Taiwan Semiconductor Manufacturing Co. Ltd. Files 20-F Report

TL;DR

<b>Taiwan Semiconductor Manufacturing Co. Ltd. has filed its annual 20-F report for the fiscal year ending December 31, 2023.</b>

AI Summary

TAIWAN SEMICONDUCTOR MANUFACTURING CO LTD (TSMWF) filed a Foreign Annual Report (20-F) with the SEC on April 18, 2024. Filing is a 20-F annual report for Taiwan Semiconductor Manufacturing Co. Ltd. The report covers the fiscal year ending December 31, 2023. The company's principal executive offices are located at No. 8, Li-Hsin Road 6, Hsinchu Science Park, Hsinchu, Taiwan. The filing includes data for fiscal years 2021, 2022, and 2023. Various financial statement line items and disclosures are included for the reporting period.

Why It Matters

For investors and stakeholders tracking TAIWAN SEMICONDUCTOR MANUFACTURING CO LTD, this filing contains several important signals. This filing provides a comprehensive overview of the company's financial performance and business operations for the past fiscal year, crucial for investors and analysts tracking the semiconductor industry. As a key player in global chip manufacturing, TSMC's disclosures in this 20-F are vital for understanding supply chain dynamics, technological advancements, and the company's strategic direction.

Risk Assessment

Risk Level: low — TAIWAN SEMICONDUCTOR MANUFACTURING CO LTD shows low risk based on this filing. The filing is a standard annual report (20-F) and does not contain immediate, significant new financial data or strategic shifts that would alter the risk profile beyond what is typical for a large, publicly traded company in the semiconductor sector.

Analyst Insight

Review the detailed financial statements and risk factors within the 20-F to assess TSMC's performance and outlook for the upcoming fiscal year.

Key Numbers

• 2023-12-31 — Fiscal Year End (CONFORMED PERIOD OF REPORT)
• 2024-04-18 — Filed As Of Date (FILED AS OF DATE)
• 200 — Public Document Count (PUBLIC DOCUMENT COUNT)
• 001-14700 — SEC File Number (SEC FILE NUMBER)

Key Players & Entities

• TAIWAN SEMICONDUCTOR MANUFACTURING CO LTD (company) — COMPANY CONFORMED NAME
• 0001046179 (company) — CENTRAL INDEX KEY
• 3674 (company) — STANDARD INDUSTRIAL CLASSIFICATION
• NO. 8, LI-HSIN ROAD 6 (company) — BUSINESS ADDRESS STREET 1
• HSINCHU SCIENCE PARK (company) — BUSINESS ADDRESS STREET 2
• HSINCHU (company) — BUSINESS ADDRESS CITY
• 886-3-5636688 (company) — BUSINESS PHONE
• 2023-12-31 (date) — CONFORMED PERIOD OF REPORT

FAQ

Industry Context

Taiwan Semiconductor Manufacturing Co. Ltd. is a leading global semiconductor foundry, producing advanced logic and process technology chips for a wide range of customers.

Regulatory Implications

As a foreign private issuer, TSMC files annual reports on Form 20-F with the U.S. Securities and Exchange Commission, providing disclosures in accordance with IFRS or other applicable accounting standards.

What Investors Should Do

1. Analyze the financial statements for revenue, net income, and key expense categories for FY2023.
2. Review any disclosed risk factors or management discussion and analysis for insights into operational challenges and strategic priorities.
3. Compare key financial metrics with previous years (2021, 2022) to identify trends and performance changes.

Key Dates

• 2024-04-18: Filing Date — Submission of the annual 20-F report.
• 2023-12-31: Fiscal Year End — Period covered by the financial statements in the report.

Year-Over-Year Comparison

This filing is the annual 20-F report for the fiscal year ending December 31, 2023, providing updated financial and operational information compared to previous filings.

Key Financial Figures

• $10.00 — Registered Common Shares , par value NT$10.00 each* TSM The New York Stock Exchang
• $10 — ,932,070,992 Common Shares, par value NT$10 each were outstanding. Indicate by che
• $ — y of the R.O.C. In this annual report, "$," "US
  quot; and "U.S. dollars" mean United
• $30.62 — rs in this annual report were made at NT$30.62 to US$1.00, the exchange rate set forth
• $1 — nnual report were made at NT$30.62 to US$1.00, the exchange rate set forth in the

Filing Documents

• d592628d20f.htm (20-F) — 7123KB
• d592628dex11.htm (EX-1.1) — 40KB
• d592628dex2a1.htm (EX-2.(A)(1)) — 164KB
• d592628dex31.htm (EX-3.1) — 9KB
• d592628dex32.htm (EX-3.2) — 39KB
• d592628dex413.htm (EX-4.13) — 9KB
• d592628dex431.htm (EX-4.31) — 9KB
• d592628dex434.htm (EX-4.34) — 9KB
• d592628dex452.htm (EX-4.52) — 47KB
• d592628dex453.htm (EX-4.53) — 46KB
• d592628dex462.htm (EX-4.62) — 9KB
• d592628dex463.htm (EX-4.63) — 9KB
• d592628dex464.htm (EX-4.64) — 9KB
• d592628dex465.htm (EX-4.65) — 9KB
• d592628dex81.htm (EX-8.1) — 2KB
• d592628dex121.htm (EX-12.1) — 10KB
• d592628dex122.htm (EX-12.2) — 10KB
• d592628dex131.htm (EX-13.1) — 3KB
• d592628dex132.htm (EX-13.2) — 4KB
• d592628dex151.htm (EX-15.1) — 2KB
• d592628dex97.htm (EX-97) — 26KB
• 0001193125-24-099840.txt (&nbsp;) — 33588KB
• tsm-20231231.xsd (EX-101.SCH) — 197KB
• tsm-20231231_cal.xml (EX-101.CAL) — 139KB
• tsm-20231231_def.xml (EX-101.DEF) — 788KB
• tsm-20231231_lab.xml (EX-101.LAB) — 1152KB
• tsm-20231231_pre.xml (EX-101.PRE) — 1022KB
• d592628d20f_htm.xml (XML) — 9923KB

tem 18

Item 17Item 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YesNo * Not for trading, but only in connection with the listing on the New York Stock Exchange, Inc. of American Depositary Shares ("ADS") representing such Common Shares. Table of Contents TABLE OF CONTENTS Taiwan Semiconductor Manufacturing Company Limited Page CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION 1 PART I 3 ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISORS 3 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 3 ITEM 3. KEY INFORMATION 3 ITEM 4. INFORMATION ON THE COMPANY 13 ITEM 4A. UNRESOLVED STAFF COMMENTS 23 ITEM 5. OPERATING AND FINANCIAL REVIEWS AND PROSPECTS 23 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 33 ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 49 ITEM 8. FINANCIAL INFORMATION 51 ITEM 9. THE OFFER AND LISTING 52 ITEM 10. ADDITIONAL INFORMATION 52 ITEM 11.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS 65 ITEM 12D.

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 67 PART II 68 ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES 68 ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 68 ITEM 15.

CONTROLS AND PROCEDURES

CONTROLS AND PROCEDURES 68 ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT 69 ITEM 16B. CODE OF ETHICS 69 ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES 70 ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES 71 ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS 71 ITEM 16F. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT 71 ITEM 16G. CORPORATE GOVERNANCE 71 ITEM 16H. MINE SAFETY DISCLOSURE 75 ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 75 ITEM 16K. CYBERSECURITY 75 PART III 77 ITEM 17.

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 77 ITEM 18.

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 77 ITEM 19. EXHIBITS 77 EX-1.1 ARTICLES OF INCORPORATION OF TAIWAN SEMICONDUCTOR MANUFACTURING COMPANY LIMITED, AS AMENDED AND RESTATED ON JUNE 8, 2022. EX-2a.1 DESCRIPTION OF SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT. EX-3.1 RULES FOR ELECTION OF DIRECTORS, AS AMENDED AND RESTATED ON JULY 26, 2021. i Table of Contents EX-3.2 RULES AND PROCEDURES OF BOARD OF DIRECTORS MEETINGS, AS AMENDED AND RESTATED ON NOVEMBER 8, 2022. EX-4.13 LAND LEASE WITH CENTRAL TAIWAN SCIENCE PARK ADMINISTRATION RELATING TO THE FABS LOCATED IN TAICHUNG SCIENCE PARK (EFFECTIVE JANUARY 1, 2024 TO SEPTEMBER 1, 2029) (ENGLISH SUMMARY). EX-4.31 LAND LEASE WITH HSINCHU SCIENCE PARK ADMINISTRATION RELATING TO AP3 LOCATED IN LONGTAN SCIENCE PARK (EFFECTIVE JANUARY 1, 2024 TO DECEMBER 31, 2034) (ENGLISH SUMMARY). EX-4.34 LAND LEASE WITH CENTRAL TAIWAN SCIENCE PARK ADMINISTRATION RELATING TO AP5 LOCATED IN TAICHUNG SCIENCE PARK (EFFECTIVE JANUARY 1, 2024 TO JULY 26, 2031) (ENGLISH SUMMARY). EX-4.52 TAIWAN SEMICONDUCTOR MANUFACTURING COMPANY LTD. EMPLOYEE RESTRICTED STOCK AWARDS RULES FOR YEAR 2023. EX-4.53 TAIWAN SEMICONDUCTOR MANUFACTURING COMPANY LTD. EMPLOYEE RESTRICTED STOCK AWARDS RULES FOR YEAR 2024 (AS APPROVED BY THE BOARD OF DIRECTORS IN FEBRUARY 2024, AND SUBJECT TO SHAREHOLDER APPROVAL AND APPROVAL BY THE R.O.C. FINANCIAL SUPERVISORY COMMISSION). EX-4.62 LAND LEASE WITH HSINCHU SCIENCE PARK ADMINISTRATION RELATING TO FAB20 (EFFECTIVE JUNE 1, 2023 TO DECEMBER 31, 2042) (ENGLISH SUMMARY). EX-4.63 LAND LEASE WITH HSINCHU SCIENCE PARK ADMINISTRATION RELATING TO FAB20 (EFFECTIVE JULY 14, 2023 TO DECEMBER 31, 2042) (ENGLISH SUMMARY). EX-4.64 LAND LEASE WITH SOUTHERN TAIWAN SCIENCE PARK ADMINISTRATION RELATING TO THE FABS (FAB 14 BRIDGE) LOCATED IN SOUTHERN TAIWAN SCIENCE PARK (EFFECTIVE JUNE 1, 2023 TO MAY 31, 2043) (ENGLISH SUMMARY). EX-4.65 LAND LEASE WITH SOUTHERN TAIWAN SCIENCE PARK ADMINISTRATION RELATING TO AP7(EFFE

Risk Factors

Risk Factors We wish to caution readers that the following important factors, and those important factors described in other reports submitted to, or filed with, the U.S. Securities and Exchange Commission ("U.S. SEC"), among other factors, could affect our actual results and could cause our actual results to differ materially from those expressed in any forward-looking statements made by us or on our behalf, and that such factors may adversely affect our business and financial status and therefore the value of your investment. Risks Relating to Our Business Any global systemic political, economic and financial crisis (as well as the indirect effects flowing therefrom) could negatively affect our business, results of operations, and financial condition. In recent times, several major systemic political, economic and financial crises negatively affected global business, banking and financial sectors, including the semiconductor industry and markets. Since 2018, there have been political and trade tensions among a number of the world's major economies. These tensions have resulted or may result in the implementation of tariff, non-tariff trade barriers, sanctions, export controls and other measures that have been particularly impactful to the semiconductor industry and related markets. Prolonged or increased use of such measures may negatively impact the growth of the global economy and the semiconductor industry, resulting in declines in electronic products sales from which we generate our income through our products and services. Also, any increase in the use of export control restrictions and sanctions to target certain countries and entities, any expansion of the extraterritorial jurisdiction of such measures, or complete or partial ban on semiconductor products sales to certain entities could impact not only our ability to continue supplying products to those customers, but also our customers' demand for our products, and could even lead to changes in s

View Full Filing

View this 20-F filing on SEC EDGAR