The Audit Committee consists completely of independent directors. It meets at least once every quarter, and additional meetings may be convened at any time deemed necessary. The Committee’s main areas of oversight include the:
- fair presentation of financial statements;
- appointment and dismissal of CPAs and the review of their independence and performance;
- effective implementation of internal controls;
- appropriateness of the procedures and plans for complying with internal regulations;
- control of existing and potential risks to the Company; and
- deliberation on mergers and acquisitions.
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Audit Committee Meeting Attendance
In its sixth term, the Audit Committee convened 6 meetings from January 1, 2025 to June 12, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 6 - 6 100.00% Finance & Accounting, Academia, Risk Management V - Member Cheung-Chun Lau 6 - 6 100.00% Banking, Investment, Risk Management V - Member Wen-Yen Hsu 6 - 6 100.00% Insurance, Risk Management, Academia V - Member Chung-Hui Jih 6 - 6 100.00% Securities, Banking V - In its seventh term, the Audit Committee convened 9 meetings from June 13, 2025 to December 31, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 10 - 10 100.00% Finance & Accounting, Academia, Risk Management V - Member Cheung-Chun Lau 10 - 10 100.00% Banking, Investment, Risk Management V - Member Wen-Yen Hsu 10 - 10 100.00% Insurance, Risk Management, Academia V - Member Chung-Hui Jih 10 - 10 100.00% Securities, Banking V - -
Audit Committee Meetings
coming soon
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Communication between independent directors, the CPAs and the Chief Auditor
Communication between independent directors and the CPAs:
A. Legal basis
a. Standards on Auditing TWSA260, “Communication with those Charged with Governance”; TWSA701, “Communicating Key Audit Matters in the Independent Auditor's Report”; TWSA250, “Consideration of Laws and Regulations in an Audit of Financial Statements”; and TWSA240, “The Auditor’s Responsibilities Relating to Fraud in an Audit of Financial Statements”
b. Communication of independent directors with the Chief Auditor and the CPAs that requires disclosure in the annual report to shareholders in accordance with the Regulations Governing Information to be Published in the Annual Reports of Financial Holding Companies
B. In 2025, the Company’s CPAs communicated with the Company’s independent directors and Chief Auditor on the following occasions:
Date Communication with Content Outcome Jan. 21, 2025 Independent directors Determination of areas requiring significant audit attention and key audit matters for 2024. No dissenting opinions March 12, 2025 Independent directors
(separate meeting with CPAs)The scope of the 2024 audit was not restricted and the audit report fully disclosed relevant audit conclusions, with the auditors expressing an unqualified opinion. Independent directors and Chief Auditor Audit findings from inspection of the 2024 financial reports, and key points regarding the internal control audit and related results. July 16, 2025 Independent directors Determination of areas requiring significant audit attention and key audit matters for the first half of 2025. Aug. 19, 2025 Independent directors
(separate meeting with CPAs)The scope of the first-half 2025 audit was not restricted and the audit report fully disclosed relevant audit conclusions, with the auditors expressing an unqualified opinion. Independent directors and Chief Auditor Audit findings from inspection of the first-half 2025 financial reports, and key points regarding the internal control audit and related results. Dec. 30, 2025 Independent directors Determination of areas requiring significant audit attention and key audit matters for 2025. Communication between independent directors and the Chief Auditor
A. Legal basis
a. Article 16 of the Regulations Governing the Establishment of Internal Control Systems by Public Companies stipulates that the internal audit supervisor shall attend and deliver a report to meetings of the Board of Directors.
b. Article 10 of the Implementation Rules of Internal Audit and Internal Control System of Financial Holding Companies and Banking Industries stipulates that an internal audit unit shall report its audit work to the Board of Directors and the Audit Committee at least once every six months.
c. Article 7 of the Corporate Governance Best Practice Principles for Financial Holding Companies stipulates that it is advisable to establish channels and mechanisms of communication between such companies’ independent directors, audit committee, and chief internal auditor. The responsible persons of a holding company (directors) shall hold regular panel discussions with internal auditors regarding internal control system deficiencies. A record of the discussions shall be kept, the resolutions shall be followed up on, and the corrective actions shall be implemented.
B. The Chief Auditor of CTBC Holding, in addition to attending meetings of the Audit Committee and the Board of Directors, shall report on a semi-annual basis to the Audit Committee and the Board of Directors on the internal audit units' follow-up reviews of the examination opinions or audit deficiencies identified by the financial examination authorities, CPAs, internal audit units, and self-inspection of other internal units as well as matters specified in the internal control system statement as requiring stronger improvement efforts. The Chief Auditor shall also report other significant matters, if any, on a case-by-case basis to the Audit Committee and the Board of Directors. Relevant reports in 2025 through to the publication date of this annual report are listed below.
Date Channel Matters communicated Result Jan. 17, 2025 Audit Committee 1. Review results of the 2025 annual audit plan for subsidiaries. Noted 2. Internal audit reports for the fourth quarter of 2024. Noted Feb. 6, 2025 Panel discussion with internal auditors 1. Private meeting between the independent directors and internal auditors. Noted 2. Discussion on the deficiencies of the internal control system for the second half of 2024. Noted Feb. 20, 2025 Audit Committee Report on the implementation of the internal control system for the second half of 2024. Noted Mar. 20, 2025 Audit Committee CTBC Holding’s Internal Control System Statement for 2024 and the associated issues and corrective actions. Approved as proposed Apr. 24, 2025 Audit Committee Internal audit reports for the first quarter of 2025. Noted Jul. 24, 2025 Audit Committee Internal audit reports for the second quarter of 2025. Noted Aug. 8, 2025 Panel discussion with internal auditors 1. Private meeting between the independent directors and internal auditors. Noted 2. Discussion on the deficiencies of the internal control system for the first half of 2025. Noted Aug. 21, 2025 Audit Committee Report on the implementation of the internal control system for the first half of 2025. Noted Oct. 30, 2025 Audit Committee Internal audit reports for the third quarter of 2025. Noted Nov. 20, 2025 Audit Committee 1. Annual performance appraisal of the internal audit function of subsidiaries for 2025. Noted 2. Performance evaluation of CTBC Holding and its subsidiaries on the implementation of the internal control system for 2025. Approved as proposed Dec. 23, 2025 Audit Committee Annual internal audit plan for 2026. Approved as proposed Jan. 27, 2026 Audit Committee 1. Review results of the 2026 annual audit plan for subsidiaries. Noted 2. Internal audit reports for the fourth quarter of 2025. Noted Feb.12, 2026 Panel discussion with internal auditors 1. Private meeting between the independent directors and internal auditors. Noted 2. Discussion on the deficiencies of the internal control system for the second half of 2025. Noted Feb.25, 2026 Audit Committee Report on the implementation of the internal control system for the second half of 2025. Noted
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Audit Committee Meeting Attendance
In its sixth term, the Remuneration Committee convened 5 meetings from January 1, 2025 to June 12, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Cheung-Chun Lau 5 - 5 100.00% Banking, Investment, Risk Management V - Member Sheng-Yung Yang 5 - 5 100.00% Finance & Accounting, Academia, Risk Management V - Member Chung-Hui Jih 5 - 5 100.00% Securities, Banking - - In its seventh term, the Remuneration Committee convened 6 meetings from June 13, 2025 to December 31, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Cheung-Chun Lau 6 - 6 100.00% Banking, Investment, Risk Management V - Member Sheng-Yung Yang 6 - 6 100.00% Finance & Accounting, Academia, Risk Management V - Member Chung-Hui Jih 6 - 6 100.00% Securities, Banking - - -
Audit Committee Meetings
coming soon
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Communication between independent directors, the CPAs and the Chief Auditor
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Audit Committee Meeting Attendance
In its sixth term, the Audit Committee convened 20 meetings from January 1, 2024 to December 31, 2024, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 20 - 20 100.00% Finance & Accounting, Academia, Risk Management V - Member Cheung-Chun Lau 20 - 20 100.00% Banking, Investment, Risk Management V - Member Wen-Yen Hsu 20 - 20 100.00% Insurance, Risk Management, Academia V - Member Chung-Hui Jih 20 - 20 100.00% Securities, Banking V - -
Audit Committee Meetings
coming soon
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Communication between independent directors, the CPAs and the Chief Auditor
Communication between independent directors and the CPAs:
A. Legal basis
a. Standards on Auditing TWSA260, “Communication with those Charged with Governance”; TWSA701, “Communicating Key Audit Matters in the Independent Auditor's Report”; TWSA250, “Consideration of Laws and Regulations in an Audit of Financial Statements”; and TWSA240, “The Auditor’s Responsibilities Relating to Fraud in an Audit of Financial Statements”
b. Communication of independent directors with the Chief Auditor and the CPAs that requires disclosure in the annual report to shareholders in accordance with the Regulations Governing Information to be Published in the Annual Reports of Financial Holding Companies
B. In 2024, the Company’s CPAs communicated with the Company’s independent directors and Chief Auditor on the following occasions:
Date Communication with Content Outcome Jan. 29, 2024 Independent directors 1. Key audit points for 2023.
2. Determination of areas requiring significant audit attention and key audit matters for 2023.No dissenting opinions March 6, 2024 Independent directors (separate meeting with CPAs) The scope of the 2023 audit was not restricted and the audit report fully disclosed relevant audit conclusions, with the auditors expressing an unqualified opinion. Independent directors and Chief Auditor Audit findings from inspection of the 2023 financial reports, and key points regarding the internal control audit and related results. July 8, 2024 Independent directors Determination of areas requiring significant audit attention and key audit matters for the first half of 2024. Aug. 21, 2024 Independent directors (separate meeting with CPAs) The scope of the first-half 2024 audit was not restricted and the audit report fully disclosed relevant audit conclusions, with the auditors expressing an unqualified opinion. Independent directors and Chief Auditor Audit findings from inspection of the first-half 2024 financial reports, and key points regarding the internal control audit and related results. Communication between independent directors and the Chief Auditor
A. Legal basis
a. Article 16 of the Regulations Governing the Establishment of Internal Control Systems by Public Companies stipulates that the internal audit supervisor shall attend and deliver a report to meetings of the Board of Directors.
b. Article 10 of the Implementation Rules of Internal Audit and Internal Control System of Financial Holding Companies and Banking Industries stipulates that an internal audit unit shall report its audit work to the Board of Directors and the Audit Committee at least once every six months.
c. Article 7 of the Corporate Governance Best Practice Principles for Financial Holding Companies stipulates that it is advisable to establish channels and mechanisms of communication between such companies’ independent directors, audit committee, and chief internal auditor. The responsible persons of a holding company (directors) shall hold regular panel discussions with internal auditors regarding internal control system deficiencies. A record of the discussions shall be kept, the resolutions shall be followed up on, and the corrective actions shall be implemented.
B. The Chief Auditor of CTBC Holding, in addition to attending meetings of the Audit Committee and the Board of Directors, shall report on a semi-annual basis to the Audit Committee and the Board of Directors on the internal audit units' follow-up reviews of the examination opinions or audit deficiencies identified by the financial examination authorities, CPAs, internal audit units, and self-inspection of other internal units as well as matters specified in the internal control system statement as requiring stronger improvement efforts. The Chief Auditor shall also report other significant matters, if any, on a case-by-case basis to the Audit Committee and the Board of Directors. Relevant reports in 2024 are listed below.
Date Channel Matters communicated Result Jan. 29, 2024 Audit Committee 1. Review results of the 2024 annual audit plan for subsidiaries. Noted 2. Internal audit reports for the fourth quarter of 2023. Noted Feb. 6, 2024 Panel discussion with internal auditors 1. Private meeting between the independent directors and internal auditors. Noted 2. Discussion on the deficiencies of the internal control system for the second half of 2023. Noted Feb. 22, 2024 Audit Committee Report on the implementation of the internal control system for the second half of 2023. Noted March 21, 2024 Audit Committee CTBC Holding’s Internal Control System Statement for 2023 and the associated issues and corrective actions. Approved as proposed April 25, 2024 Audit Committee Internal audit reports for the first quarter of 2024. Noted Aug. 8, 2024 Audit Committee Internal audit reports for the second quarter of 2024. Noted Aug. 16, 2024 Panel discussion with internal auditors 1. Private meeting between the independent directors and internal auditors. Noted 2. Discussion on the deficiencies of the internal control system for the first half of 2024. Noted Aug. 22, 2024 Audit Committee Report on the implementation of the internal control system for the first half of 2024. Noted Oct. 24, 2024 Audit Committee Internal audit reports for the third quarter of 2024. Noted Nov. 21, 2024 Audit Committee 1. Annual performance appraisal of the internal audit function of subsidiaries for 2024. Noted 2. Performance evaluation of CTBC Holding and its subsidiaries on the implementation of the internal control system for 2024. Approved as proposed Dec. 26, 2024 Audit Committee Annual internal audit plan for 2025. Approved as proposed
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Audit Committee Meeting Attendance
In its sixth term, the Remuneration Committee convened 10 meetings from January 1, 2024 to December 31, 2024, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Cheung-Chun Lau 10 - 10 100.00% Banking, Investment, Risk Management V - Member Sheng-Yung Yang 10 - 10 100.00% Finance & Accounting, Academia, Risk Management V - Member Chung-Hui Jih 10 - 10 100.00% Securities, Banking - - -
Audit Committee Meetings
coming soon
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Communication between independent directors, the CPAs and the Chief Auditor
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Audit Committee Meeting Attendance
In its sixth term, the Audit Committee convened 19 meetings from January 1, 2023 to December 31, 2023, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 19 - 19 100.00% Finance & Accounting, Academia, Risk Management V - Member Cheung-Chun Lau 19 - 19 100.00% Banking, Investment, Risk Management V - Member Wen-Yen Hsu 19 - 19 100.00% Insurance, Risk Management, Academia V - Member Chung-Hui Jih 19 - 19 100.00% Securities, Banking V - -
Audit Committee Meetings
coming soon
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Communication between independent directors, the CPAs and the Chief Auditor
Communication between independent directors and the CPAs:
A. Legal basis
a. Standards on Auditing TWSA260, “Communication with those Charged with Governance”; TWSA701, “Communicating Key Audit Matters in the Independent Auditor's Report”; TWSA250, “Consideration of Laws and Regulations in an Audit of Financial Statements”; and TWSA240, “The Auditor’s Responsibilities Relating to Fraud in an Audit of Financial Statements”
b. Communication of independent directors with the Chief Auditor and the CPAs that requires disclosure in the annual report to shareholders in accordance with the “Regulations Governing Information to be Published in the Annual Reports of Financial Holding Companies”.
B. In 2023, the Company’s CPAs communicated with the Company’s independent directors and Chief Auditor on the following occasions:
Date Communication with Content Outcome Jan. 18, 2023 Independent directors 1. Audit key points for 2022.
2. Determination of areas requiring significant audit attention and key audit matters for 2022.No dissenting opinions March 9, 2023 Independent directors (separate meeting with CPAs) 1. The scope of the 2022 audit was not restricted, and the audit report fully disclosed relevant audit conclusions, with the auditors expressing an unqualified opinion.
2. Audit plan for 2023.Independent directors and Chief Auditor Audit findings from inspection of the 2022 financial reports, and key points of the internal control audit and related results. July 31, 2023 Independent directors Determination of areas requiring significant audit attention and key audit matters for the first-half of 2023. Aug. 22, 2023 Independent directors (separate meeting with CPAs) The scope of the first-half 2023 audit was not restricted, and the audit report fully disclosed relevant audit conclusions, with the auditors expressing an unqualified opinion. Independent directors and Chief Auditor Audit findings from inspection of the first-half 2023 financial reports, and key points of the internal control audit and related results. Communication between independent directors and the Chief Auditor
A. Legal basis
a. Article 16 of the Regulations Governing the Establishment of Internal Control Systems by Public Companies stipulates that the internal audit supervisor shall attend and deliver a report to meetings of the Board of Directors.
b. Article 10 of the Implementation Rules of Internal Audit and Internal Control System of Financial Holding Companies and Banking Industries stipulates that an internal audit unit shall report its audit work to the Board of Directors and the Audit Committee at least once every six months.
c. Article 7 of the Corporate Governance Best Practice Principles for Financial Holding Companies stipulates that it is advisable to establish channels and mechanisms of communication between such companies’ independent directors, audit committee, and chief internal auditor. The responsible persons of a holding company (directors) shall hold regular panel discussions with internal auditors regarding internal control system deficiencies. A record of the discussions shall be kept, the resolutions shall be followed up on, and the corrective actions shall be implemented.
B. The Chief Auditor of CTBC Holding, in addition to attending meetings of the Audit Committee and the Board of Directors, shall report on a semi-annual basis to the Audit Committee and the Board of Directors on the internal audit units' follow-up reviews of the examination opinions or audit deficiencies identified by the financial examination authorities, CPAs, internal audit units, and self-inspection of other internal units as well as matters specified in the internal control system statement as requiring stronger improvement efforts. The Chief Auditor shall also report other significant matters, if any, on a case-by-case basis to the Audit Committee and the Board of Directors. Relevant reports in 2023 are listed below.
Date Channel Matters communicated Result Jan. 13, 2023 Audit Committee 1. Report on the implementation of the annual internal audit plan for 2022 Noted 2. Review results on the 2023 annual audit plan for subsidiaries Noted 3. Review results on the 2023 annual audit plan for subsidiaries Noted Feb. 17, 2023 Panel discussion with internal auditors 1. Private meeting between the independent directors and internal auditors Noted 2. Discussion on the deficiencies of the internal control system for the second half of 2022 Noted Feb. 23, 2023 Audit Committee Report on the implementation of the internal control system for the second half of 2022 Noted March 23, 2023 Audit Committee CTBC Holding’s Internal Control System Statement of 2022 and the associated issues and corrective actions Approved as proposed April 27, 2023 Audit Committee Internal audit reports for the first quarter of 2023 Noted July 27, 2023 Audit Committee Internal audit reports for the second quarter of 2023 Noted Aug. 9, 2023 Panel discussion with internal auditors 1. Private meeting between the independent directors and internal auditors Noted 2. Discussion on the deficiencies of the internal control system for the first half of 2023 Noted Aug. 24, 2023 Audit Committee Report on the implementation of the internal control system for the first half of 2023 Noted Oct. 26, 2023 Audit Committee Internal audit reports for the third quarter of 2023 Noted Nov. 23, 2023 Audit Committee 1. Performance evaluation of CTBC Holding and its subsidiaries on the implementation of the internal control system for 2023 Approved as proposed 2. Annual performance appraisal on the internal audit function of subsidiaries for 2023 Noted Dec. 21, 2023 Audit Committee Annual internal audit plan for 2024 Approved as proposed
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Audit Committee Meeting Attendance
In its fifth term, the Audit Committee convened 8 meetings (A) between January 1, 2022 and June 17, 2022. As of June 17, 2022, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Convenor Sheng-Yung Yang 8 - 8 100.00% Finance & Accounting, Academia V Member Shih-Chieh Chang 8 - 8 100.00% Insurance, Risk Management, Academia V Member Cheung-Chun Lau 8 - 8 100.00% Banking, Investment V Member Chih-Cheng Wang 8 - 8 100.00% Legal, Academia, Securities V In its sixth term, the Audit Committee convened 11 meetings (A) between June 17, 2022 and December 31, 2022. As of December 31, 2022, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Convenor Sheng-Yung Yang 11 - 11 100.00% Finance & Accounting, Academia V Member Cheung-Chun Lau 11 - 11 100.00% Banking, Investment V Member Wen-Yen Hsu 11 - 11 100.00% Insurance, Risk Management, Academia V Member Chung-Hui Jih 11 - 11 100.00% Securities, Banking V -
Audit Committee Meetings
Term and meeting Motion content and result Items listed in Article 14-5 of the Securities and Exchange Act Items not passed by the Audit Committee but passed by at least two-thirds of the Board Jan. 21, 2022
7th term, 46th meeting of the Board of Directors1. A proposal for CTBC Sports Entertainment Co., Ltd. to undertake the business of a stakeholder, namely Brother Recreational Co., Ltd., and to accept another stakeholder, namely CTBC Bank, as the title sponsor of CTBC Brothers baseball team. V - Audit Committee resolution (Jan. 20, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. Feb. 25, 2022
7th term, 47th meeting of the Board of Directors1. A proposal regarding the amended Hierarchical Table of the Audit Department. V - 2. To optimize the procedures of handling, transferring, and following up on whistleblowing cases, a proposal to amend the Company’s Procedures for Handling Illegal and Unethical or Dishonest Behavior. V - 3. A proposal for the Company’s 2022 operating plan to be reviewed and approved in the March 2022 Board meeting. V - 4. A proposal for the Company’s 2022 annual operating budget, operating expense budget, and capital expenditure budget to be reviewed and approved in the March 2022 Board meeting. V - 5. In order to effectively activate idle real estate, a proposal for CTBC Bank to sell 56 properties (including 56 parking spaces) of Lotus Hill for an estimated total sales price of NT$1, 074,350,000. V - Audit Committee resolutions (Feb. 24, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. March 15, 2022
7th term, 48th meeting of the Board of Directors1. A proposal for the consolidated financial statement prepared by the Company for 2021 and the audit report issued by the accounting firm. V - Audit Committee resolution (March 15, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. March 25, 2022
7th term, 49th meeting of the Board of Directors1. A proposal for the 2021 earnings distribution plan. V - 2. A proposal to appoint the accounting firm KPMG as the CPA for the Company’s 2022 financial statements and tax reports. V - 3. A proposal to amend some clauses of the Company’s Assets Acquisition and Disposal Handling Procedures. V - 4. A proposal for the Company’s 2021 Internal Control Statement and Projects to be Strengthened and Improved Plan. V - 5. A proposal for the Company’s 2022 operating plan. V - 6. A proposal for the Company’s 2022 annual operating budget, operating expense budget, and capital expenditure budget. V - 7. A proposal to change the scope of CTBC Bank’s Core Modernization Project and to increase its budget by NT$1.12 billion (tax included) for a total budget of NT$18.65 billion. V - 8. In response to digital development and for the purpose of enhancing the digital customer experience, a proposal to establish a CTBC Bank digital institutional banking platform system at a total cost of NT$509 million over a five-year period. V - 9. In response to the extended timeline and adjustments to the implementation plan of its new core IT system project, including increased internal and vendor resources and the system environment, a proposal for Taiwan Life to increase the project’s budget by NT$1.939 billion and to reschedule the launch of its second phase to June 2023, with the overall project timeline extended to October 2025. V - 10. A proposal for Taiwan Life to increase the budget for its IFRS17/ICS project by NT$139 million, to be used for system development related to IFRS17 compliance and for the purchase of software and hardware. The total budget and drawn amount for the project will be NT$1.316 billion following the budget increase. V - 11. A proposal for some clauses of the Company’s Articles of Incorporation. V - Audit Committee resolutions (March 24, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. April 29, 2022
7th term, 50th meeting of the Board of Directors1. A proposal for the amendments to the 2021 earnings distribution plan. V - 2. A proposal for the Company’s 2021 business report. V - 3. A proposal to amend the Company’s Guidelines Governing the Mergers and Acquisitions. V - 4. A proposal to amend the Company’s Policies of Donations and Sponsorships. V - 5. To be in line with our practices, a proposal to amend the Company’s Management of Subsidiaries. V - 6. A for CTBC Bank to participate in the bidding to be the issuing institution for the fifth term of the public welfare lottery for the period of Jan. 1, 2024, to Dec. 31, 2033. V - Audit Committee resolutions (April 28, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. May 5, 2022
7th term, 51st meeting of the Board of Directors1. A proposal for CTBC Holding to issue relevant covenants to the FSC regarding the impact on CTBC Holding of its subsidiaries Taiwan Life and CTBC Insurance’s sale of epidemic prevention policies. V - Audit Committee resolution (May 5, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. May 24, 2022
7th term, 52nd meeting of the Board of Directors1. A proposal for the consolidated financial statement prepared by the Company for the first quarter of 2022 and the audit report issued by the accounting firm. V - 2. A proposal to amend the Company’s Guidelines of Entertainment Expenses Management. V - 3. A proposal to amend the Company’s Internal Audit Charter, Internal Audit Policy, Guidance for Utilizing the Report of Examination Issued by Financial Supervisory Commission, and Procedure for Promptly Reporting of Competent Authority’s Examination Results. V - 4. A proposal to amend the Company’s Anti-Money Laundering and Countering the Financing of Terrorism Policy. V - 5. A proposal for Taiwan Life’s participation in Wu Tzu Development Co., Ltd.’s various rounds of common hare cash capital increase with an expected total amount of NT$10.942 billion. V - 6. A proposal for a new branch of CTBC Bank’s U.S. subsidiary in Walnut, south California, for a total cost of US$13.09 million (approximately NT$367 million) over a 10-yeare period. V - Audit Committee resolutions (May 20, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. June 6, 2022
7th term, 53rd meeting of the Board of Directors1. A proposal for CTBC Insurance to adjust its operating guidelines regarding entitlement to compensation for medical and other expenses from statutory infectious disease insurance, in response to a letter from the FSC’s Insurance Bureau dated May 31, 2022, ordering the improvement of such. The letter cited CTBC Insurance’s refusal to issue insurance based on duplicate coverage, infringing upon the rights of policyholders. V - Audit Committee resolution (June 6, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. June 17, 2022
7th term, 2nd meeting of the Board of Directors1. A proposal that the Company sign a service contract with National Chung Hsing University and make an academic donation to the school. Sheng-Yung Yang, a professor at National Chung Hsing University’s Department of Finance, was elected at the Company’s 2022 general shareholder meeting to serve as an independent director of the Board’s eighth term. V - Audit Committee resolution (June 17, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. June 29, 2021
8th term, 3rd meeting of the Board of Directors1. A proposal to amend the Company’s Self-inspection and Assessment Guidelines for Internal Control System. V - 2. A proposal to amend the Company’s Policy of Credit or Non-Credit Transactions with Related Parties and Internal Guidelines Governing Non-Credit Extension Transactions with Related Parties. V - 3. A proposal for Taiwan Life to participate in CTBC Insurance’s cash capital increase of NT$4 billion. V - 4. A proposal to increase the budget of Taiwan Life, the surface rights holder, for developing lot 15 of the Jingmao Section of Taipei’s Nangang District by NT$1.901 billion (tax included) due to internal company needs, external review requirements, and increased fees for regulatory compliance, architects, and project management consultants. V - 5. A proposal for the Company’s 2022 group BIS ratio planning and evaluation regarding the public welfare lottery business. V - Audit Committee resolutions (June 28, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. July 22, 2022
8th term, 4th meeting of the Board of Directors1. A proposal to amend Taiwan Life’s Regulations Governing Investment in Insurance-related Businesses. V - Audit Committee resolution (July 21, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. Aug. 19, 2022
8th term, 6th meeting of the Board of Directors1. A proposal for the analysis report and recommendations regarding the civil litigation judgement of first instance on the purchase of the Neihu data center building and office building. V - Audit Committee resolution (Aug. 18, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. Aug. 19, 2022
8th term, 7th meeting of the Board of Directors1. A proposal for the consolidated financial statement prepared by the Company for the second quarter of 2022 and the audit report issued by the accounting firm. V - Audit Committee resolution (Aug. 18, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. Sept. 6, 2022
8th term, 8th meeting of the Board of Directors1. A proposal for Taiwan Life to participate in CTBC Insurance’s cash capital increase of NT$5 billion. V - Audit Committee resolution (Sept. 6, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. Sept. 23, 2022
8th term, 9th meeting of the Board of Directors1. A proposal to amend the Company’s Policy for Public Information Disclosure. V - 2. As CTBC Bank has been appointed by the Ministry of Finance as the issuing institution for the fifth term of the public welfare lottery, to begin on Jan. 1, 2024, a proposal that the Bank withdraw NT$2.69 million (tax included) for purchasing relevant computer systems, software and hardware, and maintenance services. V - Audit Committee resolution (Sept. 22, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. Oct. 12, 2022
8th term, 10th meeting of the Board of Directors1. A proposal for CTBC Insurance to invest NT$800 million to establish an internet-only insurance company for 80% of the shares thereof with New Century Infocomm Tech Co., Ltd. V - Audit Committee resolution (Oct. 12, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. Oct. 28, 2022
8th term, 11st meeting of the Board of Directors1. A proposal to pay damages of NT$123.9 million (tax included) to shopping mall tenant Mitsui Fudosan Taiwan Co., Ltd., Nangang branch, caused by the delay of construction by Taiwan Life, the surface rights holder, at lot 15 of the Jingmao Section of Taipei’s Nangang District. V - 2. A proposal for CTBC Bank to engage Taiwan Lottery Co., Ltd. to handle matters related to the fifth term of the public welfare lottery and to establish a Commission Agreement for Public Welfare Lottery Issuance. V - 3. A proposal regarding the total shares, distribution principles, and conditions of the 2022 restricted stock awards program of CTBC Holding and its associated companies. V - 4. Due to business needs, a proposal to adjust the positions of some managers and spokespersons of the Company. V - Audit Committee resolutions (Oct. 27, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. Nov. 25, 2021
8th term, 12th meeting of the Board of Directors1. A proposal for the consolidated financial statement prepared by the Company for the third quarter of 2022 and the audit report issued by the accounting firm. V - 2. A proposal to amend the Company’s Capital Management Policy V - 3. A proposal to amend the Internal Control System - Financial Cycle Operations. V - 4. The 2022 internal control implementation performance review and rating of the Company and its subsidiaries. V - 5. A proposal to amend some clauses of the Company’s Anti-Money Laundering and Countering the Financing of Terrorism Policy. V - 6. A proposal to amend some clauses of the Company’s Procedures for Handling Illegal and Unethical or Dishonest Behavior. V - 7. A proposal for Taiwan Life to participate in CTBC Insurance’s cash capital increase of NT$6.5 billion. V - 8. (1)A proposal that Taiwan Life take over the rights and obligations of 80% of the equity of CTBC Digital Insurance Co., Ltd. held by CTBC Insurance and sign a supplement agreement to the three-party joint venture agreement with CTBC Insurance and New Century InfoComm Tech Co., Ltd. and (2) as New Century InfoComm Tech Co., Ltd. had expressed intent to increase its shareholding in the future, Taiwan Life plans to amend the supplement agreement and sign a financial support commitment and long-term operating commitment. V - Audit Committee resolutions (Nov. 24, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. Dec. 23, 2022
8th term, 13th meeting of the Board of Directors1. A proposal to amend the Company’s Budget Management Regulations. V - 2. A proposal to establish the Company’s Procedures for Handling the Publication of Material Information. V - 3. A proposal regarding the 2022 CPA fees for financial statements and tax reports. V - 4. A proposal regarding the 2022 risk evaluation results and 2023 internal audit key work plans. V - 5. A proposal for Taiwan Lottery to accept CTBC Bank’s mandate to handle matters related to the fifth term of the public welfare lottery and establish a Commission Agreement for Public Welfare Lottery Issuance. V - 6. A proposal that CTBC Bank’s Hong Kong branch renew its lease on the 28th and 21st floors of Two IFC. The total cost of the project is HK$169.3 million (approximately NT$673.8 million). V - Audit Committee resolutions (Dec. 22, 2022): Unanimously passed by all attending committee members. Handling of Audit Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. -
Communication between independent directors, the CPAs and the Chief Auditor
Communication between independent directors and the CPAs:
A. Legal basis
a. Statements of Auditing Standards (SAS) No. 62, “Communication with those Charged with Governance”; No. 58, “Communicating Key Audit Matters in the Independent Auditor’s Report”; No. 72, “Consideration of Laws and Regulations in an Audit of Financial Statements”; and No. 43, “The Auditor’s Responsibility to Consider Fraud in an Audit of Financial Statements”
b. Communication of independent directors with the Chief Auditor and the CPAs that requires disclosure in the annual report to shareholders in accordance with the “Regulations Governing Information to be Published in the Annual Reports of Financial Holding Companies”.
B. In 2022, the Company’s CPAs communicated with the Company’s independent directors and Chief Auditor on the following occasions:
Date Communication with Content Outcome Jan. 5, 2022 Independent directors 1. Audit key points for 2021.
2. Determination of areas requiring significant audit attention and key audit matters for 2021.No dissenting opinions March 10, 2022 Independent directors (separate meeting with CPAs) 1. The scope of the 2021 audit was not restricted, and the audit report fully disclosed relevant audit conclusions, with the auditors expressing an unqualified opinion.
2. Audit plan for 2022.Independent directors and Chief Auditor Audit findings from inspection of the 2021 financial reports, and key points of the internal control audit and related results. July 8, 2022 Independent directors 1. Audit key points for the first-half of 2022.
2. Determination of areas requiring significant audit attention and key audit matters for the first-half of 2022.Aug. 16, 2022 Independent directors (separate meeting with CPAs) The scope of the first-half 2022 audit was not restricted, and the audit report fully disclosed relevant audit conclusions, with the auditors expressing an unqualified opinion. Independent directors and Chief Auditor Audit findings from inspection of the first-half 2022 financial reports, and key points of the internal control audit and related results. Communication between independent directors and the Chief Auditor
A. Legal basis
a. Article 16 of the Regulations Governing the Establishment of Internal Control Systems by Public Companies stipulates that the internal audit supervisor shall attend and deliver a report to meetings of the Board of Directors.
b. Article 10 of the Implementation Rules of Internal Audit and Internal Control System of Financial Holding Companies and Banking Industries stipulates that an internal audit unit shall report its audit work to the Board of Directors and the Audit Committee at least once every six months.
c. Article 7 of the Corporate Governance Best Practice Principles for Financial Holding Companies stipulates that it is advisable to establish channels and mechanisms of communication between such companies’ independent directors, audit committee, and chief internal auditor. The responsible persons of a holding company (directors) shall hold regular panel discussions with internal auditors regarding internal control system deficiencies. A record of the discussions shall be kept, the resolutions shall be followed up on, and the corrective actions shall be implemented.
B. The Chief Auditor of CTBC Holding, in addition to attending meetings of the Audit Committee and the Board of Directors, shall report on a semi-annual basis to the Audit Committee and the Board of Directors on the recommendations or deficiencies discovered by financial examination authorities, accountants, internal audit units, and self-inspection of other internal units as well as on the corrective actions listed in the internal control statement. The Chief Auditor shall also report other significant matters, if any, on a case-by-case basis. Relevant reports in 2022 through to the publication date of the annual report are listed as follows:
Date Channel Matters communicated Result Jan. 20, 2022 Audit Committee 1.Review results on the 2022 annual audit plan for subsidiaries Noted 2.Internal audit reports for the fourth quarter of 2021 Noted Feb. 23, 2022 Panel discussion with internal auditors 1.Private meeting between the independent directors and internal auditors Noted 2.Discussion on the deficiencies of the internal control system for the second half of 2021 Noted Feb. 24, 2022 Audit Committee Report on the implementation of the internal control system for the second half of 2021 Noted March 24, 2022 Audit Committee Internal Control Statement and issues and corrective actions for CTBC Holding's internal control statement of 2021 Approved as proposed April 28, 2022 Audit Committee Internal audit reports for the first quarter of 2022 Noted July 21, 2022 Audit Committee Internal audit reports for the second quarter of 2022 Noted Aug. 18, 2022 Audit Committee Report on the implementation of the internal control system for the first half of 2022 Noted Oct. 3, 2022 Panel discussion with internal auditors 1.Private meeting between the independent directors and internal auditors Noted 2..Discussion on the deficiencies of the internal control system for the first half of 2022 Noted Oct. 27, 2022 Audit Committee Internal audit reports for the third quarter of 2022 Noted Nov. 24, 2022 Audit Committee 1.Performance evaluation of CTBC Holding and its subsidiaries on the implementation of the internal control system for 2022 Approved as proposed 2.Annual performance appraisal on the internal audit function of subsidiaries for 2022 Noted Dec. 22, 2022 Audit Committee Annual internal audit plan for 2023 Approved as proposed Jan. 13, 2023 Audit Committee 1.Report on the implementation of the annual internal audit plan for 2022 Noted 2.Review results on the 2023 annual audit plan for subsidiaries Noted 3.Internal audit reports for the fourth quarter of 2022 Noted Feb. 17, 2023 Panel discussion with internal auditors 1.Private meeting between the independent directors and internal auditors Noted 2.Discussion on the deficiencies of the internal control system for the second half of 2022 Noted Feb. 23, 2023 Audit Committee Report on the implementation of the internal control system for the second half of 2022 Noted March 23, 2023 Audit Committee Internal Control Statement and issues and corrective actions for CTBC Holding’s internal control statement of 2022 Approved as proposed
Please refer to “Major Internal Policies” for the “Audit Committee Charter”.
Members of the Remuneration Committee are appointed by Board resolution. The Committee comprises three or more members, at least one of whom must be an independent director. The convener must also be an independent director. The Committee meets at least twice a year. Its members are required to faithfully perform the following duties with due care and submit all resulting proposals to the Board of Directors for discussion:
- Formulate and regularly review the policies, system, standards, and structure of the performance assessment and remuneration of directors and managers.
- Regularly assess and formulate the remuneration of directors and managers.
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Remuneration Committee Meeting Attendance
In its sixth term, the Remuneration Committee convened 5 meetings from January 1, 2025 to June 12, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Cheung-Chun Lau 5 - 5 100.00% Banking, Investment, Risk Management V - Member Sheng-Yung Yang 5 - 5 100.00% Finance & Accounting, Academia, Risk Management V - Member Chung-Hui Jih 5 - 5 100.00% Securities, Banking - - In its seventh term, the Remuneration Committee convened 6 meetings from June 13, 2025 to December 31, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Cheung-Chun Lau 6 - 6 100.00% Banking, Investment, Risk Management V - Member Sheng-Yung Yang 6 - 6 100.00% Finance & Accounting, Academia, Risk Management V - Member Chung-Hui Jih 6 - 6 100.00% Securities, Banking - - -
Remuneration Committee Meetings
coming soon
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Remuneration Committee Meeting Attendance
In its fifth term, the Risk Management Committee convened 4 meetings from January 1, 2025 to June 12, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 4 - 4 100.00% Finance & Accounting, Academia V - Member Cheung-Chun Lau 4 - 4 100.00% Banking, Investment, Risk Management - - Member Wen-Yen Hsu 4 - 4 100.00% Insurance, Risk Management, Academia V - In its sixth term, the Risk Management Committee convened 6 meetings from June 13, 2025 to December 31, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 6 - 6 100.00% Finance & Accounting, Academia V - Member Cheung-Chun Lau 6 - 6 100.00% Banking, Investment, Risk Management - - Member Wen-Yen Hsu 6 - 6 100.00% Insurance, Risk Management, Academia V - -
Remuneration Committee Meetings
coming soon
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Remuneration Committee Meeting Attendance
In its sixth term, the Remuneration Committee convened 10 meetings from January 1, 2024 to December 31, 2024, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Cheung-Chun Lau 10 - 10 100.00% Banking, Investment, Risk Management V - Member Sheng-Yung Yang 10 - 10 100.00% Finance & Accounting, Academia, Risk Management V - Member Chung-Hui Jih 10 - 10 100.00% Securities, Banking - - -
Remuneration Committee Meetings
coming soon
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Remuneration Committee Meeting Attendance
In its fifth term, the Risk Management Committee convened 9 meetings from January 1, 2024 to December 31, 2024, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 9 - 9 100.00% Finance & Accounting, Academia V - Member Cheung-Chun Lau 9 - 9 100.00% Banking, Investment, Risk Management - - Member Wen-Yen Hsu 9 - 9 100.00% Insurance, Risk Management, Academia V - -
Remuneration Committee Meetings
coming soon
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Remuneration Committee Meeting Attendance
In its sixth term, the Remuneration Committee convened 14 meetings from January 1, 2023 to December 31, 2023, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Cheung-Chun Lau 14 - 14 100.00% Banking, Investment, Risk Management V - Member Sheng-Yung Yang 14 - 14 100.00% Finance & Accounting, Academia, Risk Management V - Member Chung-Hui Jih 14 - 14 100.00% Securities, Banking - - -
Remuneration Committee Meetings
coming soon
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Remuneration Committee Meeting Attendance
In its fifth term, the Remuneration Committee convened 5 meetings (A) between January 1, 2022 and June 17, 2022. As of June 17, 2022, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Convenor Cheung-Chun Lau 5 - 5 100.00% Banking, Investment V Member Shih-Chieh Chang 5 - 5 100.00% Insurance, Risk Management, Academia - Member Sheng-Yung Yang 5 - 5 100.00% Finance & Accounting, Academia V In its sixth term, the Remuneration Committee convened 6 meetings (A) between June 17, 2022 and December 31, 2022. As of December 31, 2022, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Convenor Cheung-Chun Lau 6 - 6 100.00% Banking, Investment V Member Sheng-Yung Yang 6 - 6 100.00% Finance & Accounting, Academia V Member Chung-Hui Jih 6 - 6 100.00% Securities, Banking - -
Remuneration Committee Meetings
Term and meeting Motion content and result Jan. 21, 2022
7th term, 46th meeting of the Board of Directors1. A proposal regarding the 2021 year-end bonuses and stock appreciation rights of managers. 2. A proposal regarding the 2022 promotions and salary raises of executives. 3. A proposal regarding the 2021 year-end bonuses and stock appreciation rights of the Chairman / Vice Chairman. 4. A proposal regarding the 2021 year-end bonuses of director/independent directors. 5. A proposal to amend the Measures for the Remuneration of Non-independent Directors. Remuneration Committee resolutions (Jan. 20, 2022): Unanimously passed by all attending committee members. Handling of Remuneration Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. Feb. 25, 2022
7th term, 47th meeting of the Board of Directors1. A proposal to replace the 2021 stock appreciation rights program with a restricted stock awards program. Remuneration Committee resolution (Feb. 24, 2022): Unanimously passed by all attending committee members. Handling of Remuneration Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. March 25, 2022
7th term, 49th meeting of the Board of Directors1. A proposal to mandate a business consultant for the Company. 2. A proposal regarding the Company’s 2022 salary raises. 3. A proposal that a long-term incentive not be issued under the Long-Term Incentive Plan (LTIP2-5). 4. A proposal to issue the 2022 restricted stock awards and establish the rules thereof for a total issuance of no more than 90,000,000 common shares. 5. A proposal to amend the Measures for the Remuneration of Non-independent Directors. 6. A proposal to replace the Chairman/Vice Chairman’s 2021 stock appreciation rights with a deferred cash payment plan of equivalent value. 7. A proposal to amend the Company’s Regulations Governing the Reimbursement of Business Trip Expenses for Directors and Guidelines and Procedures Governing the Reimbursement of Business Trip Expenses for Directors. Remuneration Committee resolutions (March 24, 2022): Unanimously passed by all attending committee members. Handling of Remuneration Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. April 29, 2022
7th term, 50th meeting of the Board of Directors1. A proposal regarding employees’ remuneration for 2021. 2. A proposal regarding directors’ remuneration for 2021. Remuneration Committee resolutions (April 28, 2022): Unanimously passed by all attending committee members. Handling of Remuneration Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. May 24, 2022
7th term, 52nd meeting of the Board of Directors1. A proposal regarding executives’ salary raises. 2. A proposal regarding the Chairman/Vice Chairman’s recommended salary raises for 2022. Remuneration Committee resolutions (May 20, 2022): Unanimously passed by all attending committee members. Handling of Remuneration Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. June 29, 2022
8th term, 3rd meeting of the Board of Directors1. A proposal to amend the International Assignment Policy. 2. A proposal regarding salary planning for the Chairman/Vice Chairman. 3. A proposal to mandate a business consultant for the Company. Remuneration Committee resolutions (June 28, 2022): Unanimously passed by all attending committee members. Handling of Remuneration Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. July 21, 2022
8th term, 4th meeting of the Board of Directors1. A proposal to amend the 2022 Restricted Stock Award Regulations and the implementation rules thereof. 2. A proposal to adjust the positions of some managers. 3. A proposal to mandate a business consultant for the Company. Remuneration Committee resolutions (July 20, 2022): Unanimously passed by all attending committee members. Handling of Remuneration Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. Sept. 23, 2022
8th term, 9th meeting of the Board of Directors1. A proposal for the 2021 employee remuneration for the managers of the Company. 2. A proposal to amend the Company’s 2022 Restricted Stock Award Regulations. 3. A proposal to adjust the position of some mangers and senior vice presidents. 4. A proposal to amend the Company’s remuneration-related measures. Remuneration Committee resolutions (Sept. 22, 2022): Unanimously passed by all attending committee members. Handling of Remuneration Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. Oct. 28, 2022
8th term, 11th meeting of the Board of Directors1. A proposal regarding the total shares, distribution principles, and conditions of the 2022 restricted stock awards program. 2. A proposal to adjust the positions of some managers and the spokesperson. 3. A proposal to amend the Regulations Governing Employee Performance. Remuneration Committee resolutions (Oct. 27, 2022): Unanimously passed by all attending committee members. Handling of Remuneration Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. Dec. 23, 2022
8th term, 13th meeting of the Board of Directors1. A proposal to adjust the positions of some managers. 2. A proposal to amend the Company’s Regulation Governing the Distribution of Employee Year-end Bonuses. 3. A proposal for executives’ promotions and salary raises for 2023. 4. A proposal to mandate the business consultants for the Company for 2023. Remuneration Committee resolutions (Dec. 22, 2022): Unanimously passed by all attending committee members. Handling of Remuneration Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors.
Please refer to “Major Internal Policies” for the “Remuneration Committee Charter”.
The members of the Risk Management Committee are appointed by Board resolution. The Committee comprises no fewer than three directors, at least one of whom must be an independent director. It is convened a minimum of once every quarter, with additional meetings held whenever necessary.
The purpose of the Committee is to assist the Board in identifying, overseeing, and communicating with management regarding potential risks facing the Company. A successfully functioning Committee will mean a healthy risk culture and managerial support being fostered across the entire organization.
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Risk Management Committee meeting attendance
In its fifth term, the Risk Management Committee convened 4 meetings from January 1, 2025 to June 12, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 4 - 4 100.00% Finance & Accounting, Academia V - Member Cheung-Chun Lau 4 - 4 100.00% Banking, Investment, Risk Management - - Member Wen-Yen Hsu 4 - 4 100.00% Insurance, Risk Management, Academia V - In its sixth term, the Risk Management Committee convened 6 meetings from June 13, 2025 to December 31, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 6 - 6 100.00% Finance & Accounting, Academia V - Member Cheung-Chun Lau 6 - 6 100.00% Banking, Investment, Risk Management - - Member Wen-Yen Hsu 6 - 6 100.00% Insurance, Risk Management, Academia V - -
Risk Management Committee Meetings
coming soon
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Risk Management Committee meeting attendance
In its third term, the Nomination Committee convened 5 meetings from January 1, 2025 to June 12, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 5 - 5 100.00% Finance & Accounting, Academia - - Member Daniel I. Wu 5 - 5 100.00% Banking, Insurance, Securities, Investment, Risk Management - - Member Chung-Hui Jih 5 - 5 100.00% Securities, Banking - - In its fourth term, the Nomination Committee convened 7 meetings from June 13, 2025 to December 31, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 7 - 7 100.00% Finance & Accounting, Academia - - Member Daniel I. Wu 7 - 7 100.00% Banking, Insurance, Securities, Investment, Risk Management - - Member Chung-Hui Jih 7 - 7 100.00% Securities, Banking - - -
Risk Management Committee Meetings
coming soon
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Risk Management Committee meeting attendance
In its fifth term, the Risk Management Committee convened 9 meetings from January 1, 2024 to December 31, 2024, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 9 - 9 100.00% Finance & Accounting, Academia V - Member Cheung-Chun Lau 9 - 9 100.00% Banking, Investment, Risk Management - - Member Wen-Yen Hsu 9 - 9 100.00% Insurance, Risk Management, Academia V - -
Risk Management Committee Meetings
coming soon
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Risk Management Committee meeting attendance
In its third term, the Nomination Committee convened 13 meetings from January 1, 2024 to December 31, 2024, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 13 - 13 100.00% Finance & Accounting, Academia - - Member Shu-Po Hsu 4 - 4 100.00% Insurance - Step down on 2024.5.17 Member Daniel I. Wu 7 - 7 100.00% Banking, Insurance, Securities, Investment, Risk Management - Taking office on 2024.5.24 Member Chung-Hui Jih 13 - 13 100.00% Securities, Banking - - -
Risk Management Committee Meetings
coming soon
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Risk Management Committee meeting attendance
In its fifth term, the Risk Management Committee convened 11 meetings from January 1, 2023 to December 31, 2023, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 11 - 11 100.00% Finance & Accounting, Academia V - Member Thomas K.S. Chen 7 - 7 100.00% Risk Management, Corporate Governance V 2023.8.17 Resignation Member Cheung-Chun Lau 3 - 3 100.00% Banking, Investment, Risk Management - Taking office on 2023.8.25 Member Wen-Yen Hsu 11 - 11 100.00% Insurance, Risk Management, Academia V - -
Risk Management Committee Meetings
coming soon
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Risk Management Committee meeting attendance
In its fourth term, the Risk Management Committee convened 5 meetings (A) between January 1, 2022 and June 17, 2022. As of June 17, 2022, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Convenor Sheng-Yung Yang 5 - 5 100.00% Finance & Accounting, Academia V Member Thomas K.S. Chen 5 - 5 100.00% Risk Management, Corporate Governance V Member Shih-Chieh Chang 5 - 5 100.00% Insurance, Risk Management, Academia V In its fifth term, the Risk Management Committee convened 8 meetings (A) between June 17, 2022 and December 31, 2022. As of December 31, 2022, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Convenor Sheng-Yung Yang 8 - 8 100.00% Finance & Accounting, Academia V Member Thomas K.S. Chen 8 - 8 100.00% Risk Management, Corporate Governance V Member Wen-Yen Hsu 8 - 8 100.00% Insurance, Risk Management, Academia V -
Risk Management Committee Meetings
Board of Directors Motion content and result Jan. 21, 2022
7th term, 46th meeting of the Board of Directors1. A proposal to establish an Information Management Outsourcing Policy in accordance with the Regulations Governing Internal Operating Systems and Procedures for the Outsourcing of Financial Institution Operation. Risk Management Committee resolution (Jan. 19, 2022): Unanimously passed by all attending committee members. Handling of Risk Management Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. Feb. 25, 2022
7th term, 47th meeting of the Board of Directors1. A proposal to apply for the competent authority’s approval to add a cloud service to the Company’s Microsoft Office 365 software. 2. A proposal to amend the 2022 group risk limits, to take effect the month following the Board’s approval, for the purpose of managing all risks of the group and fulfilling internal and external management requirements. Risk Management Committee resolutions (Feb. 24, 2022): Unanimously passed by all attending committee members. Handling of Risk Management Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. May 24, 2022
7th term, 52nd meeting of the Board of Directors1. A proposal to establish the Company’s Information Sharing among Financial Institutions Policy according to the FSC’s Guidelines of Information Sharing among Financial Institutions. 2. A proposal to report the results of CTBC Bank’s second pillar stress test, government version, and the results of its internal stress test according to CTBC Holding’s Risk Governance Policy and Letter No. Jin-Guan-Jian- Kong-Zi-10201520970. Risk Management Committee resolutions (May 20, 2022): Unanimously passed by all attending committee members. Handling of Risk Management Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. June 29, 2022
8th term, 3rd meeting of the Board of Directors1. A proposal to report the results of Taiwan Lottery’s 2022 business stress test. Risk Management Committee resolution (June 27, 2022): Unanimously passed by all attending committee members. Handling of Risk Management Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. July 22, 2022
8th term, 4th meeting of the Board of Directors1. A proposal to explain the exceeding of financial market risk limits and proposed countermeasures. Risk Management Committee resolution (July 20, 2022): Unanimously passed by all attending committee members. Handling of Risk Management Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. Sept. 23, 2022
8th term, 9th meeting of the Board of Directors1. A proposal to amend the Company’s Crisis Management Policy. 2. A proposal to amend the Company’s Financial Market Risk Policy. Risk Management Committee resolutions (Sept. 21, 2022): Unanimously passed by all attending committee members. Handling of Risk Management Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors.
The members of the Nomination Committee are appointed by Board resolution. It must comprise at least three members, no less than half of whom are required to be independent directors. Committee meetings are convened at least twice a year, during which its members must faithfully perform the following duties with due care and submit all related proposals to the Board for discussion:
- Designate the independence and diversity standards of Board members and supervisors, such as their skills, experience, and gender.
- In accordance with these standards, find, review, and nominate candidates for director and supervisor positions at the Company and its subsidiaries.
- Establish and develop the organizational structure of the Board and each committee of the Company as well as its subsidiaries, and evaluate Board performance.
- Establish and review programs for the director continuing education initiative.
- Oversee the Company’s Corporate Governance Best Practice Principles.
- Handle other matters as assigned by the Board.
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Nomination Committee meeting attendance
In its third term, the Nomination Committee convened 5 meetings from January 1, 2025 to June 12, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 5 - 5 100.00% Finance & Accounting, Academia - - Member Daniel I. Wu 5 - 5 100.00% Banking, Insurance, Securities, Investment, Risk Management - - Member Chung-Hui Jih 5 - 5 100.00% Securities, Banking - - In its fourth term, the Nomination Committee convened 7 meetings from June 13, 2025 to December 31, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 7 - 7 100.00% Finance & Accounting, Academia - - Member Daniel I. Wu 7 - 7 100.00% Banking, Insurance, Securities, Investment, Risk Management - - Member Chung-Hui Jih 7 - 7 100.00% Securities, Banking - - -
Nomination Committee Meetings
coming soon
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Nomination Committee meeting attendance
In its third term, the Ethics & Integrity Committee convened 1 meeting from January 1, 2025 to June 12, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Wen-Yen Hsu 1 - 1 100.00% Insurance, Risk Management, Academia - - Member Sheng-Yung Yang 1 - 1 100.00% Finance & Accounting, Academia, Risk Management - - Member Cheung-Chun Lau 1 - 1 100.00% Banking, Investment, Risk Management - - In its fourth term, the Ethics & Integrity Committee convened 3 meetings from June 13, 2025 to December 31, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Wen-Yen Hsu 3 - 3 100.00% Insurance, Risk Management, Academia - - Member Sheng-Yung Yang 3 - 3 100.00% Finance & Accounting, Academia, Risk Management - - Member Cheung-Chun Lau 3 - 3 100.00% Banking, Investment, Risk Management - - -
Nomination Committee Meetings
coming soon
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Nomination Committee meeting attendance
In its third term, the Nomination Committee convened 13 meetings from January 1, 2024 to December 31, 2024, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 13 - 13 100.00% Finance & Accounting, Academia - - Member Shu-Po Hsu 4 - 4 100.00% Insurance - Step down on 2024.5.17 Member Daniel I. Wu 7 - 7 100.00% Banking, Insurance, Securities, Investment, Risk Management - Taking office on 2024.5.24 Member Chung-Hui Jih 13 - 13 100.00% Securities, Banking - - -
Nomination Committee Meetings
coming soon
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Nomination Committee meeting attendance
In its third term, the Ethics & Integrity Committee convened 3 meetings from January 1, 2024 to December 31, 2024, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Wen-Yen Hsu 3 - 3 100.00% Insurance, Risk Management, Academia - - Member Shu-Po Hsu 1 - 1 100.00% Insurance - Step down on 2024.5.17 Member Chun-Ko Chen 1 - 1 100.00% Law & Regulation, Corporate Governance - Step down on 2024.5.17 Member Sheng-Yung Yang 2 - 2 100.00% Finance & Accounting, Academia, Risk Management - Taking office on 2024.5.24 Member Cheung-Chun Lau 2 - 2 100.00% Banking, Investment, Risk Management - Taking office on 2024.5.24 -
Nomination Committee Meetings
coming soon
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Nomination Committee meeting attendance
In its third term, the Nomination Committee convened 10 meetings from January 1, 2023 to December 31, 2023, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Sheng-Yung Yang 10 - 10 100.00% Finance & Accounting, Academia - - Member Thomas K.S. Chen 5 - 5 100.00% Risk Management, Corporate Governance V 2023.8.17 Resignation Member Shu-Po Hsu 4 - 4 100.00% Insurance - Taking office on 2023.8.25 Member Chung-Hui Jih 10 - 10 100.00% Securities, Banking - - -
Nomination Committee Meetings
coming soon
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Nomination Committee meeting attendance
In its Second term, the Nomination Committee convened 5 meetings (A) between January 1, 2022 and June 17, 2022. As of June 17, 2022, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Convenor Thomas K.S. Chen 5 - 5 100.00% Risk Management, Corporate Governance V Member Shih-Chieh Chang 5 - 5 100.00% Insurance, Risk Management, Academia - Member Chih-Cheng Wang 5 - 5 100.00% Legal, Academia, Securities V In its third term, the Nomination Committee convened 9 meetings (A) between June 17, 2022 and December 31, 2022. As of December 31, 2022, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Convenor Thomas K.S. Chen 9 - 9 100.00% Risk Management, Corporate Governance V Member Sheng-Yung Yang 9 - 9 100.00% Finance & Accounting, Academia - Member Chung-Hui Jih 9 - 9 100.00% Securities, Banking - -
Nomination Committee Meetings
Term and meeting Motion content and result Jan. 21, 2022; 7th term, 46th meeting of the Board of Directors 1. A proposal to appoint a director of CTBC Security Co., Ltd. 2. A proposal for the Nomination Committee’s 2022 work plan. Nomination Committee resolutions (Jan. 19, 2022): Unanimously passed by all attending committee members. Handling of Nomination Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. Feb. 25, 2022; 7th term, 47th meeting of the Board of Directors 1. A proposal to amend CTBC Holding’s Corporate Governance Best Practice Principles. 2. A proposal to recommend a director of CTBC Sports Entertainment Co., Ltd. Nomination Committee resolutions (Feb. 24, 2022): Unanimously passed by all attending committee members. Handling of Nomination Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. March 25,2022; 7th term, 49th meeting of the Board of Directors 1. A proposal to nominate directors of the Company for the eighth term. Nomination Committee resolution (March 24, 2022): Unanimously passed by all attending committee members. Handling of Nomination Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. April 29, 2022; 7th term, 50th meeting of the Board of Directors 1. A proposal to amend CTBC Holding’s Corporate Governance Best Practice Principles. 2. A proposal to recommend directors for the new term of the board of CTBC Bank Corp. (Canada). 3. A proposal to recommend directors for the new term of the board CTBC Bank (Philippines) Corp. 4. A proposal to review the independent director candidates to be nominated at the 2022 shareholders’ meeting for the Board’s eighth term and to approve the candidates for the Board’s eighth term (including independent directors) to be nominated at the 2022 shareholders’ meeting. Nomination Committee resolutions (April 28, 2022): Unanimously passed by all attending committee members. Handling of Nomination Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. May 24, 2022; 7th term, 52nd meeting of the Board of Directors 1. A proposal to amend CTBC Holding’s Guidelines for Appointing the Directors and Supervisors of Subsidiaries. 2. A proposal to recommend directors for CTBC International Co., Ltd. and CTBC Leasing. 3. A proposal to recommend directors for the new term of the board of CTBC Capital Corp. 4. A proposal to recommend directors for the new term of the board of CTBC Bank Corp. (USA). 5. A proposal to recommend directors for the new term of the board of The Tokyo Star Bank. 6. A proposal to recommend directors and supervisors for the new term of the board of Tokyo Star Business Finance, Ltd. Nomination Committee resolutions (May 24, 2022): Unanimously passed by all attending committee members. Handling of Nomination Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. June 17, 2022; 8th term, 2nd meeting of the Board of Directors 1. A proposal to appoint the members for the 18th term of the board of CTBC Bank. Nomination Committee resolution (June 17, 2022): Unanimously passed by all attending committee members. Handling of Nomination Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. June 29, 2022; 8th term, 3rd meeting of the Board of Directors 1. A proposal to amend the Company’s Nomination Committee Charter. 2. A proposal to recommend a supervisor for the board of Tokyo Star Business Finance, Ltd. Nomination Committee resolutions (June 28, 2022): Unanimously passed by all attending committee members. Handling of Nomination Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. July 22, 2022; 8th term, 4th meeting of the Board of Directors 1. A proposal to appoint an independent director of CTBC Bank. Nomination Committee resolution (July 21, 2022): Unanimously passed by all attending committee members. Handling of Nomination Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. Aug. 18, 2022; 8th term, 5th meeting of the Board of Directors 1. A proposal to appoint a director of Taiwan Life and recommend a director of CTBC Finance Co., Ltd. Nomination Committee resolution (Aug. 18, 2022): Unanimously passed by all attending committee members. Nomination Committee resolution (Aug. 18, 2022): Unanimously passed by all attending committee members. Aug. 19, 2022; 8th term, 6th meeting of the Board of Directors 1. A proposal to amend CTBC Holding’s Corporate Governance Best Practice Principles. 2. A proposal to recommend directors of CTBC Bank Corp. (Canada). Nomination Committee resolutions (Aug. 18, 2022): Unanimously passed by all attending committee members. Handling of Nomination Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. Sept. 23, 2022; 8th term,9th meeting of the Board of Directors 1. A proposal to recommend a director of CTBC Capital Corp. 2. A proposal to recommend directors of CTBC Bank Corp. (USA) Nomination Committee resolutions (Sept. 22, 2022): Unanimously passed by all attending committee members. Handling of Nomination Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. Oct. 28, 2022; 8th term, 11th meeting of the Board of Directors 1. A proposal to change directors/supervisors of the Company’s subsidiaries. Nomination Committee resolutions (Oct. 27, 2022): Unanimously passed by all attending committee members. Handling of Nomination Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. Nov. 25, 2022; 8th term, 12th meeting of the Board of Directors 1. A proposal to amend CTBC Holding’s Corporate Governance Best Practice Principles. 2. A proposal to recommend a supervisor of HH-CTBC Capital Management Co., Ltd. Nomination Committee resolutions (Nov. 24, 2022): Unanimously passed by all attending committee members. Handling of Nomination Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors. Dec. 23, 2022; 8th term, 13th meeting of the Board of Directors 1. A proposal to appoint directors of CTBC Securitie. Nomination Committee resolution (Dec. 22, 2022): Unanimously passed by all attending committee members. Handling of Nomination Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors.
Please refer to “Major Internal Policies” for the “Nomination Committee Charter”.
The Ethics & Integrity Committee is completely composed of directors. It may have no fewer than three members, at least one of whom must be an independent director. Meeting at least twice a year, the Committee is responsible for formulating and monitoring integrity management policies and preventative plans. It executes the following duties, regarding which it regularly provides progress reports to the Board of Directors:
- Help integrate integrity and ethics into the business strategy of the Company and adopt fraud-prevention measures to ensure the Company complies with relevant laws.
- Establish programs to prevent dishonest behavior and develop operating procedures and behavioral guidelines to execute each program.
- For business activities at a higher risk of corruption, build checks and balances into the organization, structure, and distribution of powers of the Company.
- Promote policy knowledge and coordinate training on business integrity.
- Regularly review reports submitted in accordance with the Procedures for Handling Whistleblowing Cases in the Company and its subsidiaries regarding relevant cases and their handling.
- Regularly review cases of unethical behavior submitted by the internal Employee Incentives and Punishment Committee regarding Company and subsidiary employees.
- Regularly review the results of closed cases of unethical behavior involving directors, supervisors, or management at the vice president level or above received by the Company or its subsidiaries from the public via the competent authorities of the target enterprises.
- Assist the Board of Directors and management in ensuring the effective operation of prevention measures established to foster business integrity.
- Handle other matters related to the formulation and supervision of integrity management policies.
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Ethics & Integrity Committee meeting attendance
In its third term, the Ethics & Integrity Committee convened 1 meeting from January 1, 2025 to June 12, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Wen-Yen Hsu 1 - 1 100.00% Insurance, Risk Management, Academia - - Member Sheng-Yung Yang 1 - 1 100.00% Finance & Accounting, Academia, Risk Management - - Member Cheung-Chun Lau 1 - 1 100.00% Banking, Investment, Risk Management - - In its fourth term, the Ethics & Integrity Committee convened 3 meetings from June 13, 2025 to December 31, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Wen-Yen Hsu 3 - 3 100.00% Insurance, Risk Management, Academia - - Member Sheng-Yung Yang 3 - 3 100.00% Finance & Accounting, Academia, Risk Management - - Member Cheung-Chun Lau 3 - 3 100.00% Banking, Investment, Risk Management - - -
Ethics and Integrity Committee Meetings
coming soon
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Ethics & Integrity Committee meeting attendance
In its second term, the Sustainability Committee convened 1 meeting from January 1, 2025 to June 12, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Cheung-Chun Lau 1 - 1 100.00% Banking, Investment, Risk Management V - Member Sheng-Yung Yang 1 - 1 100.00% Finance & Accounting, Academia, Risk Management V - Member Wen-Yen Hsu 1 - 1 100.00% Insurance, Risk Management, Academia V - Member Chung-Hui Jih 1 - 1 100.00% Securities, Banking - - In its third term, the Sustainability Committee convened 6 meetings from June 13, 2025 to December 31, 2025,, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Cheung-Chun Lau 6 - 6 100.00% Banking, Investment, Risk Management V - Member Sheng-Yung Yang 6 - 6 100.00% Finance & Accounting, Academia, Risk Management V - Member Wen-Yen Hsu 6 - 6 100.00% Insurance, Risk Management, Academia V - Member Chung-Hui Jih 6 - 6 100.00% Securities, Banking - - -
Ethics and Integrity Committee Meetings
coming soon
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Ethics & Integrity Committee meeting attendance
In its third term, the Ethics & Integrity Committee convened 3 meetings from January 1, 2024 to December 31, 2024, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Wen-Yen Hsu 3 - 3 100.00% Insurance, Risk Management, Academia - - Member Shu-Po Hsu 1 - 1 100.00% Insurance - Step down on 2024.5.17 Member Chun-Ko Chen 1 - 1 100.00% Law & Regulation, Corporate Governance - Step down on 2024.5.17 Member Sheng-Yung Yang 2 - 2 100.00% Finance & Accounting, Academia, Risk Management - Taking office on 2024.5.24 Member Cheung-Chun Lau 2 - 2 100.00% Banking, Investment, Risk Management - Taking office on 2024.5.24 -
Ethics and Integrity Committee Meetings
coming soon
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Ethics & Integrity Committee meeting attendance
In its second term, the Sustainability Committee convened 8 meetings from January 1, 2024 to December 31, 2024, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Cheung-Chun Lau 8 - 8 100.00% Banking, Investment, Risk Management V - Member Sheng-Yung Yang 8 - 8 100.00% Finance & Accounting, Academia, Risk Management V - Member Wen-Yen Hsu 8 - 8 100.00% Insurance, Risk Management, Academia V - Member Chung-Hui Jih 8 - 8 100.00% Securities, Banking - - -
Ethics and Integrity Committee Meetings
coming soon
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Ethics & Integrity Committee meeting attendance
In its third term, the Ethics & Integrity Committee convened 3 meetings from January 1, 2023 to December 31, 2023, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Wen-Yen Hsu 3 - 3 100.00% Insurance, Risk Management, Academia - - Member Thomas K.S. Chen 3 - 3 100.00% Risk Management, Corporate Governance V 2023.8.17 Resignation Member Shu-Po Hsu - - - - Insurance - Taking office on 2023.8.25 Member Chun-Ko Chen 3 - 3 100.00% Law & Regulation, Corporate Governance - - -
Ethics and Integrity Committee Meetings
coming soon
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Ethics & Integrity Committee meeting attendance
In its second term, the Sustainability Committee convened 7 meetings from January 1, 2023 to December 31, 2023, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Cheung-Chun Lau 7 - 7 100.00% Banking, Investment, Risk Management V - Member Sheng-Yung Yang 7 - 7 100.00% Finance & Accounting, Academia, Risk Management V - Member Wen-Yen Hsu 7 - 7 100.00% Insurance, Risk Management, Academia V - Member Chung-Hui Jih 7 - 7 100.00% Securities, Banking - - -
Ethics and Integrity Committee Meetings
coming soon
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Ethics & Integrity Committee meeting attendance
In its second term, the Ethics & Integrity Committee convened 1 meeting (A) between January 1, 2022 and June 17, 2022. As of June 17, 2022, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Convenor Shih-Chieh Chang 1 - 1 100.00% Legal, Academia, Securities - Member Thomas K.S. Chen 1 - 1 100.00% Risk Management, Corporate Governance V Member Chao-Chin,Tung 1 - 1 100.00% Banking - In its third term, the Ethics & Integrity Committee convened 2 meetings (A) between June 17, 2022 and December 31, 2022. As of December 31, 2022, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Convenor Wen-Yen Hsu 2 - 2 100.00% Insurance, Risk Management, Academia - Member Thomas K.S. Chen 2 - 2 100.00% Risk Management, Corporate Governance V Member Chun-Ko Chen 2 - 2 100.00% Law & Regulation, Corporate Governance - -
Ethics and Integrity Committee Meetings
Board of Directors Motion content and result Jan. 21, 2022; 7th term, 46th meeting of the Board of Directors 1. A proposal to amend the Company’s Ethics and Integrity Committee Charter. 2. A proposal containing the Ethics and Integrity Committee’s 2022 work plans. Ethics and Integrity Committee resolutions (Jan. 19, 2022): Unanimously passed by all attending committee members. Handling of Ethics and Integrity Committee proposals by the Company (Board of Directors): Unanimously passed by all attending directors.
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Ethics & Integrity Committee meeting attendance
In its first term, the Sustainability Committee convened 1 meeting (A) between January 1, 2022 and June 17, 2022. As of June 17, 2022, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Convenor Cheung-Chun Lau 1 - 1 100.00% Banking, Investment V Member Shih-Chieh Chang 1 - 1 100.00% Insurance, RiskManagement, Academia - Member Chih-Cheng Wang 1 - 1 100.00% Legal, Academia, Securities V Member Sheng-Yung Yang 1 - 1 100.00% Finance & Accounting, Academia V Member Wen-Yen Hsu 1 - 1 100.00% Insurance, Risk Management ,Academia V In its second term, the Sustainability Committee convened 6 meetings (A) between June 17, 2022 and December 31, 2022. As of December 31, 2022, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Convenor Cheung-Chun Lau 6 - 6 100.00% Banking, Investment V Member Sheng-Yung Yang 6 - 6 100.00% Finance & Accounting, Academia V Member Wen-Yen Hsu 6 - 6 100.00% Insurance, Risk Management ,Academia V Member Chung-Hui Jih 6 - 6 100.00% Securities, Banking - -
Ethics and Integrity Committee Meetings
Board of Directors Motion content and result Aug. 19, 2022; 8th term, 6th meeting of the Board of Directors 1. A proposal to join the FSC’s Forerunner Alliance. Corporate Sustainability Committee resolution (Aug. 18, 2022): Unanimously passed by all attending committee members. Handling of Corporate Sustainability Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. Dec. 23, 2022; 8th term, 13th meeting of the Board of Directors 1. A proposal containing the framework of the 2022 Sustainability Report. Corporate Sustainability Committee resolution (Dec. 22, 2022): Unanimously passed by all attending committee members. Handling of Corporate Sustainability Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors.
Please refer to “Major Internal Policies” for the “Ethics and Integrity Committee Charter”.
The members of the Sustainability Committee are appointed by resolution of the Board of Directors. The Committee shall have no fewer than three members. For oversight purposes, at least one member shall be an independent director. The Committee shall be convened at least twice per year, and may meet at any time as needed. The Committee shall exercise the due care of a good administrator and faithfully perform the following duties:
- Approve corporate sustainability-related policies, annual plans, strategic directions, and the implementation thereof.
- Supervise and annually review the implementation of corporate sustainability plans.
- Approve the structure of the Sustainability Report’s Chinese version.
- Approve other important decisions regarding corporate sustainability.
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Sustainability Committee meeting attendance
In its second term, the Sustainability Committee convened 1 meeting from January 1, 2025 to June 12, 2025, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Cheung-Chun Lau 1 - 1 100.00% Banking, Investment, Risk Management V - Member Sheng-Yung Yang 1 - 1 100.00% Finance & Accounting, Academia, Risk Management V - Member Wen-Yen Hsu 1 - 1 100.00% Insurance, Risk Management, Academia V - Member Chung-Hui Jih 1 - 1 100.00% Securities, Banking - - In its third term, the Sustainability Committee convened 6 meetings from June 13, 2025 to December 31, 2025,, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Cheung-Chun Lau 6 - 6 100.00% Banking, Investment, Risk Management V - Member Sheng-Yung Yang 6 - 6 100.00% Finance & Accounting, Academia, Risk Management V - Member Wen-Yen Hsu 6 - 6 100.00% Insurance, Risk Management, Academia V - Member Chung-Hui Jih 6 - 6 100.00% Securities, Banking - - -
Sustainability Committee Meetings
coming soon
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Implementation of Stakeholder Communication
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Sustainability Committee meeting attendance
In its second term, the Sustainability Committee convened 8 meetings from January 1, 2024 to December 31, 2024, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Cheung-Chun Lau 8 - 8 100.00% Banking, Investment, Risk Management V - Member Sheng-Yung Yang 8 - 8 100.00% Finance & Accounting, Academia, Risk Management V - Member Wen-Yen Hsu 8 - 8 100.00% Insurance, Risk Management, Academia V - Member Chung-Hui Jih 8 - 8 100.00% Securities, Banking - - -
Sustainability Committee Meetings
coming soon
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Implementation of Stakeholder Communication
Using the AA1000 Stakeholder Engagement Standard, CTBC Holding has identified customers, investors, government, community, suppliers, and employees as our six key stakeholder groups and established multiple transparent communication channels to gather, analyze, and communicate issues of concern to them. The aim of these efforts is to enable stakeholders to understand how CTBC Holding is implementing corporate sustainability.
In terms of governance and implementation, our stakeholder communication has three levels:
- Each unit communicates with stakeholders through its daily operations, as described in the table below.
- The ESG Taskforce incorporates issues of concern to stakeholders into its annual plan and daily work for implementation and management.
- The status of stakeholder communication and the effectiveness of stakeholder engagement are regularly disclosed in the annual Sustainability Report as well as reported to the Sustainability Committee and the Board of Directors.
Implementation report on communication with stakeholders
The abovementioned communication with stakeholders was consolidated in the 2023 Sustainability Report, which was reported to the Sustainability Committee on July 25 and the Board of Directors on July 26, and in the 2024 Corporate Sustainability Implementation Results and 2024 Sustainability Report material topic identification results, both of which were reported to the Sustainability Committee on Dec. 26 and the Board of Directors on Dec. 27.
Customers Channels Engagement method CTBC Bank Customer
Service CenterWebsite:
https://csccontact.ctbcbank.com/contactme/
Telephone:
0800-024-365 (24-hour customer hotline)
0800-057-034 (Monday to Friday, 09:00–17:30)- 24-hour automated customer service
- 24-hour customer service
- 24-hour real-time text-based online customer service
- Customer satisfaction surveys – anytime
- Online and offline financial seminars –irregularly
Taiwan Life Customer
Service CenterEmail address:
[email protected]
Email address:
Telephone:
Customer Service Hotline:
0800-099-850 or (02)8170-5156 (Monday to Sunday, 08:00–24:00)
Service Hotline for Older People:
0800-816-688 or (02)8170-9846Insurance adviser services - Appointments made via the official website – anytime
- Customer segment product demand communication (EDM/LINE/FB/BN)– irregularly
Member/user management
(Taiwan Life registered website members/LINE/TeamWalk/CallCard)- Introduction to digital services section on official website – anytime
- Online services via the policyholder website – anytime
- Insurance application services on the online insurance application website – anytime
- Online services in the TeamWalk app – anytime
- Push notifications via the official LINE account – irregularly
- Marketing activity information (EDM) – irregularly
- Introduction to online services (EDM) – irregularly
Voice of the customer - Daily: Customer Service Hotline; customer service chatbot A Long, Speak Out feedback website, and customer complaint hotline
- As needed: Collection of VOC feedback via phone
- Policyholder e-newsletters – monthly
CTBC Securities Customer
Service CenterEmail address:
[email protected]
Telephone:
0800-024-365->5>2 (08:00~18:00)
02-66392345 （08:00~18:00）- Customer service representative hotline
- Online live chat with customer service representative
- 24-hour smart customer services
- Customer satisfaction survey – monthly
CTBC Investments
customer serviceEmail address:
[email protected]
Telephone:
02-2652-6699 (09:00~17:30)- Customer service hotline
- Customer service email – anytime, with replies during working hours.
Investors Channels Engagement method Investors Relations
DepartmentEmail address:
[email protected]
Telephone:
02-3327-7777 ext. 6653~6656Frequency: - Investor information on Chinese and English websites – any time
- Investor Relations website in Chinese and English – any time
- Participation in investor meetings and forums – irregularly
- Operating performance announcements – monthly
- Investor conferences in Chinese and English – quarterly
- General shareholders' meeting – annually
- Chinese and English CTBC Holding websites
- Chinese and English Investor Relations websites
- Investor meetings and forums/investor conferences/general shareholders' meeting
Government Engagement method - Provide relevant information to facilitate the supervision and reviews of the competent authorities – irregularly
- Closely monitor the regulations issued by the competent authorities and establish/revise internal guidelines accordingly to ensure compliance with government regulations and policies – irregularly
- Participate in policy discussion meetings and briefing sessions organized by the competent authorities to stay updated on the latest regulatory developments and provide timely feedback and suggestions when appropriate – irregularly
Community Engagement method - Participate in seminars – irregularly
- Organize lectures – irregularly
- Organize press conferences – irregularly
- Sponsor arts and culture, sports, academic, and environmental protection events – irregularly
- Organize charity events – annually
Suppliers Channels Engagement method General Administration
DepartmentEmail address:
[email protected]
Telephone:
02-3327-7777 ext. 5192- Business meetings and price-negotiation meetings – irregularly
- Supplier conferences – annually
- Supplier risk investigations – irregularly
- Stakeholder section of website – anytime
Employees Channels Engagement method CTBC Holding Email address:
[email protected]
(employee complaint mailbox)
Telephone:
02-3327-8804- People and Matters e-newsletter – monthly
- Mobilization meetings – quarterly
- Employee communication and complaint channels – irregularly
- Employee health seminars – irregularly
- Quarterly reviews and 360-degree feedback – regularly
- Sales personnel complaint hotline and mailbox – any time
- Ethical management education and training – annually
-
Sustainability Committee meeting attendance
In its second term, the Sustainability Committee convened 7 meetings from January 1, 2023 to December 31, 2023, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Note Convenor Cheung-Chun Lau 7 - 7 100.00% Banking, Investment, Risk Management V - Member Sheng-Yung Yang 7 - 7 100.00% Finance & Accounting, Academia, Risk Management V - Member Wen-Yen Hsu 7 - 7 100.00% Insurance, Risk Management, Academia V - Member Chung-Hui Jih 7 - 7 100.00% Securities, Banking - - -
Sustainability Committee Meetings
coming soon
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Implementation of Stakeholder Communication
Using the AA1000 Stakeholder Engagement Standard, CTBC Holding have identified customers, investors, government, community, suppliers, and employees as our six key stakeholder groups and established multiple transparent communication channels to gather, analyze, and communicate issues of concern to them. The aim of these efforts is to enable stakeholders to understand how CTBC Holding is implementing corporate sustainability.
In terms of governance and implementation, our stakeholder communication has three levels:
- Each unit communicates with stakeholders through its daily operations, as described in the table below.
- The ESG Taskforce incorporates issues of concern to stakeholders into its annual plan and daily work for implementation and management.
- The status of stakeholder communication and the effectiveness of stakeholder engagement are regularly disclosed in the annual Sustainability Report as well as reported to the Sustainability Committee and the Board of Directors.
Implementation report on communication with stakeholders
The above-mentioned communication with stakeholders was consolidated in the 2023 Sustainability Report material topics identification results and 2023 Corporate Sustainability Implementation Results, both of which were reported to the Sustainability Committee on December 21 and the Board of Directors on December 22.
Customers Channels Engagement method CTBC Bank Customer
Service CenterWebsite:
https://csccontact.ctbcbank.com/contactme/
Telephone:
0800-024-365（24-hour customer hotline）
0800-057-034（24-hour customer complaint hotline）- 24-hour customer service, 24-hour automated customer service, and realtime text-based online customer service – anytime
- Customer satisfaction surveys – anytime
- Online and offline financial seminars –monthly/quarterly/annually
Taiwan Life Customer
Service CenterEmail address:
[email protected]
Telephone:
Customer Service Hotline:
0800-099-850 or (02)8170-5156
Service Hotline for Older People:
0800-816-688 or (02)8170-9846
Policyholder Complaint Hotline:
0800-213-269Insurance adviser services - Appointments made via the official website – anytime
- Customer segment product demand communication (EDM/LINE/FB/BN)– irregularly
Member/user management
(Taiwan Life registered website members/LINE/TeamWalk/CallCard)- Introduction to digital services section on official website – anytime
- Online services via the policyholder website – anytime
- Insurance application services on the online insurance application website – anytime
- Online services in the TeamWalk app – anytime
- Push notifications via the official LINE account – irregularly
- Marketing activity information (EDM) – irregularly
- Introduction to online services (EDM) – irregularly
Voice of the customer - Daily: Customer Service Hotline (service hours: 8 a.m. to midnight, Monday to Sunday); customer service chatbot A Long, Speak Out feedback website, and customer complaint hotline
- As needed: Collection of VOC feedback via phone
- Policyholder e-newsletters – monthly
CTBC Securities Customer
Service CenterEmail address:
[email protected]
Telephone:
0800-024-365->5>2 (08:00-18:00)
02-66392345 (08:00-18:00)- Customer service representative hotline (8:00-18:00)
- Online live chat with customer service representative (8:00-18:00)
- 24-hour smart customer services
- Customer satisfaction survey – monthly
CTBC Investments
customer servicesEmail address:
[email protected]
Telephone:
2652-6699 (9:00-17:30)- Customer service hotline (9:00-17:30)
- Customer service email – anytime, with replies during working hours.
Investors Channels Engagement method Investors Relations
DepartmentEmail address:
[email protected]
Telephone:
02-3327-7777 ext. 6653-6656Frequency: - Investor information on Chinese and English websites – any time
- Investor Relations website in Chinese and English – any time
- Participation in investor meetings and forums – irregularly
- Operating performance announcements – monthly
- Investor conferences in Chinese and English – quarterly
- General shareholders' meeting – annually
- Chinese and English CTBC Holding websites
- Chinese and English Investor Relations websites
- Investor meetings and forums/investor conferences/general shareholders' meeting
Government Engagement method - Provide relevant information to facilitate the supervision and reviews of the competent authorities – irregularly
- Closely monitor the regulations issued by the competent authorities and establish/revise internal guidelines accordingly to ensure compliance with government regulations and policies – irregularly
- Participate in policy discussion meetings and briefing sessions organized by the competent authorities to stay updated on the latest regulatory developments and provide timely feedback and suggestions when appropriate – irregularly
Community Engagement method - Participate in seminars – irregularly
- Organize lectures – irregularly
- Organize press conferences – irregularly
- Sponsor arts and culture, sports, academic, and environmental protection events – irregularly
- Organize charity events – annually
Suppliers Channels Engagement method General Administration
DepartmentEmail address:
[email protected]
Telephone:
(02) 3327-7777 ext. 6904- Business meetings and price-negotiation meetings – irregularly
- Supplier conferences – annually
- Supplier risk investigations – irregularly
- Stakeholder section of website – anytime
Employees Channels Engagement method CTBC Holding Email address:
[email protected]
(employee complaint mailbox)
Telephone:
(02) 3327-8804- People and Matters e-newsletter – monthly
- Mobilization meetings – quarterly
- Employee communication and complaint channels – irregularly
- Employee health seminars – irregularly
- Quarterly reviews and 360-degree feedback – regularly
- Sales personnel complaint hotline and mailbox – any time
- Ethical management education and training – annually
-
Sustainability Committee meeting attendance
In its first term, the Sustainability Committee convened 1 meeting (A) between January 1, 2022 and June 17, 2022. As of June 17, 2022, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Convenor Cheung-Chun Lau 1 - 1 100.00% Banking, Investment V Member Shih-Chieh Chang 1 - 1 100.00% Insurance, RiskManagement, Academia - Member Chih-Cheng Wang 1 - 1 100.00% Legal, Academia, Securities V Member Sheng-Yung Yang 1 - 1 100.00% Finance & Accounting, Academia V Member Wen-Yen Hsu 1 - 1 100.00% Insurance, Risk Management ,Academia V In its second term, the Sustainability Committee convened 6 meetings (A) between June 17, 2022 and December 31, 2022. As of December 31, 2022, with the attendance record as follows:
Title Member Meetings attended in person (B) Meetings attended in proxy Meetings attended in require(A) In-person attendance rate (B/A) Main Expertise With experience for the committee Convenor Cheung-Chun Lau 6 - 6 100.00% Banking, Investment V Member Sheng-Yung Yang 6 - 6 100.00% Finance & Accounting, Academia V Member Wen-Yen Hsu 6 - 6 100.00% Insurance, Risk Management ,Academia V Member Chung-Hui Jih 6 - 6 100.00% Securities, Banking - -
Sustainability Committee Meetings
Board of Directors Motion content and result Aug. 19, 2022; 8th term, 6th meeting of the Board of Directors 1. A proposal to join the FSC’s Forerunner Alliance. Corporate Sustainability Committee resolution (Aug. 18, 2022): Unanimously passed by all attending committee members. Handling of Corporate Sustainability Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. Dec. 23, 2022; 8th term, 13th meeting of the Board of Directors 1. A proposal containing the framework of the 2022 Sustainability Report. Corporate Sustainability Committee resolution (Dec. 22, 2022): Unanimously passed by all attending committee members. Handling of Corporate Sustainability Committee proposal by the Company (Board of Directors): Unanimously passed by all attending directors. -
Implementation of Stakeholder Communication
CTBC Financial Holding(CTBC Holding) uses the AA1000 Stakeholder Engagement Standard, and has identified "customers," "investors," "government," "community," "suppliers," and "employees" as our six key stakeholder groups and established multiple transparent communication channels to gather, analyze, and communicates issues of concern to them. The aim of these efforts is to enable stakeholders to understand how CTBC Holding is implementing corporate sustainability.
The governance and implementation of stakeholder communication occurs across three management levels:
- The results of the annual communication of material sustainability issues with stakeholders are reported by the Corporate Sustainability Department to the Corporate Sustainability Committee and the Board of Directors before the end of the respective year.
- The ESG Taskforce incorporates stakeholder concerns into the annual sustainability plan and daily operations, conducting tracking and review processes.
- The communication and engagement activities during day-to-day operations are summarized in the annual Sustainability Report, which is then reported to the Corporate Sustainability Committee and the Board of Directors in the following year. The Board of Directors and the Corporate Sustainability Committee oversee the effectiveness of communication and engagement efforts.
In 2022, Corporate Sustainability Department summarized its work execution performance in 2021 and reported to Corporate Sustainability Committee and the Board of Directors on June 28th and 29th respectively. The identified results of the annual materiality issues were also reported to Corporate Sustainability Committee and the Board of Directors on December 22nd and 23rd, 2022 respectively.
Customers Channels Frequency Results in 2022 Corresponding materiality CTBC Bank Customer Service Center Website:
https://csccontact.ctbcbank.com/contactme/
Telephone：
0800-024-365 5（24-hour customer hotline）
0800-057-034（24-hour customer complaint hotline）- 24-hour customer service, 24- hour automated customer service, and real-time text-based online customer service–anytime
- Customer satisfaction surveys – anytime
- Online and offline financial seminars – monthly/quarterly/annually
- CTBC Bank prevented members of the public from falling victim to scammers on 1,733 occasions, saving them NT$810,004,641- the most in the industry.
- More than 30 customer satisfaction surveys and public opinion monitoring activities were conducted, covering both physical and online touchpoints. Over 660,000 responses were collected, showing a customer satisfaction rate of 89%.
- Smart customer chatbot service Agent C served customers on 12 million occasions, with a satisfaction rate of 92%.
- Nearly 200 online and offline seminars were held, with over 10,000 participants
Risk management Customer relationship management Taiwan Life Customer Service Center Email address:
[email protected]
Email address:
[email protected]
Telephone:
Customer Service Hotline:
0800-099-850 or (02) 8170-5156
Elderly Service Hotline:
0800-816-688 or (02) 8170-9846
Policyholder Complaint Hotline:
0800-213-269Insurance adviser services - Customer segment product demand communication (EDM) – monthly
- Appointments made via the official website – anytime
- 360,000 views per year
Customer relationship Management Social impact Member management (online members/LINE/TeamWalk/call card) - Introduction to digital services section on official website – anytime
- Online services via the policyholder website – anytime
- Insurance application services on the online insurance application website – anytime
- Online services in the TeamWalk app – anytime
- Push notifications via the official LINE account – irregularly
- Marketing activity information (EDM) – irregularly
- Introduction to online services (EDM) – irregularly
- The total number of online members was 550,261 people.
- The number of online insurance applications was 41,234.
- Taiwan Life's official LINE account had a total of 2.1 million friends
Voice of the customer - Daily: Customer Service Hotline (service hours: 8 a.m. to midnight, Monday to Sunday); customer service chatbot A Long, Speak Out feedback website, and customer complaint hotline.
- As needed: Collection of VOC feedback via phone
- VOC feedback: 1,148 cases
- Positive customer feedback: 229
- Customers served by chatbot A Long (launched in October 2022): 19,198 people
- Policyholder e-newsletters –monthly
- Sent 12 times throughout the year
CTBC Securities Customer Service Center Email address:
[email protected]
Telephone:
0800-024-365->5>2（8:00~18:00）
02-66392345（8:00~18:00）- Customer service representative hotline (8:00~18:00)
- Online live chat with customer service representative (8:00~18:00)
- 24-hour smart customer services
- Customer satisfaction survey –monthly
- Since its launch in July 2022, smart customer service chatbot Holly served customers on a total of 5,700 occasions, answering 21,200 questions.
- The customer service representative hotline handled 72,000 calls.
- A customer satisfaction survey conducted on the digital platform received 1,644 responses, with a satisfaction rate of 87%.
Customer relationship management CTBC Investments customer services Email address:
[email protected]
Telephone:
2652-6699 (9:00~17:30)- Customer service hotline (9:00~17:30)
- Customer service email –anytime, with replies during working hours.
- CTBC Investments customer service team served nearly 10,000 people.
- An online program, "Tuesday Fund Talks," is live-streamed weekly. It features CTBC Securities speakers and outside experts discussing investment trends. Since its launch in 2020, the program has aired 116 episodes, and the YouTube channel has gained 5,704 subscribers with a total of 101,203 views.
Risk management
Customer relationship managementInvestors Channels Frequency Results in 2022 Corresponding materiality Investors Relations Departmen t, CTBC Holding Email address:
[email protected]
Telephone:
(02)3327-7777 ext. 6653~6656Frequency: - Investor information on Chinese and English websites – any time
- Investor Relations website in Chinese and English – any time
- Participation in investor meetings and forums – irregularly
- Operating performance announcements – monthly
- Investor conferences in Chinese and English – quarterly
- General shareholders' meeting – annually
- Chinese and English CTBC Holding websites
- Chinese and English Investor Relations websites
- Investor meetings and forums/investor conferences/general shareholders' meeting
- Organized 4 online investor conferences
- Convened 8 Chinese and English investor conferences
- Participated in 9 domestic and overseas online investor forums
Ethical governance Risk management Responsible financing Climate change actions and strategies Governments Frequency Results in 2022 Corresponding materiality - Provide relevant information to facilitate the supervision and reviews of the competent authorities – irregularly
- Closely monitor the regulations issued by the competent authorities and establish/revise internal guidelines accordingly to ensure compliance with government regulations and policies – irregularly
- Participate in policy discussion meetings and briefing sessions organized by the competent authorities to stay updated on the latest regulatory developments and provide timely feedback and suggestions when appropriate – irregularly
- Ranked among the top 6%–20% of performers in the 9th Corporate Governance Evaluation by the Taiwan Stock Exchange
- Included in the TWSE Corporate Governance 100 Index
- Commended for Outstanding Contribution to Green Purchasing by a Private Enterprise by the EPA
- Included in the TWSE RAFI® Taiwan High Compensation 100 Index
- Invited by the FSC to join the Coalition of Movers and Shakers on Sustainable Finance
- Assisted the EPA in formulating product category rules for the carbon footprint inventory of online financial services
- Proactively participated in the Financial Industry Net-Zero Working Platform and collaborated with the Joint Credit Information Center as the convener of the Data and Risk Management working group
- Published CTBC Bank's 2021 PRB self-assessment report
Risk management
Information security
Customer relationship
management
Responsible financing
Climate change actions and
strategies/td>Community Frequency Results in 2022 Corresponding materiality - Participate in seminars–irregularly
- Organize lectures–irregularly
- Organize press conferences–irregularly
- Sponsor arts and culture, sports, academic, and environmental protection events–irregularly
- Organize charity events–annually
- The 37th Light Up a Life campaign raised NT$155.87 million, which was donated to the Child Welfare League Foundation's Rural Elementary School Student Care and Counseling Project, helping 326 elementary schools in remote areas; the Taiwan Dream Project, funding 28 sites; the CTBC Youth Baseball Project, sponsoring 26 schools' teams; and the Paper Windmill Educational Foundation, funding 17 performances in rural areas.
- Anti-drug advocacy efforts reached 212,682 people through 4 regional exhibitions, 73 community events, and 388 events at 154 schools./li>
- The CTBC Arts Festival attracted 6,901 attendees. We invited 400 underprivileged students from remote areas to enjoy the international performances. The first collection of 800 limited-edition NFTs was fully redeemed, with collectors aged 26–35 accounting for 42% of the total. CTBC Painting Prize winners were exhibited at the Kuandu Museum of Fine Arts, attracting a total of 12,057 visitors. The Dreams Initiatives Project was awarded an Arts Education Contribution Award from the Ministry of Education and the Gold honor in the Social Inclusion category at the Taiwan Sustainable Action Awards, having now cumulatively won 25 domestic and international awards.
Social impact esponsible financing Suppliers/th> Channel Frequency Results in 2022 Corresponding materiality General Administration Department Email address:
[email protected]
Telephone:
(02) 3327-7777 ext. 6904- Business meetings and price-negotiation meetings–irregularly
- Supplier conferences–annually
- Supplier risk investigations–irregularly
- Stakeholder section of website–anytime
- A total of 131 frequently engaged suppliers completed the sustainability risk selfassessment survey.
- A supplier conference was held to discuss the impact of environmental, labor, and human rights factors on sustainable procurement strategies. A total of 155 suppliers attended.
Risk management Regulatory compliance Employees Channel Frequency Results in 2022 Corresponding materiality CTBC Holding Email address:
[email protected]
(employee complaint mailbox)
Telephone:
(02) 3327-8804 (stakeholder section)- People and Matters e-newsletter–monthly
- Mobilization meetings–quarterly
- Employee communication and complaint channels–irregularly
- Employee health seminars–irregularly
- Quarterly reviews and 360-degree feedback–regularly
- Sales personnel complaint hotline and mailbox–any time
- Ethical management education and training–annually
- Issued 12 editions of the People and Matters e-newsletter
- Organized 4 mobilization meetings
- CTBC Bank organized 98 health promotion events, health seminars, and on-site doctor's visits, with 1,665 participants
- Annual ethical management education and training achieved a implementation rate of 100%
Ethical governance
Risk management
Regulatory compliance
Please refer to “Major Internal Policies” for the “Sustainability Committee Charter”.