Corporate Governance Status

Fubon Financial Holdings has received widespread recognition for its corporate governance efforts from well-known domestic and foreign financial media. For the second consecutive year (since 2015), Fubon Financial Holdings has been ranked in the top 5% of Taiwan’s listed companies based "Corporate Governance Evaluation System" results as surveyed by Taiwan Stock Exchange (TWSE), and also has been a constituent company of the “TWSE Corporate Governance 100 Index.” To verify the effectiveness of its corporate governance systems, Fubon Financial Holdings has led its subsidiaries in taking part the financial holding company has led Fubon subsidiaries in taking part in the Taiwan Corporate Governance Association’s “Corporate Governance System Assessment Certification” process since 2009. The companies have earned certification four straight times.

Fubon Financial Holdings was the first in the industry in 2011 to have shareholders vote on proposals to be adopted and proposals to be discussed one at a time at the Company’s annual shareholders meeting. An electronic voting system for shareholders was instituted a year later to give them more options for participation, a tangible expression of the spirit of shareholder activism. Beginning in 2014, Fubon instituted a board director election system requiring all candidates to be nominated and voted on. In the 2014 election, 13 board members were elected, with more than half remaining outside directors. There were also no independent directors elected whose new terms would keep them in their positions for more than nine consecutive years, ensuring that their independence will not compromised by serving in the same role for too long and enabling them to fulfill their duties objectively. Board diversity is also a priority, and in 2015, Fubon revised the “Procedures for the Election of Directors” to clearly stipulate a policy promoting more diversity in the board’s composition and greater professional and gender balance. Fubon’s board of directors currently has three women, or 23% of the total, and board members have professional expertise in banking, finance, commerce, the law and industry.

Fubon Financial Holdings has established three functional committees under the board of directors: the Audit Committee, the Remuneration Committee and the Corporate Governance and Sustainability Committee. To effectively overseeing implementation of CSR and sustainable operations initiatives, the Corporate Governance and Sustainability Committee has set up an ESG Task Force under the Committee. To strengthen the ESG Task Force’s functions and to ensure that its proactive actions in ESG-related areas, the ESG Task Force is directly supervised by two of the Fubon’s independent directors, and is headed by the president of Fubon Financial Holdings as the chief executive officer of the ESG Task Force. There are six working teams under the ESG Task Force: the Corporate Governance Team, the Employee Care Team, the Responsible Finance Team, the Customer Engagement Team, the Social Commitment Team and the Environmental Sustainability Team. Each team meets regularly to discuss the latest ESG issues and track the progress of initiatives being implemented.

Of Fubon’s four core values – “integrity, sincerity, professionalism and innovation” – integrity is paramount, because corporate governance founded on transparency and integrity is the bedrock of a company’s sustainable operations. To foster a corporate culture that champions integrity and a sustainable operating environment, Fubon Financial Holdings has laid down “Codes of Ethical Conduct,” “Ethical Corporate Management Best Practice Principles” and “Corporate Social Responsibility Best Practice Principles” and also set up an ESG Task Force under the Corporate Governance and Sustainability Committee. The Task Force’s Corporate Governance Team promotes ethical management and reports regularly to the board of directors on progress in ethical management initiatives.