1,547N/AUS$1,547


Jefferies Financial Group Inc.
-
〃
            -US$1,538N/AUS$1,538


Tyson Foods, Inc.
-
〃
            -US$1,528N/AUS$1,528


American Water Capital Corp.
-
〃
            -US$1,520N/AUS$1,520


APA Infrastructure Limited
-
〃
            -US$1,513N/AUS$1,513


Pricoa Global Funding I
-
〃
            -US$1,511N/AUS$1,511


Kinder Morgan, Inc.
-
〃
            -US$1,505N/AUS$1,505


Zoetis Inc.
-
〃
            -US$1,498N/AUS$1,498


Phillips 66 Company
-
〃
            -US$1,486N/AUS$1,486


Essex Portfolio, L.P.
-
〃
            -US$1,482N/AUS$1,482


Wipro IT Services LLC
-
〃
            -US$1,481N/AUS$1,481


American International Group, Inc.
-
〃
            -US$1,479N/AUS$1,479


Sprint Spectrum Co Llc
-
〃
            -US$1,455N/AUS$1,455


Cummins Inc.
-
〃
            -US$1,454N/AUS$1,454


NSTAR Electric Company
-
〃
            -US$1,451N/AUS$1,451


National Rural Utilities Cooperative Finance Corporation
-
〃
            -US$1,443N/AUS$1,443


Alimentation Couche-Tard Inc.
-
〃
            -US$1,433N/AUS$1,433


Dollar General Corporation
-
〃
            -US$1,433N/AUS$1,433


Duke Energy Florida, LLC
-
〃
            -US$1,432N/AUS$1,432


Jersey Central Power & Light Company
-
〃
            -US$1,416N/AUS$1,416


Eastern Gas Transmission and Storage, Inc.
-
〃
            -US$1,322N/AUS$1,322


Northrop Grumman Corporation
-
〃
            -US$1,300N/AUS$1,300


Andrew W. Mellon Foundation, The
-
〃
            -US$1,256N/AUS$1,256


The Williams Companies, Inc.
-
〃
            -US$1,247N/AUS$1,247


Pernod Ricard International Finance LLC
-
〃
            -US$1,237N/AUS$1,237


Union Pacific Corporation
-
〃
            -US$1,220N/AUS$1,220


NiSource Finance Corporation
-
〃
            -US$1,217N/AUS$1,217


Ecolab Inc.
-
〃
            -US$1,194N/AUS$1,194


Sysco Corporation
-
〃
            -US$1,183N/AUS$1,183


Mondelez International Holdings Netherlands B.V.
-
〃
            -US$1,114N/AUS$1,114


Ferguson Finance PLC
-
〃
            -US$1,109N/AUS$1,109


Columbia Pipeline Group, Inc.
-
〃
            -US$1,085N/AUS$1,085


Nucor Corporation
-
〃
            -US$1,073N/AUS$1,073


AIB Group plc
-
〃
            -US$1,053N/AUS$1,053


Niagara Mohawk Power Corporation
-
〃
            -US$1,047N/AUS$1,047


Enterprise Products Operating LLC
-
〃
            -US$1,031N/AUS$1,031


New York State Electric & Gas Corporation
-
〃
            -US$1,023N/AUS$1,023


EDP Finance B.V.
-
〃
            -US$1,015N/AUS$1,015


PacifiCorp
-
〃
            -US$1,008N/AUS$1,008


Sabine Pass Liquefaction, LLC
-
〃
            -US$1,008N/AUS$1,008






(Continued)
- 63 -
Held Company NameMarketable Securities Type and NameRelationship with the CompanyFinancial Statement AccountMarch 31, 2024Note
Shares/Units
(In Thousands)
Carrying Value
(Foreign Currencies in Thousands)
Percentage of Ownership (%)
Fair Value
(Foreign Currencies in Thousands)





TSMC Global
CBRE Services, Inc.
-
Financial assets at fair value through other comprehensive income
            -US$1,007N/AUS$1,007


Suntory Holdings Limited
-
〃
            -US$981N/AUS$981


Canadian Pacific Railway Company
-
〃
            -US$955N/AUS$955


AIA Group Limited
-
〃
            -US$953N/AUS$953


LYB Finance Company B.V.
-
〃
            -US$931N/AUS$931


Juniper Networks, Inc.
-
〃
            -US$929N/AUS$929


Amcor Finance (USA), Inc.
-
〃
            -US$916N/AUS$916


Lennar Corporation
-
〃
            -US$914N/AUS$914


Assurant, Inc.
-
〃
            -US$913N/AUS$913


The Interpublic Group of Companies, Inc.
-
〃
            -US$909N/AUS$909


AEP Texas Inc.
-
〃
            -US$907N/AUS$907


BAE Systems Finance Inc.
-
〃
            -US$906N/AUS$906


Reynolds American Inc.
-
〃
            -US$888N/AUS$888


TC PipeLines, LP
-
〃
            -US$885N/AUS$885


County of Palm Beach, Florida
-
〃
            -US$834N/AUS$834


TransCanada PipeLines Limited
-
〃
            -US$829N/AUS$829


Metropolitan Edison Company
-
〃
            -US$804N/AUS$804


Cox Enterprises, Inc.
-
〃
            -US$787N/AUS$787


CubeSmart, L.P.
-
〃
            -US$781N/AUS$781


Southwest Gas Corporation
-
〃
            -US$765N/AUS$765


Zimmer Biomet Holdings, Inc.
-
〃
            -US$761N/AUS$761


BP Capital Markets America, Inc.
-
〃
            -US$758N/AUS$758


Manufacturers and Traders Trust Company
-
〃
            -US$756N/AUS$756


The Brooklyn Union Gas Company
-
〃
            -US$753N/AUS$753


Veralto Corporation
-
〃
            -US$753N/AUS$753


Consolidated Edison Company of New York, Inc.
-
〃
            -US$748N/AUS$748


Voya Financial, Inc.
-
〃
            -US$747N/AUS$747


Oklahoma Gas and Electric Company
-
〃
            -US$744N/AUS$744


Mars, Incorporated
-
〃
            -US$743N/AUS$743


TELUS Corporation
-
〃
            -US$742N/AUS$742


PACCAR Financial Corp.
-
〃
            -US$740N/AUS$740


Waste Management, Inc.
-
〃
            -US$738N/AUS$738


Marsh & McLennan Companies, Inc.
-
〃
            -US$737N/AUS$737


Visa Inc.
-
〃
            -US$736N/AUS$736


Hyundai Capital Services, Inc.
-
〃
            -US$694N/AUS$694


Sky Limited
-
〃
            -US$694N/AUS$694


QNB Finance Ltd.
-
〃
            -US$678N/AUS$678


The Allstate Corporation
-
〃
            -US$673N/AUS$673


Sodexo, Inc.
-
〃
            -US$672N/AUS$672


Automatic Data Processing, Inc.
-
〃
            -US$645N/AUS$645


Baxter International Inc.
-
〃
            -US$639N/AUS$639


Reliance Standard Life Global Funding II
-
〃
            -US$627N/AUS$627


Southern Power Company
-
〃
            -US$615N/AUS$615


Florida Hurricane Catastrophe Fund Finance Corporation
-
〃
            -US$596N/AUS$596


Infor, Inc.
-
〃
            -US$592N/AUS$592


Burlington Resources Inc.
-
〃
            -US$591N/AUS$591


Columbia Pipelines Holding Company, LLC
-
〃
            -US$561N/AUS$561


Entergy Mississippi, LLC
-
〃
            -US$552N/AUS$552


Shell International Finance B.V.
-
〃
            -US$539N/AUS$539






(Continued)
- 64 -
Held Company NameMarketable Securities Type and NameRelationship with the CompanyFinancial Statement AccountMarch 31, 2024Note
Shares/Units
(In Thousands)
Carrying Value
(Foreign Currencies in Thousands)
Percentage of Ownership (%)
Fair Value
(Foreign Currencies in Thousands)





TSMC Global
Columbia Pipelines Operating Co. LLC
-
Financial assets at fair value through other comprehensive income
            -US$534N/AUS$534


State of Hawaii
-
〃
            -US$518N/AUS$518


Skandinaviska Enskilda Banken AB (publ)
-
〃
            -US$517N/AUS$517


Arizona Public Service Company
-
〃
            -US$515N/AUS$515


ConocoPhillips Company
-
〃
            -US$511N/AUS$511


Intesa Sanpaolo S.p.A.
-
〃
            -US$509N/AUS$509


Mississippi Power Company
-
〃
            -US$506N/AUS$506


Mid-Atlantic Interstate Transmission, LLC
-
〃
            -US$505N/AUS$505


MassMutual Global Funding II
-
〃
            -US$501N/AUS$501


Westpac New Zealand Limited
-
〃
            -US$496N/AUS$496


Deutsche Telekom International Finance B.V.
-
〃
            -US$488N/AUS$488


Haleon UK Capital plc
-
〃
            -US$488N/AUS$488


Commonwealth Bank of Australia
-
〃
            -US$485N/AUS$485


Genuine Parts Company
-
〃
            -US$484N/AUS$484


Trane Technologies Luxembourg Finance S.A.
-
〃
            -US$484N/AUS$484


Altria Group, Inc.
-
〃
            -US$479N/AUS$479


McCormick & Company, Incorporated
-
〃
            -US$475N/AUS$475


American Honda Finance Corporation
-
〃
            -US$458N/AUS$458


DENSO Corporation
-
〃
            -US$453N/AUS$453


Brazos Higher Education Authority Inc
-
〃
            -US$445N/AUS$445


Aker BP ASA
-
〃
            -US$431N/AUS$431


The Home Depot, Inc.
-
〃
            -US$413N/AUS$413


Target Corporation
-
〃
            -US$413N/AUS$413


National Australia Bank Limited
-
〃
            -US$412N/AUS$412


Bayer US Finance LLC
-
〃
            -US$403N/AUS$403


Aflac Incorporated
-
〃
            -US$394N/AUS$394


Gilead Sciences, Inc.
-
〃
            -US$390N/AUS$390


GlaxoSmithKline Capital Inc.
-
〃
            -US$389N/AUS$389


University of Massachusetts Building Authority
-
〃
            -US$387N/AUS$387


Sierra Pacific Power Company
-
〃
            -US$380N/AUS$380


PepsiCo, Inc.
-
〃
            -US$365N/AUS$365


CSX Corporation
-
〃
            -US$363N/AUS$363


The Norinchukin Bank
-
〃
            -US$363N/AUS$363


Cargill, Incorporated
-
〃
            -US$357N/AUS$357


Mid-America Apartments, L.P.
-
〃
            -US$308N/AUS$308


Electricité de France S.A.
-
〃
            -US$300N/AUS$300


Consumers Energy Company
-
〃
            -US$298N/AUS$298


National Grid plc
-
〃
            -US$285N/AUS$285


Nordson Corporation
-
〃
            -US$280N/AUS$280


QatarEnergy
-
〃
            -US$275N/AUS$275


Pennsylvania Electric Company
-
〃
            -US$233N/AUS$233


Bayer US Finance II LLC
-
〃
            -US$188N/AUS$188


Beth Israel Deaconess Medical Center, Inc.
-
〃
            -US$89N/AUS$89


County of Pima, Arizona
-
〃
            -US$80N/AUS$80


State of Wisconsin
-
〃
            -US$64N/AUS$64


Aon Corporation
-
〃
            -US$51N/AUS$51


Bank of America Corporation
-
Financial assets at amortized cost
            -US$733,692N/AUS$733,801


Wells Fargo & Company
-
〃
            -US$709,881N/AUS$714,192


Morgan Stanley
-
〃
            -US$599,243N/AUS$600,433






(Continued)
- 65 -
Held Company NameMarketable Securities Type and NameRelationship with the CompanyFinancial Statement AccountMarch 31, 2024Note
Shares/Units
(In Thousands)
Carrying Value
(Foreign Currencies in Thousands)
Percentage of Ownership (%)
Fair Value
(Foreign Currencies in Thousands)





TSMC Global
Citigroup Inc.
-
Financial assets at amortized cost
            -US$484,859N/AUS$485,130


The Goldman Sachs Group, Inc.
-
〃
            -US$395,526N/AUS$381,801


JPMorgan Chase & Co.
-
〃
            -US$313,591N/AUS$315,075


Goldman Sachs Finance Corp International Ltd
-
〃
            -US$109,895N/AUS$109,538


Nationwide Building Society
-
〃
            -US$10,410N/AUS$10,315


Daimler Trucks Finance North America LLC
-
〃
            -US$9,740N/AUS$9,691


Great-West Lifeco U.S. Finance 2020, Lp
-
〃
            -US$9,632N/AUS$9,512


Mizuho Financial Group, Inc.
-
〃
            -US$9,492N/AUS$9,568


UBS Group AG
-
〃
            -US$9,190N/AUS$9,114


Fédération des caisses Desjardins du Québec
-
〃
            -US$9,190N/AUS$9,104


Nomura Holdings, Inc.
-
〃
            -US$9,145N/AUS$9,040


NongHyup Bank
-
〃
            -US$8,915N/AUS$8,854


Banque Fédérative du Crédit Mutuel
-
〃
            -US$8,445N/AUS$8,433


Canadian Imperial Bank of Commerce
-
〃
            -US$8,429N/AUS$8,348


Ventas Realty, Limited Partnership
-
〃
            -US$8,304N/AUS$8,233


Banco Santander, S.A.
-
〃
            -US$8,300N/AUS$8,237


Enel Finance International N.V.
-
〃
            -US$8,259N/AUS$8,183


Protective Life Global Funding
-
〃
            -US$8,005N/AUS$7,928


CRH America, Inc.
-
〃
            -US$7,965N/AUS$7,869


Mercedes-Benz Finance North America LLC
-
〃
            -US$7,960N/AUS$7,950


BPCE SA
-
〃
            -US$7,918N/AUS$7,853


Sydney Airport Finance Company Pty Ltd
-
〃
            -US$7,752N/AUS$7,681


Sumitomo Mitsui Financial Group, Inc.
-
〃
            -US$7,602N/AUS$7,565


AIG Global Funding
-
〃
            -US$7,551N/AUS$7,482


Banco Bilbao Vizcaya Argentaria, S.A.
-
〃
            -US$7,108N/AUS$7,058


Southern California Edison Company
-
〃
            -US$5,928N/AUS$5,920


NatWest Markets Plc
-
〃
            -US$5,531N/AUS$5,492


F&G Global Funding
-
〃
            -US$5,513N/AUS$5,443


BNP Paribas SA
-
〃
            -US$5,287N/AUS$5,261


ING Groep N.V.
-
〃
            -US$5,255N/AUS$5,282


Athene Global Funding
-
〃
            -US$5,150N/AUS$5,084


Hyundai Capital Services, Inc.
-
〃
            -US$5,038N/AUS$4,992


Svenska Handelsbanken AB (publ)
-
〃
            -US$4,744N/AUS$4,764


QNB Finance Ltd.
-
〃
            -US$4,453N/AUS$4,455


Sumitomo Mitsui Trust Bank, Limited
-
〃
            -US$4,172N/AUS$4,130


Lloyds Banking Group plc
-
〃
            -US$3,982N/AUS$3,952


Deutsche Bank AG - New York Branch
-
〃
            -US$3,979N/AUS$3,941


Volkswagen Group of America Finance, LLC
-
〃
            -US$3,872N/AUS$3,822


Mitsubishi UFJ Financial Group, Inc.
-
〃
            -US$3,773N/AUS$3,750


Jackson National Life Global Funding
-
〃
            -US$3,350N/AUS$3,290


ANZ New Zealand (Int'l) Limited
-
〃
            -US$3,267N/AUS$3,231


Scottish Power Limited
-
〃
            -US$3,186N/AUS$3,184


Spectra Energy Partners, LP
-
〃
            -US$2,856N/AUS$2,822


National Bank of Canada
-
〃
            -US$2,114N/AUS$2,114


Georgia-Pacific LLC
-
〃
            -US$1,264N/AUS$1,258


GA Global Funding Trust
-
〃
            -US$1,179N/AUS$1,178


Reliance Standard Life Global Funding II
-
〃
            -US$1,090N/AUS$1,083


Barclays Bank PLC
-
〃
            -US$748N/AUS$748


AIA Group Limited
-
〃
            -US$588N/AUS$588






(Continued)

- 66 -

Held Company NameMarketable Securities Type and NameRelationship with the CompanyFinancial Statement AccountMarch 31, 2024Note
Shares/Units
(In Thousands)
Carrying Value
(Foreign Currencies in Thousands)
Percentage of Ownership (%)
Fair Value
(Foreign Currencies in Thousands)





TSMC Global
Agency mortgage-backed securities




FEDERAL NATIONAL MORTGAGE ASSOCIATION
-
Financial assets at fair value through other comprehensive income
            -US$676,978N/AUS$676,978


Federal Home Loan Mortgage Corporation
-
〃
            -US$349,415N/AUS$349,415


Government National Mortgage Association
-
〃
            -US$265,032N/AUS$265,032







Government bond/Agency bonds




United States Department of The Treasury
-
Financial assets at fair value through other comprehensive income
            -US$670,867N/AUS$670,867


Federal Home Loan Mortgage Corporation
-
〃
            -US$4,990N/AUS$4,990


FEDERAL NATIONAL MORTGAGE ASSOCIATION
-
〃
            -US$1,071N/AUS$1,071


United States Department of The Treasury
-
Financial assets at amortized cost
            -US$118,669N/AUS$117,913


Federal Home Loan Banks
-
〃
            -US$55,000N/AUS$54,991


Federal Home Loan Mortgage Corporation
-
〃
            -US$30,000N/AUS$30,028







Asset-backed securities




Toyota Auto Receivables 2022-B Owner Trust
-
Financial assets at fair value through other comprehensive income
            -US$10,719N/AUS$10,719


Wells Fargo Commercial Mortgage Trust 2016-Bnk1
-
〃
            -US$9,971N/AUS$9,971


JPMBB Commercial Mortgage Securities Trust 2014-C24
-
〃
            -US$9,891N/AUS$9,891


Gm Financial Consumer Automobile Receivables Trust 2023-3
-
〃
            -US$8,943N/AUS$8,943


Ford Credit Auto Owner Trust 2021-Rev2
-
〃
            -US$7,694N/AUS$7,694


Toyota Auto Loan Extended Note Trust 2023-1
-
〃
            -US$7,301N/AUS$7,301


Citigroup Commercial Mortgage Trust 2015-GC33
-
〃
            -US$7,120N/AUS$7,120


Ford Credit Auto Owner Trust 2020-REV2
-
〃
            -US$6,898N/AUS$6,898


Hyundai Auto Receivables Trust 2023-B
-
〃
            -US$6,242N/AUS$6,242


BBCMS Mortgage Trust 2020-C8
-
〃
            -US$6,191N/AUS$6,191


Morgan Stanley Capital I Trust 2021-L6
-
〃
            -US$5,987N/AUS$5,987


Honda Auto Receivables 2023-2 Owner Trust
-
〃
            -US$5,972N/AUS$5,972


Bank 2020-BNK26
-
〃
            -US$5,890N/AUS$5,890


Hudson Yards 2016-10HY Mortgage Trust
-
〃
            -US$5,839N/AUS$5,839


Benchmark 2019-B11 Mortgage Trust
-
〃
            -US$5,749N/AUS$5,749


Hyundai Auto Receivables Trust 2021-C
-
〃
            -US$5,724N/AUS$5,724


Citigroup Commercial Mortgage Trust 2021-PRM2
-
〃
            -US$5,560N/AUS$5,560


Bank 2017 - BNK7
-
〃
            -US$5,544N/AUS$5,544


Bank 2021-bnk33
-
〃
            -US$5,495N/AUS$5,495


Benchmark 2019-B12 Mortgage Trust
-
〃
            -US$5,432N/AUS$5,432


Morgan Stanley Bank America Merrill Lynch Trust 2016-C30
-
〃
            -US$5,330N/AUS$5,330


BBCMS 2018-Tall Mortgage Trust
-
〃
            -US$5,280N/AUS$5,280


Bank 2023-BNK46
-
〃
            -US$5,244N/AUS$5,244


Honda Auto Receivables 2024-1 Owner Trust
-
〃
            -US$5,174N/AUS$5,174


Benchmark 2023-B39 Mortgage Trust
-
〃
            -US$5,166N/AUS$5,166


MSWF Commercial Mortgage Trust 2023-1
-
〃
            -US$5,160N/AUS$5,160


Wells Fargo Commercial Mortgage Trust 2016-C35
-
〃
            -US$5,040N/AUS$5,040


Wells Fargo Commercial Mortgage Trust 2021-C59
-
〃
            -US$4,865N/AUS$4,865


CSAIL 2018-CX11
-
〃
            -US$4,806N/AUS$4,806


Bank 2017-Bnk6
-
〃
            -US$4,799N/AUS$4,799


Morgan Stanley Capital I Trust 2016 - BNK2 Fund
-
〃
            -US$4,688N/AUS$4,688


GM Financial Revolving Receivables Trust 2021-1
-
〃
            -US$4,553N/AUS$4,553


Bank 2017-BNK9
-
〃
            -US$4,187N/AUS$4,187


MRCD 2019-Prkc Mortgage Trust
-
〃
            -US$4,083N/AUS$4,083






(Continued)

- 67 -

Held Company NameMarketable Securities Type and NameRelationship with the CompanyFinancial Statement AccountMarch 31, 2024Note
Shares/Units
(In Thousands)
Carrying Value
(Foreign Currencies in Thousands)
Percentage of Ownership (%)
Fair Value
(Foreign Currencies in Thousands)





TSMC Global
Benchmark 2023-V3 Mortgage Trust
-
Financial assets at fair value through other comprehensive income
            -US$4,081N/AUS$4,081


Msbam 2016-C29
-
〃
            -US$4,015N/AUS$4,015


JPMCC 2017-JP7
-
〃
            -US$3,744N/AUS$3,744


Bmw Vehicle Owner Trust 2023-A
-
〃
            -US$3,615N/AUS$3,615


BANK 2017-BNK5
-
〃
            -US$3,596N/AUS$3,596


Discover Card Execution Note Trust
-
〃
            -US$3,494N/AUS$3,494


Citigroup Commercial Mortgage Trust 2019-Gc43
-
〃
            -US$3,216N/AUS$3,216


Msbam 2016-C31
-
〃
            -US$3,024N/AUS$3,024


Bank 2019-Bnk22
-
〃
            -US$3,010N/AUS$3,010


Commerce 2015-CCRE24 Mortgage Trust
-
〃
            -US$3,008N/AUS$3,008


WFRBS Commercial Mortgage Trust 2014-C25
-
〃
            -US$2,952N/AUS$2,952


Five 2023-V1 Mortgage Trust
-
〃
            -US$2,872N/AUS$2,872


Bmo 2023-C5 Mortgage Trust
-
〃
            -US$2,803N/AUS$2,803


Sreit Commercial Mortgage Trust 2021-Mfp
-
〃
            -US$2,755N/AUS$2,755


CGCMT 2017-P8 Mortgage Trust
-
〃
            -US$2,670N/AUS$2,670


Benchmark 2019-B15 Mortgage Trust
-
〃
            -US$2,551N/AUS$2,551


Honda Auto Receivables 2023-1 Owner Trust
-
〃
            -US$2,505N/AUS$2,505


Toyota Auto Receivables 2023-C Owner Trust
-
〃
            -US$2,503N/AUS$2,503


Benchmark 2018-B3 Commercial Mortgage Trust
-
〃
            -US$2,470N/AUS$2,470


Ford Credit Auto Owner Trust 2020-Rev1
-
〃
            -US$2,426N/AUS$2,426


Honda Auto Receivables 2021 - 4 Owner Trust
-
〃
            -US$2,417N/AUS$2,417


JPMDB 2017-C7
-
〃
            -US$2,393N/AUS$2,393


GS Mortgage Securities Trust 2015-GC32
-
〃
            -US$2,385N/AUS$2,385


Hyundai Auto Receivables Trust 2021-B
-
〃
            -US$2,339N/AUS$2,339


Citigroup Commercial Mortgage Trust 2016-C1
-
〃
            -US$2,298N/AUS$2,298


Toyota Auto Receivables 2024-A Owner Trust
-
〃
            -US$2,294N/AUS$2,294


Benchmark 2020-B18 Mortgage Trust
-
〃
            -US$2,225N/AUS$2,225


Citigroup Commercial Mortgage Trust 2015-P1
-
〃
            -US$2,188N/AUS$2,188


Citigroup Commercial Mortgage Trust 2015-GC27
-
〃
            -US$2,125N/AUS$2,125


Wells Fargo Commercial Mortgage Trust 2020-C55
-
〃
            -US$2,124N/AUS$2,124


Toyota Auto Receivables 2023 D Owner Trust
-
〃
            -US$2,123N/AUS$2,123


Ford Credit Auto Owner Trust 2023-C
-
〃
            -US$2,120N/AUS$2,120


Ubs 2018-C13
-
〃
            -US$2,052N/AUS$2,052


Ford Credit Auto Owner Trust 2023-A
-
〃
            -US$1,982N/AUS$1,982


GM Financial Consumer Automobile Receivables Trust 2023-2
-
〃
            -US$1,969N/AUS$1,969


Benchmark 2018-B4 Mortgage Trust
-
〃
            -US$1,944N/AUS$1,944


Bmark 2018-B5
-
〃
            -US$1,924N/AUS$1,924


Mhc Commercial Mortgage Trust 2021-Mhc
-
〃
            -US$1,912N/AUS$1,912


Dolp Trust 2021-NYC
-
〃
            -US$1,856N/AUS$1,856


Mercedes-Benz Auto Receivables Trust 2023-1
-
〃
            -US$1,673N/AUS$1,673


Wells Fargo Commercial Mortgage Trust 2015-C30
-
〃
            -US$1,560N/AUS$1,560


JPMBB Commercial Mortgage Securities Trust 2015-C27
-
〃
            -US$1,535N/AUS$1,535


Hyundai Auto Receivables Trust 2022-A
-
〃
            -US$1,525N/AUS$1,525


UBS Commercial Mortgage Trust 2018-C11
-
〃
            -US$1,500N/AUS$1,500


American Express Credit Account Master Trust , series 2023-1
-
〃
            -US$1,497N/AUS$1,497


COMM 2020-CBM Mortgage Trust
-
〃
            -US$1,487N/AUS$1,487


Morgan Stanley Capital I Trust
-
〃
            -US$1,467N/AUS$1,467


Morgan Stanley Capital I Trust 2021-L5
-
〃
            -US$1,370N/AUS$1,370


Wells Fargo Commercial Mortgage Trust 2015-C29
-
〃
            -US$1,252N/AUS$1,252






(Continued)
- 68 -
Held Company NameMarketable Securities Type and NameRelationship with the CompanyFinancial Statement AccountMarch 31, 2024Note
Shares/Units
(In Thousands)
Carrying Value
(Foreign Currencies in Thousands)
Percentage of Ownership (%)
Fair Value
(Foreign Currencies in Thousands)





TSMC Global
Ford Credit Auto Owner Trust 2022-C
-
Financial assets at fair value through other comprehensive income
            -US$1,238N/AUS$1,238


Wells Fargo Commercial Mortgage Trust 2018-C44
-
〃
            -US$1,223N/AUS$1,223


Gs Mortgage Securities Trust 2018-Gs10
-
〃
            -US$1,219N/AUS$1,219


GM Financial Consumer Automobile Receivables Trust 2023-1
-
〃
            -US$1,212N/AUS$1,212


FORD CREDIT AUTO OWNER TRUST 2023-REV2
-
〃
            -US$1,114N/AUS$1,114


American Express Credit Account Master Trust
-
〃
            -US$1,007N/AUS$1,007


Morgan Stanley Capital I Trust 2015 - UBS8
-
〃
            -US$965N/AUS$965


Wells Fargo Commercial Mortgage Trust 2016-LC24
-
〃
            -US$942N/AUS$942


Citigroup Commercial Mortgage Trust 2016-C3
-
〃
            -US$940N/AUS$940


Ford Credit Auto Owner Trust 2022-A
-
〃
            -US$889N/AUS$889


Bank 2023-Bnk45
-
〃
            -US$863N/AUS$863


BBCMS Mortgage Trust 2018-C2
-
〃
            -US$846N/AUS$846


Benchmark 2021-B24 Mortgage Trust
-
〃
            -US$835N/AUS$835


Nissan Auto Receivables 2023-A Owner Trust
-
〃
            -US$825N/AUS$825


COMM Mortgage Trust Series 2015-LC19
-
〃
            -US$784N/AUS$784


DBJPM 2016-C1 Mortgage Trust
-
〃
            -US$760N/AUS$760


Honda Auto Receivables 2022-2 Owner Trust
-
〃
            -US$731N/AUS$731


Citigroup Commercial Mortgage Trust 2015-GC35
-
〃
            -US$689N/AUS$689


Toyota Auto Receivables 2021-D Owner Trust
-
〃
            -US$653N/AUS$653


Wells Fargo Commercial Mortgage Trust 2017-C40
-
〃
            -US$645N/AUS$645


JPMBB Commercial Mortgage Securities Trust 2015-C28
-
〃
            -US$619N/AUS$619


JPMCC Commercial Mortgage Securities Trust 2016 - JP3
-
〃
            -US$581N/AUS$581


JPMBB Commercial Mortgage Securities Trust 2016-C1
-
〃
            -US$578N/AUS$578


Wells Fargo Commercial Mortgage Trust 2015-C28
-
〃
            -US$532N/AUS$532


Gm Financial Consumer Automobile Receivables Trust 2024-1
-
〃
            -US$465N/AUS$465


Citigroup Commercial Mortgage Trust 2018-C5
-
〃
            -US$401N/AUS$401


Toyota Auto Receivables 2021-C Owner Trust
-
〃
            -US$390N/AUS$390


Honda Auto Receivables 2021-2 Owner Trust
-
〃
            -US$275N/AUS$275


Wells Fargo Commercial Mortgage Trust 2015-NXS3
-
〃
            -US$225N/AUS$225


Ford Credit Auto Owner Trust 2022-B
-
〃
            -US$201N/AUS$201


Porsche Financial Auto Securitization Trust 2023-1
-
〃
            -US$199N/AUS$199


JPMCC 2015 - JP1
-
〃
            -US$152N/AUS$152


Benchmark 2019-B14 Mortgage Trust
-
〃
            -US$150N/AUS$150


Wells Fargo Commercial Mortgage Trust 2015-LC20
-
〃
            -US$125N/AUS$125


COMM 2015-CCRE22 Mortgage Trust
-
〃
            -US$112N/AUS$112


Morgan Stanley Capital I Trust 2018-H3
-
〃
            -US$105N/AUS$105


JPMDB Commercial Mortgage Securities Trust 2019-COR6
-
〃
            -US$81N/AUS$81


GS Mortgage Securities Trust 2014-GC24
-
〃
            -US$61N/AUS$61


Morgan Stanley Capital I Trust 2019-H7
-
〃
            -US$58N/AUS$58


Bank 2019-BNK23
-
〃
            -US$46N/AUS$46


GS Mortgage Securities Trust 2014-GC26
-
〃
            -US$41N/AUS$41


Morgan Stanley Capital I Trust 2019-H6
-
〃
            -US$32N/AUS$32


BBCMS Mortgage Trust 2020-C7
-
〃
            -US$27N/AUS$27


Citigroup Commercial Mortgage Trust 2014-GC23
-
〃
            -US$18N/AUS$18







Non-publicly traded equity investments




Primavera Capital Fund II L.P.
-
Financial assets at fair value through other comprehensive income
            -US$85,5814US$85,581






(Continued)

- 69 -

Held Company NameMarketable Securities Type and NameRelationship with the CompanyFinancial Statement AccountMarch 31, 2024Note
Shares/Units
(In Thousands)
Carrying Value
(Foreign Currencies in Thousands)
Percentage of Ownership (%)
Fair Value
(Foreign Currencies in Thousands)





VTAF II
Non-publicly traded equity investments




5V Technologies, Inc.
-
Financial assets at fair value through other comprehensive income
1$--$-


Aether Systems, Inc.
-
〃
1,085-20-


Publicly traded stocks




Sentelic Corporation
-
Financial assets at fair value through other comprehensive income
882US$3,4063US$3,406






VTAF III
Non-publicly traded equity investments




LiquidLeds Lighting Corp.
-
Financial assets at fair value through other comprehensive income
1,952US$80014US$800


Mutual-Pak
-
〃
1,701US$33717US$337


Neoconix, Inc.
-
〃
4,147US$174-US$174






Emerging Fund
Convertible bonds




Movandi Corporation
-
Financial assets at fair value through Profit or Loss
-US$4,218N/AUS$4,218


Encharge AI, Inc.
-
〃
-US$3,159N/AUS$3,159







Non-publicly traded equity investments




Ayar Labs, Inc.
-
Financial assets at fair value through other comprehensive income
345US$5,0001US$5,000


Empower Semiconductor, Inc.
-
〃
868US$5,0003US$5,000


Ethernovia Inc.
-
〃
1,021US$5,0003US$5,000


Lyte AI, Inc.
-
〃
1,128US$5,0004US$5,000


RiVos, Inc.
-
〃
2,568US$5,0001US$5,000


EdgeQ, Inc.
-
〃
1,176US$4,7712US$4,771


SiMa Technologies, Inc.
-
〃
564US$4,0001US$4,000


Xsight Labs Ltd.
-
〃
500US$4,0001US$4,000


NeuReality Ltd.
-
〃
122US$3,1942US$3,194


Ambiq Micro, Inc.
-
〃
3,318US$3,0001US$3,000


Atlas Magnetics, Co.
-
〃
1,500US$3,0003US$3,000


Kinara, Inc.
-
〃
2,015US$3,0002US$3,000


xMEMS Labs, Inc.
-
〃
3,000US$3,0003US$3,000


Reed Semiconductor Corp.
-
〃
500US$2,0001US$2,000







Publicly traded stocks




Astera Labs, Inc.
-
Financial assets at fair value through other comprehensive income
744US$55,171-US$55,171






TSMC Development
Convertible preferred stocks




IMS Nanofabrication Global, LLC
-
Financial assets at fair value through Profit or Loss
-US$432,79510US$432,795






Growth Fund
Non-publicly traded equity investments




CNEX Labs, Inc.
-
Financial assets at fair value through other comprehensive income
33US$133-US$133







Publicly traded stocks




Astera Labs, Inc.
-
Financial assets at fair value through other comprehensive income
319US$23,631-US$23,631


Marvell Technology Group Ltd.
-
〃
27US$1,886-US$1,886






(Concluded)

- 70 -
TABLE 4


Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

MARKETABLE SECURITIES ACQUIRED AND DISPOSED OF AT COSTS OR PRICES OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL
FOR THE THREE MONTHS ENDED MARCH 31, 2024
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)


Company NameMarketable Securities
Type and Name		Financial Statement AccountCounterpartyNature of RelationshipBeginning BalanceAcquisitionDisposal
Ending Balance (Note)
Shares/Units
(In Thousands)
Amount
(Foreign
Currencies in
Thousands)
Shares/Units
(In Thousands)
Amount
(Foreign
Currencies in
Thousands)
Shares/Units
(In Thousands)
Amount
(Foreign
Currencies in
Thousands)
Carrying Value
(Foreign
Currencies in
Thousands)
Gain/Loss on Disposal
(Foreign
Currencies in
Thousands)
Shares/Units
(In Thousands)
Amount
(Foreign
Currencies in
Thousands)





TSMC
Non-publicly traded equity investments




TSMC Arizona
Investments accounted for using equity method
-
-
10,500$298,604,9751,000$31,558,800            -$-$-$-11,500$341,369,324

JASM
〃
-
-
2,26947,087,14052211,144,154            ----2,79155,731,847

Emerging Fund
〃
-
-
-1,901,742-382,061            -----3,822,661






Commercial paper




Nan Ya Plastics Corporation
Financial assets at amortized cost
-
-
6005,976,677--            5005,000,0005,000,000-100998,581

Taiwan Power Company
〃
-
-
50498,916--            50500,000500,000---

Formosa Plastics Corporation
〃
-
-
100996,260--            1001,000,0001,000,000---





TSMC Partners
Publicly traded stocks




ARM Holdings plc
Financial assets at fair value through other comprehensive income
-
-
1,961US$147,353-US$-            850    US$101,535US$43,350US$58,1851,111US$138,837





TSMC Global
Corporate bond




Morgan Stanley
Financial assets at fair value through other comprehensive income
-
-
-US$76,777-US$10,877            -US$5,599US$5,585US$14-US$82,268

JPMorgan Chase & Co.
〃
-
-
-US$62,267-US$9,710            -US$2,994US$3,002US$(8)-US$69,077

Wells Fargo & Company
〃
-
-
-US$58,351-US$10,062            -US$3,325US$3,338US$(13)-US$65,075

Citigroup Inc.
〃
-
-
-US$50,436-US$10,970            -US$2,258US$2,300US$(42)-US$59,251

The Goldman Sachs Group, Inc.
〃
-
-
-US$58,554-US$9,161            -US$14,532US$14,551US$(19)-US$53,425

BNP Paribas SA
〃
-
-
-US$20,345-US$20,735            -US$5,680US$5,680US$--US$35,534

Principal Life Global Funding II
〃
-
-
-US$17,932-US$13,817            -US$1,377US$1,424US$(47)-US$30,492

Sumitomo Mitsui Trust Bank, Limited
〃
-
-
-US$17,286-US$14,372            -US$2,861US$2,890US$(29)-US$28,968

Mitsubishi UFJ Financial Group, Inc.
〃
-
-
-US$36,903-US$-            -US$10,030US$10,141US$(111)-US$27,044

Hyundai Capital America
〃
-
-
-US$13,567-US$10,887            -US$-US$-US$--US$24,517

Bristol-Myers Squibb Company
〃
-
-
-US$4,604-US$21,106            -US$4,100US$4,145US$(45)-US$21,769

Glencore Funding LLC
〃
-
-
-US$1,556-US$19,310            -US$-US$-US$--US$20,872

NatWest Group plc
〃
-
-
-US$6,360-US$10,261            -US$-US$-US$--US$16,659

SMBC Aviation Capital Finance DAC
〃
-
-
-US$1,747-US$11,997            -US$-US$-US$--US$13,738

DTE Energy Company
〃
-
-
-US$1,685-US$9,594            -US$-US$-US$--US$11,284
BAE Systems plc
〃
-
-
-US$--US$11,076            -US$-US$-US$--US$11,137
Mercedes-Benz Finance North America LLC
〃
-
-
-US$--US$10,294            -US$-US$-US$--US$10,267





(Continued)

- 71 -

Company NameMarketable Securities
Type and Name		Financial Statement AccountCounterpartyNature of RelationshipBeginning BalanceAcquisitionDisposalEnding Balance (Note)
Shares/Units
(In Thousands)
Amount
(Foreign
Currencies in
Thousands)
Shares/Units
(In Thousands)
Amount
(Foreign
Currencies in
Thousands)
Shares/Units
(In Thousands)
Amount
(Foreign
Currencies in
Thousands)
Carrying Value
(Foreign
Currencies in
Thousands)
Gain/Loss on Disposal
(Foreign
Currencies in
Thousands)
Shares/Units
(In Thousands)
Amount
(Foreign
Currencies in
Thousands)





TSMC Global
Bank of America Corporation
Financial assets at amortized cost
--            -US$799,449            -US$55,565            -US$124,000US$124,000US$-            -US$733,692
Wells Fargo & Company
〃--            -US$619,830            -US$102,372            -US$15,000US$15,000US$-            -US$709,881
Morgan Stanley
〃--            -US$566,880            -US$29,543            -US$-US$-US$-            -US$599,243
Citigroup Inc.
〃--            -US$271,462            -US$212,178            -US$-US$-US$-            -US$484,859
The Goldman Sachs Group, Inc.
〃--            -US$432,811            -US$29,886            -US$68,000US$68,000US$-            -US$395,526
JPMorgan Chase & Co.
〃--            -US$391,868            -US$14,443            -US$95,000US$95,000US$-            -US$313,591
Goldman Sachs Finance Corp International Ltd
〃--            -US$99,905            -US$110,000            -US$100,000US$100,000US$-            -US$109,895
Citigroup Global Markets Inc.
〃--            -US$149,951            -US$-            -US$150,000US$150,000US$-            -US$-
Citigroup Global Markets Holdings Inc.
〃--            -US$99,968            -US$-            -US$100,000US$100,000US$-            -US$-

Agency mortgage-backed securities
FEDERAL NATIONAL MORTGAGE ASSOCIATION
Financial assets at fair value through other comprehensive income
--            -US$658,944            -US$47,321            -US$18,914US$18,949US$(35)            -US$676,978
Federal Home Loan Mortgage Corporation
〃--            -US$350,328            -US$16,761            -US$12,130US$12,269US$(139)            -US$349,415
Government National Mortgage Association
〃--            -US$225,310            -US$50,491            -US$6,836US$6,942US$(106)            -US$265,032

Government bond/Agency bonds
United States Department of The Treasury
Financial assets at fair value through other comprehensive income
--            -US$718,479            -US$10,530            -US$55,482US$56,320US$(838)            -US$670,867
United States Department of The Treasury
Financial assets at amortized cost
--            -US$88,940            -US$29,667            -US$-US$-US$-            -US$118,669
Federal Home Loan Banks
〃--            -US$225,000            -US$30,000            -US$200,000US$200,000US$-            -US$55,000
Federal Home Loan Mortgage Corporation
〃--            -US$135,000            -US$30,000            -US$135,000US$135,000US$-            -US$30,000

Note:    The ending balance includes the realized gain/loss on equity investment, the amortization of premium/discount on bonds investments and other related adjustment.
(Concluded)

- 72 -
TABLE 5


Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

ACQUISITION OF INDIVIDUAL REAL ESTATE PROPERTIES AT COSTS OF AT LEAST NT$300 MILLION OR 20% OF THE PAID-IN CAPITAL
FOR THE THREE MONTHS ENDED MARCH 31, 2024
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)


Company Name
Types of
Property
Transaction Date
Transaction Amount
(Foreign Currencies in Thousands)
Payment TermCounterpartyNature of RelationshipsPrior Transaction of Related CounterpartyPrice ReferencePurpose of Acquisition
Other
Terms
OwnerRelationshipsTransfer DateAmount






TSMC
Real estate
February 6, 2024
(Note)
US$ 2,155,000
(Note)
Based on the terms in the purchase order
96 counterparties (Note), including:
-N/AN/AN/AN/A
Price comparison and price negotiation
Manufacturing
purpose
None



ABB Ltd.






Accudevice Co., Ltd.






Air Liquide Far Eastern Ltd.






Allis Electric Co., Ltd.






Am-Power Machine International Enterprise Co., Ltd.






Atlas Copco Taiwan Ltd.






Atlas Technology Corp.






Capital Machinery Limited






Chang Chun Petrochemical Co., Ltd.






Chen Yuan International Co., Ltd.






Chenfull International Co., Ltd.






Cheng Deh Fire Protection Industrial Corp.






Chien Kuo Construction Co., Ltd.






China Steel Structure Co., Ltd.






Chun Yuan Steel Industry Co., Ltd.






Chung-Lin General Contractors, Ltd.






Cica-Huntek Chemical Technology Taiwan Co., Ltd.






Confederate Technology Co., Ltd.






CTCI Smart Engineering Corporation









(Continued)

- 73 -
Company Name
Types of
Property
Transaction Date
Transaction Amount
(Foreign Currencies in Thousands)
Payment TermCounterpartyNature of RelationshipsPrior Transaction of Related CounterpartyPrice ReferencePurpose of Acquisition
Other
Terms
OwnerRelationshipsTransfer DateAmount






TSMC
Real estate

Da-Cin Construction Co., Ltd.





Desiccant Technology Co., Ltd.






Evergreen Steel Corporation






Exyte Taiwan Co., Ltd.






Fortune Electric Co., Ltd.






Fu Tsu Construction Co., Ltd.






Gang-Wei Construction Ltd.






Hantech Engineering Co., Ltd.






Hsieh Kun Co., Ltd.






Hueng Luei Process Industry Co., Ltd.






Ingersoll-Rand Southeast Asia (Pte) Ltd. Taiwan Branch (Singapore)






J.C. Yang Architect and Associates






JG Environmental Technology Co., Ltd.






JJmr-Clean-Air Solution Tech.Services Co., Ltd.






Jusun Instruments Co., Ltd.






Kaohsiung City Government






Kedge Construction Co., Ltd.






Kinetics Technology Corporation






L&K Engineering Co., Ltd.






Lead-Fu Industrials Corporation






Lee Ming Construction Co., Ltd.






Li Jin Engineering Co., Ltd






Mandartech Interiors Inc.






Marketech Integrated Pte Ltd






Mega Union Technology Incorporated






Organo Technology Co., Ltd.






Ovivo Taiwan Co., Ltd.






Pan Asia (Engineers & Constructors) Corporation






Ruentex Engineering & Construction Co., Ltd.









(Continued)

- 74 -

Company Name
Types of
Property
Transaction Date
Transaction Amount
(Foreign Currencies in Thousands)
Payment TermCounterpartyNature of RelationshipsPrior Transaction of Related CounterpartyPrice ReferencePurpose of Acquisition
Other
Terms
OwnerRelationshipsTransfer DateAmount






TSMC
Real estate

San Fu Chemical Co., Ltd.





Schneider Electric Taiwan Co., Ltd.






Shihlin Electric & Engineering Corporation






Siemens Limited






Solomon Technology Corporation






Swift Engineering Co., Ltd.






Taiwan Gleno Enterprise Co., Ltd.






Taiwan Obayashi Corporation






Taiwan Puritic Corp.






TASA Construction Corporation






Techgo Industrial Co., Ltd.






Transcene Corporation






Trusval Technology Co., Ltd.






Tung Kang Steel Structure Corp.






Uangyih-Tech Industrial Co., Ltd.






Unelectra International Corp.






United Integrated Services Co., Ltd






Versum Materials Taiwan Co., Ltd.






Wei Shung Technology Corporation






Weltall Technology Corporation






Wholetech System Hitech Limited






Yangtech Engineering Co., Ltd.






Yankey Engineering Co., Ltd.






Ying Pao Technology Inc.






YUNG CHING CONSTRUCTION CO., LTD.






Zhao-Cheng Corp.










Note:    The disclosures are expected information based on the capital appropriation approved by the Board of Directors (Right-of-use assets are included). The actual information shall be subject to the final purchase order of TSMC.
(Concluded)

- 75 -
TABLE 6


Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

TOTAL PURCHASES FROM OR SALES TO RELATED PARTIES OF AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL
FOR THE THREE MONTHS ENDED MARCH 31, 2024
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)


Company NameRelated PartyNature of RelationshipsTransaction DetailsAbnormal TransactionNotes/Accounts Payable or ReceivableNote
Purchases/
Sales
Amount
(Foreign Currencies in Thousands)
% to TotalPayment TermsUnit PricePayment Terms
Ending Balance
(Foreign Currencies in Thousands)
% to Total






TSMC
TSMC North America
Subsidiary
Sales$413,422,027

70

Net 30 days from invoice date (Note)
--$133,875,641

73


TSMC Arizona
Subsidiary
Sales365,943

-

Net 30 days from the end of the month of when invoice is issued
---

-


JASM
Subsidiary
Sales181,670

-

Net 30 days from the end of the month of when invoice is issued
---

-


GUC
Associate
Sales1,547,617

-

Net 30 days from invoice date
--60,395

-


TSMC Nanjing
Subsidiary
Purchases18,152,177

42

Net 30 days from the end of the month of when invoice is issued
--(5,444,139)

9


TSMC China
Subsidiary
Purchases6,358,845

15

Net 30 days from the end of the month of when invoice is issued
--(2,237,990)

4


TSMC Washington
Indirect subsidiary
Purchases1,157,160

3

Net 30 days from the end of the month of when invoice is issued
--(369,386)

1


SSMC
Associate
Purchases1,014,527

2

Net 30 days from the end of the month of when invoice is issued
--(330,709)

1


VIS
Associate
Purchases138,240

-

Net 30 days from the end of the month of when invoice is issued
--(40,757)

-











TSMC North America
GUC
Associate of TSMC
Sales1,908,392

-

Net 30 days from invoice date
--340,128

-




(US$60,773)




(US$10,630)























VisEra Tech
Xintec
Associate of TSMC
Sales122,891

6

Net 60 days from the end of the month of when invoice is issued
--78,840

8












Note:    The tenor is determined by the payment terms granted to its clients by TSMC North America.

- 76 -
TABLE 7


Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

RECEIVABLES FROM RELATED PARTIES AMOUNTING TO AT LEAST NT$100 MILLION OR 20% OF THE PAID-IN CAPITAL
MARCH 31, 2024
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)


Company NameRelated PartyNature of Relationships
Ending Balance
(Foreign Currencies in Thousands)
Turnover Days (Note 1)OverdueAmounts Received in Subsequent Period
Allowance for
Bad Debts
AmountAction Taken



TSMC
TSMC North America
Subsidiary
$137,703,22232$13,975-$-$-

TSMC Arizona
Subsidiary
237,141Note 2----



TSMC North America
GUC
Associate of TSMC

(US$
340,128
10,630

)
9----



TSMC China
TSMC
Parent company
2,237,99032----



(RMB505,218)




TSMC Nanjing
The same parent company
39,258,965Note 2----



(RMB8,862,469)



TSMC Nanjing
TSMC
Parent company
5,444,13926----



(RMB1,228,993)



TSMC Technology
TSMC
The ultimate parent of the Company

(US$
657,940
20,563

)
Note 2----



TSMC Washington
TSMC
The ultimate parent of the Company

(US$
369,386
11,544

)
22----




TSMC Development
Parent company
468,380Note 2----



(US$14,638)




Note 1:    The calculation of turnover days excludes other receivables from related parties.

Note 2:    The ending balance is primarily consisted of other receivables, which is not applicable for the calculation of turnover days.

- 77 -
TABLE 8

Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

INTERCOMPANY RELATIONSHIPS AND SIGNIFICANT INTERCOMPANY TRANSACTIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2024
(Amounts in Thousands of New Taiwan Dollars)


No.Company NameCounterparty
Nature of Relationship
(Note 1)
Intercompany Transactions
Financial Statements ItemAmount
Terms
(Note 2)
Percentage of Consolidated Net Revenue or Total Assets
0
TSMC
TSMC North America
1
Net revenue from sale of goods
$413,422,027-            70%


Receivables from related parties
133,875,641-            2%


Other receivables from related parties
3,827,581-            -


Accrued expenses and other current liabilities
171,255,226-            3%


Other noncurrent liabilities
61,261,940-            1%

JASM
1
Other noncurrent assets
13,978,689-            -

TSMC China
1
Purchases
6,358,845-            1%

TSMC Nanjing
1
Purchases
18,152,177-            3%


Payables to related parties
5,444,139-            -
1
TSMC China
TSMC Nanjing
3
Other receivables from related parties
39,258,965-            1%




Note 1:    No. 1 represents the transactions from parent company to subsidiary.

                No. 3 represents the transactions between subsidiaries.

Note 2:    The sales prices and payment terms of intercompany sales are not significantly different from those to third parties. For other intercompany transactions, prices and terms are determined in accordance with mutual agreements.

- 78 -
TABLE 9


Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

NAMES, LOCATIONS, AND RELATED INFORMATION OF INVESTEES OVER WHICH THE COMPANY EXERCISES SIGNIFICANT INFLUENCE (EXCLUDING INFORMATION ON INVESTMENT IN MAINLAND CHINA)
FOR THE THREE MONTHS ENDED MARCH 31, 2024
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)


Investor CompanyInvestee CompanyLocationMain Businesses and ProductsOriginal Investment Amount
Balance as of March 31, 2024
Net Income (Losses) of the Investee
(Foreign Currencies in Thousands)
Share of Profits/Losses
of Investee
(Note 1)
(Foreign Currencies in Thousands)
Note
March 31,
2024
(Foreign Currencies in Thousands)
December 31,
2023
(Foreign Currencies in Thousands)
Shares (In Thousands)Percentage of Ownership
Carrying Value
(Foreign Currencies in Thousands)





TSMC
TSMC Global
Tortola, British Virgin Islands
Investment activities
$355,162,309$355,162,30911100$466,195,542$7,489,262$7,489,262
Subsidiary

TSMC Arizona
Phoenix, Arizona, U.S.A.
Manufacturing, sales and testing of integrated circuits and other semiconductor devices
361,224,110329,665,31011,500100341,369,324(1,307,684)(1,307,684)
Subsidiary

TSMC Partners
Tortola, British Virgin Islands
Investing in companies involved in the semiconductor design and manufacturing, and other investment activities
31,456,13031,456,130988,26810074,061,502288,661288,661
Subsidiary

JASM
Kumamoto, Japan
Manufacturing, sales, testing and computer-aided design of integrated circuits and other semiconductor devices
63,774,19652,630,0422,7917155,731,847(1,086,886)(777,516)
Subsidiary

VIS
Hsin-Chu, Taiwan
Manufacturing, sales, packaging, testing and computer-aided design of integrated circuits and other semiconductor devices and the manufacturing and design service of masks
10,180,67710,180,677464,2232814,098,1321,272,079359,029
Associate

VisEra Tech
Hsin-Chu, Taiwan
Research, design, development, manufacturing, sales, packaging and test of color filter
4,224,0824,224,082213,6196711,376,845181,884122,652
Subsidiary

SSMC
Singapore
Manufacturing and sales of integrated circuits and other semiconductor devices
5,120,0285,120,0283143910,273,652397,962154,370
Associate

TSMC North America
San Jose, California, U.S.A
Sales and marketing of integrated circuits and other semiconductor devices
333,718333,71811,0001006,808,629269,513269,513
Subsidiary

ESMC
Dresden, Germany
Manufacturing, sales and testing of integrated circuits and other semiconductor devices
4,813,2854,814,293700704,803,108(44,878)(31,415)
Subsidiary

Xintec
Taoyuan, Taiwan
Wafer level chip size packaging and wafer level post passivation interconnection service
1,988,3171,988,317111,282413,887,152326,104133,735
Associate

Emerging Fund
Cayman Islands
Investing in technology start-up companies
2,048,6461,666,585-99.93,822,661(872)(871)
Subsidiary

GUC
Hsin-Chu, Taiwan
Researching, developing, manufacturing, testing and marketing of integrated circuits
386,568386,56846,688352,909,328662,650230,867
Associate

TSMC 3DIC
Yokohama, Japan
Engineering support activities
1,144,3561,144,356491001,215,78133,36933,369
Subsidiary

VTAF III
Cayman Islands
Investing in technology start-up companies
1,242,6791,242,679-98889,069(26)(26)
Subsidiary

TSMC Europe
Amsterdam, the Netherlands
Customer service and supporting activities
15,74915,749-100609,0208,6228,622
Subsidiary

TSMC JDC
Yokohama, Japan
Engineering support activities
410,680410,68015100389,7599,0949,094
Subsidiary

VTAF II
Cayman Islands
Investing in technology start-up companies
260,300260,300-98146,302(525)(515)
Subsidiary

TSMC Japan
Yokohama, Japan
Customer service and supporting activities
83,76083,7606100127,9271,9951,995
Subsidiary

TSMC Korea
Seoul, Korea
Customer service and supporting activities
13,65613,6568010045,057269269
Subsidiary
TSMC Partners
TSMC Development
Delaware, U.S.A
Investing in companies involved in semiconductor manufacturing

(US$
18,780,281
586,939

)

(US$
18,780,281
586,939

)
-100
$
(US$
39,164,939
1,224,019
)
))
$
(US$
(211,308
(6,729
)
))
Note2
Subsidiary

TSMC Technology
Delaware, U.S.A
Engineering support activities
456,982456,982-1001,253,19079,364Note2
Subsidiary




(US$14,282)(US$14,282)(US$39,166)(US$2,527)


TSMC Canada
Ontario, Canada
Engineering support activities
73,59373,5932,300100402,95717,288Note2
Subsidiary




(US$2,300)(US$2,300)(US$12,594)(US$551)

VTAF III
Growth Fund
Cayman Islands
Investing in technology start-up companies
73,44873,448-100831,4097Note2
Subsidiary




(US$2,295)(US$2,295)(US$25,984)(US$-)

TSMC Development
TSMC Washington
Washington, U.S.A
Manufacturing, sales and testing of integrated circuits and other semiconductor devices
--293,637100
$
(US$
5,681,723
177,570
)
))
$
(US$
(377,307
(12,015
)
))
Note2
Subsidiary






Note 1:    The share of profits/losses of investee includes the effect of unrealized gross profit on intercompany transactions.

Note 2:    The share of profits/losses of the investee company is not reflected herein as such amount is already included in the share of profits/losses of the investor company.

- 79 -
TABLE 10


Taiwan Semiconductor Manufacturing Company Limited and Subsidiaries

INFORMATION ON INVESTMENT IN MAINLAND CHINA
FOR THE THREE MONTHS ENDED MARCH 31, 2024
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)


Investee CompanyMain Businesses and Products
Total Amount of Paid-in Capital
(RMB in Thousands)
Method of Investment
Accumulated Outflow of Investment from Taiwan as of January 1, 2024
(US$ in Thousands)
Investment Flows
Accumulated Outflow of Investment from Taiwan as of
March 31, 2024 (US$ in Thousands)
Net Income (Losses) of the Investee CompanyPercentage of OwnershipShare of Profits/Losses
Carrying Amount
as of
Balance as of March 31, 2024
Accumulated Inward Remittance of Earnings as of
March 31, 2024
Outflow
(US$ in Thousands)
Inflow


TSMC China
Manufacturing, sales, testing and computer-aided design of integrated circuits and other semiconductor devices
$
(RMB
18,939,667
4,502,080

)
(Note 1)
$
(US$
18,939,667
596,000

)
$-$-
$
(US$
18,939,667
596,000

)
$2,649,852100%$
2,668,728
(Note2

)
$100,215,319$-
TSMC Nanjing
Manufacturing, sales, testing and computer-aided design of integrated circuits and other semiconductor devices

(RMB
30,521,412
6,650,119

)
(Note 1)

(US$
30,521,412
1,000,000

)
--

(US$
30,521,412
1,000,000

)
8,149,021100%
8,153,081
(Note2

)
97,777,531-



Accumulated Investment in Mainland China as of March 31, 2024
(US$ in Thousands)
Investment Amounts Authorized by
Investment Commission, MOEA
(US$ in Thousands)
Upper Limit on Investment
$ 49,461,079
(US$ 1,596,000)
$119,412,667
(US$ 3,596,000)
$ 2,199,429,752
(Note3)

Note 1:    TSMC directly invested US$596,000 thousand in TSMC China and US$1,000,000 thousands in TSMC Nanjing.

Note 2:    Amount was recognized based on the reviewed financial statements.

Note 3:    The upper limit on investment in mainland China is determined by sixty percent (60%) of the Company's consolidated net worth.


- 80 -
TABLE 11


Taiwan Semiconductor Manufacturing Company Limited

INFORMATION ON MAJOR SHAREHOLDERS
MARCH 31, 2024


Shareholders (Note 1)Shares
Total Shares OwnedOwnership Percentage (Note 2)
ADR-Taiwan Semiconductor Manufacturing Company Ltd.5,314,658,06320.49%
National Development Fund, Executive Yuan1,653,709,980 6.38%

Note 1:    Major shareholders shows the list of all shareholders with ownership of 5 percent or greater.

Note 2:    The calculation of ownership percentage is rounded to two decimal places.

- 81 -