SinoPac Holdings · 2020-04-21 · SinoPac Financial Holdings Company Limited Address: 3&5~13F., No. 306, Bade Rd. Sec. 2, Taipei City ... Audit Committee’s Review Report ... the

SinoPac Holdings

SinoPac Holdings

Stock Code: 2890

Published Date: February 29, 2020

https://mops.twse.com.tw

http://www.sinopac.com

Contents

Shareholder Contact

SinoPac Securities Corp.

Register & Transfer Agency Dept.

Tel: 886-2-2381-6288

Address: 3F., No. 17, Bo’ai Rd., Taipei City 100, Taiwan (R.O.C.)

Website: https://www.sinotrade.com.tw/stocktransfer

Credit Rating Institutions

Standard & Poor’s Ratings Services

Address: Unit 1, Level 69, International Commerce Centre,

1 Austin Road West, Kowloon, Hong Kong

Tel: 852-2533-3500

Website: https://www.standardandpoors.com

Taiwan Ratings Corp.

Address: 49F., No. 7, Sec. 5, Xinyi Rd., Taipei City 110,

Taiwan (R.O.C.)

Tel: 886-2-8722-5800

Website: https://www.taiwanratings.com

Fitch Australia Pty Ltd., Taiwan Branch

Address: Suite 1306, 13F., No. 205, Tun Hwa N. Rd., Taipei City

105, Taiwan (R.O.C.)

Tel: 886-2-8175-7600

Website: https://www.fitchratings.com

Spokesperson

Kerry Hsu

Tel: 886-2-8161-8935

Website: [email protected]

Acting Spokesperson

Vincent Hsiao

Tel: 886-2-8161-8935

Website: [email protected]

Auditing Certified Public Accountant

Yi-Chun Wu and Cheng-Hung Kuo

Deloitte Taiwan

Address: 20F., No. 100, Songren Rd., Taipei City, 110,

Taiwan (R.O.C.)

Tel: 886-2-2725-9988

Website: http://www.deloitte.com.tw

Name of Overseas Exchange Where Securities

Are Listed and Method of Inquiry: None.

SinoPac Holdings & Its Subsidiaries

SinoPac Financial Holdings Company Limited

Address: 3&5~13F., No. 306, Bade Rd. Sec. 2, Taipei City 104,

Taiwan (R.O.C.)

Tel: 886-2-8161-8935

Website: http://www.sinopac.com

Bank SinoPac Company Limited

Address: No. 36, Nanking East Rd. Sec. 3, Taipei City 104,

Taiwan (R.O.C.)

Tel: 886-2-2517-3336

Website: https://bank.sinopac.com

SinoPac Securities Corporation

Address: 7F., 18F. & 20F., No.2, Sec. 1, Chongqing S. Rd.,

Taipei City 100, Taiwan (R.O.C.)

Tel: 886-2-2311-4345

Website: https://securities.sinopac.com

SinoPac Leasing Corporation

Address: 5F., No. 203, Bade Rd., Sec. 2, Taipei City 104,

Taiwan (R.O.C.)

Tel: 886-2-8161-2395

Website: http://spl.sinopac.com

SinoPac Securities Investment Trust Company

Limited

Address: 13-14F., No. 17, Bo’ai Rd., Taipei City 100,

Taiwan (R.O.C.)

Tel: 886-2-2361-8110

Website: http://sitc.sinopac.com

SinoPac Venture Capital Corporation

Address: 3F., No. 39, Sec. 2, Jinan Rd., Taipei City 100,

Taiwan (R.O.C.)

Tel: 886-2-2393-3315

Website: None

02

07

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187

Contents

Letter to Shareholders

Corporate Profile and Corporate Governance ReportI.

II.

III.

IV.

V.

VI.

VII.

VIII.

IX.

X.

State of Capital RaisingI.

II.

III.

IV.

V.

VI.

VII.

Overview of Business Operation I.

II.

III.

IV.

V.

VI.

VII.

VIII.

IX.

X.

XI.

Financial InformationI.

II.

III.

IV.

V.

VI.

Financial Positions and Performance and Risk ManagementI.

II.

III.

IV.

V.

VI.

VII.

VIII.

Special DisclosureI.

II.

III.

IV.

Appendix

Introduction

Corporate Organization

Directors, President, and Principal Officers

Corporate Governance

Information on Fees for CPAs

Information on Changing CPAs

Chairman, President,or Managers in Charge of Financial or Accounting Affairs Serving

in CPA Firm or Its Affiliate in the Last Year

Change in Equity of Directors, Management, and the Same Person or Related Party

Holding the Same Financial Holding Company's Shares of Voting Rights over the

Statutory Ceiling

Top Ten Shareholders as Related Party

Consolidated Shareholdings in Invested Companies

Stocks and Dividends

Issuance of Corporate Bonds

Issuance of Preferred Shares

Issuance of Depositary Receipts

Employee Stock Options

Mergers with or Acquisitions of Other Financial Institutions

Capital Utilization Plans and Execution Status

Business Overview

Benefits of Cross-Industry and Joint Marketing

Market and Business Overview

Workforce

Corporate Social Responsibility

The Population and the Average and Median Salaries of Full-time Non-managerial

Employees and the Difference of the Three Figures from the Previous Year

Information Equipment

Labor Relations

Major Contracts

Code of Ethical Conduct

Protective Measures for Workplace and Employee Safety

Condensed Five-year Financial Statements

Five-Year Financial Analysis

Key Performance Indicator

Audit Committee’s Review Report

Consolidated Financial Statements and Independent Auditors’ Report

Any Other Matters That Require Reporting

Analysis of Financial Status

Analysis of Financial Performance

Liquidity Analysis

Impact of Material Capital Expenditures on SinoPac Holdings' Finance and Business

Review of Investment Policies

Risk Management

Crisis Management and Response

Other Important Matters

Affiliates

Private Placements of Securities

Holding or Disposal of Shares by Subsidiaries

Necessary Supplements

Consolidated Financial Statements and Independent Auditors’ Report

2

Economy and Market Retrospective 2019

Many uncertainties clouded the global economy in 2019, including escalation of the China-US trade war, Brexit, US-Iran

conflicts, and Hong Kong protests, increasing the probability of an economic downturn. Fortunately, the central banks of

countries around the world put in a joint effort to save the global economy. The US Federal Reserve Board cut the interest rate

a total of 0.75% in July, September, and October, and adopted quantitative easing (QE) in October; the European Central Bank

cut the interest rate by 10 basis points and resumed QE in November; the People's Bank of China adopted both general and

targeted cuts to the reserve requirement ratio, and cut the medium-term lending facility (MLF) interest rate to reduce the cost

of business loans; Australia, New Zealand, Russia, Indonesia, and India also cut interest rates several times throughout 2019, not

only stabilizing their economies, but supporting their strong stock market showings. In 2019, the three major US stock markets

hit record highs, one after another. Taiwan stocks benefited from order transfers as a result of the trade war, 5G development,

and China decoupling its supply chain from US partners. This drew in foreign investors, who purchased a considerable

amount of Taiwan stocks; as a result, the Taiwan Capitalization Weighted Stock Index (TAIEX), led by Taiwan Semiconductor

Manufacturing Company, hit a 29-year high.

In terms of the real economy, the government of Taiwan encouraged businesses

to repatriate funds from China; some businesses relocated their production centers

to Taiwan due to the China-US trade war, which supported the steady growth of

investment. In 2019, overall economic performance was better than expected, with an

annual growth rate of 2.71%, ranking first among the Four Asian Dragons.

Business Strategies and Performance of SinoPac Holdings

Since 2018, SinoPac Holdings has focused on three major themes: Supervision and

Management, Strategic Leadership, and Realization of Synergy. In each area, the

Company has forged ahead, in order, through four phases: Construct, Ascend, Align,

Ahead. This has ultimately created peak profits, realized through all-out efforts

made by the entire organization. In 2019, SinoPac Holdings posted a consolidated

net profit of NT$12.477 billion, a significant increase of 32.34% from the previous

year; if the effect of non-recurring profit and loss is excluded, the consolidated net

profit represents a new high since the establishment of SinoPac Holdings. Earnings

per share after tax reached NT$1.11 and return on equity (ROE) reached 8.60%. At

the end of 2019, net value reached NT$148.4 billion, with net value per share of

NT$13.16, and consolidated assets reached a record high, totaling NT$1.83 trillion,

with an annual growth of 14.22%.

In 2019, SinoPac Holdings implemented the following five operating themes to enhance synergy:

1. Enhance portfolio and raise operational efficiency: SinoPac Holdings strived to improve the return on assets (ROA) and

expand leverage ratios appropriately under sound risk control. ROE also grew significantly in 2019, at nearly 2% over the

previous year. In response to business development needs, SinoPac Holdings prudently reviewed the efficiency of capital

allocation and continuously conducted mergers, acquisitions and liquidations of subsidiaries to improve capital utilization.

In 2019, SinoPac Call Center, SinoPac Life Insurance Agent, and SinoPac Property Insurance Agent were merged into Bank

SinoPac, leading to a reduction in subsidiaries from 29 to 26.

2. Boost fee income: Upholding the customer-first business philosophy, SinoPac Holdings expanded its clientele through

improved customer segmentation and deepened customer relationships, thus boosting fee income. In 2019, Bank SinoPac's

wealth management fee income grew by nearly 20%; SinoPac Securities' pan-wealth management fee income grew by nearly

60%. Bank SinoPac's lending performance was similarly strong, with fee income from loans growing by nearly 50% over the

previous year.

3. Elevate overseas revenues: SinoPac Holdings accelerated overseas deployment in 2019. The Chengdu Branch of Bank

SinoPac (China) officially opened for business, marking the completion of business deployment of Bank SinoPac (China)

across the Yangtze River Delta, Pearl River Delta, the Jingjinji (Beijing, Tianjin and Hebei) Metropolitan Region, and the

Chengdu-Chongqing City Cluster. The Yinchuan Branch of SinoPac Leasing (Tianjin) is progressing well. Bank SinoPac's

Chairman / ONG Wen-Chyi

Fulfillment of a Beautiful Life through Finance

Letter to Shareholders

www.sinopac.com

3

first location in Southeast Asia is the Ho Chi Minh City Branch in Vietnam, supported by SinoPac Leasing's representative

offices in Thailand and Myanmar. At the same time, Bank SinoPac continuously worked with local financial institutions to

extend its business presence and create business opportunities in neighboring countries such as Cambodia. New branches are

currently under preparation. In addition, SinoPac Holdings continued to integrate subsidiaries' overseas business platforms by

establishing a joint operating system in the Guangdong-Hong Kong-Macao Greater Bay Area. Bank SinoPac (China) worked

with Bank SinoPac's Hong Kong and Macao branches to build a cross-border financial service platform to get remarkable

achievements.

4. Accelerate digital transformation: SinoPac Holdings strived to promote digital finance for customers by providing digital

financial services, putting in place innovative financing that integrates vivid ideas for everyday life, accelerating alliances

with third-party partners to expand the application of mobile payments, and deepening cooperation with other industries

through the Partner APIs. Bank SinoPac launched DAWHO digital account product, which ranked fourth on the market a

mere three months after launch; by the end of 2019, DAWHO already had more than 230,000 accounts. Bank SinoPac also

launched a smart wealth management tool, ibrAin, featuring complete historical

performance simulation, to provide customers with highly tailored investment

services. SinoPac Securities and Bank SinoPac jointly launched a digital trading

account service, DAWHO TOU, which leads the industry by allowing customers to

open an account online for securities trading and link it to their deposit account, all

within one hour.

5. Strengthen corporate governance, sustainable development and risk management

frameworks: SinoPac Holdings proactively responded to the international

environmental, social and governance (ESG) trend by establishing the Tax

Governance Policy, Responsible Investment Management Guidelines, and Emerging

Risk Management Guidelines in 2019. The Company was once again included in

the Taiwan Stock Exchange Corporation (TWSE) Corporate Governance 100 Index

and was also selected as a constituent of the FTSE4Good TIP Taiwan ESG Index

for a third time in a row, showing that SinoPac Holdings was in the industry-

leading group in terms of corporate governance and corporate social responsibility.

In addition, SinoPac Holdings strengthened three lines of defense to enhance its

internal controls. To continuously strengthen the capability of identifying and

monitoring business risks, Bank SinoPac applied for the adoption of a risk-based

internal audit system and received approval from the competent authority well

ahead of the given time limit.

Business Strategies and Performance of Major Subsidiaries

Bank SinoPac is committed to putting customers first and developing local services. In 2019, Bank SinoPac posted a

consolidated net profit of NT$10.291 billion, earnings per share after tax of NT$1.20, and ROE of 7.83%. In terms of business

scale, Bank SinoPac actively adjusted the structure of deposits and loans. At the end of 2019, Bank SinoPac's consolidated assets

totaled NT$1.70 trillion, an increase of NT$210.5 billion over the previous year; deposits totaled NT$1.39 trillion and loans

totaled NT$1.01 trillion, with annual growth rates of 16.05% and 8.70%, respectively; the loan-to-deposit ratio reached 73.10%.

In step with technological advancements and market demand, in 2019, Bank SinoPac launched DAWHO digital account, and

ibrAin smart wealth management tool, to provide on-demand, easy-to-use, secure financial tools. Bank SinoPac actively trades

a wide array of financial instruments in Taiwan and other Asia markets. Bank SinoPac's well-established and comprehensive

platforms for FX, interest rate products, and derivatives thereof make it one of the key market makers among domestic banks.

SinoPac Securities continued to promote financial innovation and fully integrated financial services via its suite of specialized

services and market-leading strategies. In 2019, SinoPac Securities grew its consolidated net profit after tax to NT$1.904

billion, its EPS after tax to NT$1.17, and its ROE by 294% from the previous year to a 10-year high of 7.10%. In terms of

market share, SinoPac Securities' ranking in the core brokerage business remained steady; the turnover of sub-brokerage business

grew to rank second in the market; and assets under management (AUM) increased 33% from the year before to a new high of

NT$18.2 billion, ranking third in the marketplace. Benefiting from the rise in stock and bond prices, profits from proprietary

President / Stanley CHU

ANNUAL REPORT 2019

4

trading — warrants, exchange traded fund (ETF) market making, and bonds — increased significantly in 2019 from the year

before. SinoPac Securities continued to promote digital finance through the expanded integration of digital accounts and the

launching an online AI-based wealth management platform. By providing comprehensive digital financial services ranging from

Taiwan stock trading to overseas sub-brokerage to a diverse clientele ranging from small-scale stockholders to high-net-worth

wealth management clients, SinoPac Securities has transformed itself into a digital wealth management service provider.

SinoPac Leasing focused on its core business by actively expanding leasing services for small and medium enterprises (SMEs)

at home and abroad, and continuing to expand business operations in Taiwan and China. In response to changes in the broader

industrial structure, and based on demand for business transformation and innovation, SinoPac Leasing provided specialized,

flexible installments and financial leasing services. In 2019, SinoPac Leasing posted a consolidated net profit of NT$310 million,

earnings per share after tax of NT$0.66, and ROE of 6.99%; at the end of 2019, consolidated assets totaled NT$19.1 billion.

SinoPac Leasing consolidated its services across regions and industries, and strengthened risk control across different customer

segments, to achieve its business goals in a steady manner.

Strong Capital Structure and Record-high Credit Ratings

SinoPac Holdings had a stable capital adequacy ratio (CAR), reaching 117.76% at the end of 2019. Bank SinoPac maintained a

strong consolidated Bank for International Settlements (BIS) CAR, with 14.27% at the end of 2019. Bank SinoPac's asset quality

also continued to be outstanding; the non-performing loan ratio was a mere 0.21% at the end of 2019, a decrease of 0.04% over

the previous year, and the debt coverage ratio reached 638.55%.

After Taiwan Ratings and Standard & Poor's both raised the credit rating of SinoPac Holdings in 2018, Fitch Ratings also

raised SinoPac Holdings' credit rating in 2019. This shows that SinoPac Holdings has a high degree of integration in risk

management and business strategies, which has improved business performance and the practice of corporate governance,

earning SinoPac Holdings external approval. The results of the latest credit ratings are summarized below:

Fulfillment of Corporate Social Responsibility

Upholding four major sustainable development missions and policies, namely "Ethical Management, Wealth Management,

Environmental Sustainability, and Social Prosperity," SinoPac Holdings continued to express long-term local care and perform

its corporate social responsibility. By integrating group-wide resources, SinoPac Holdings took specific action to give back to

customers, shareholders, and society, thereby achieving a triple-win outcome.

In response to the Earth Day — A Million Acts of Green program organized by the Taiwan Environmental Information

Association in 2019, SinoPac Holdings called on the public and employees to take more than 1 million green acts in Taiwan.

The various subsidiaries recruited volunteers for beach cleanup and environmental education activities. Examples include Bank

SinoPac organizing beach cleanup gatherings in northern, central and southern Taiwan, and organizing a SinoPac Green Market

at Huashan 1914 Creative Park; SinoPac Securities organizing the Big Change for Bottles event to promote recycling by

turning waste bottles and jars into cute piggy banks, and working with the Yunlin Branch of the Taiwan Fund for Children and

Families to promote the Sustainable Oceans – Fish Forever marine education activity to make sustainable ocean use a reality

and help protect Mother Earth. SinoPac Leasing held an event to collect second-hand children's books and distribute them to

elementary schools in need. SinoPac Securities Investment Trust (SinoPac SITC) worked with the Hualien Center for Indigenous

Children and Youths to teach indigenous children how to make Taroko traditional musical instruments. For a moment, they put

away plastic and electronic toys to help ensure that the legacy of the mouth harp is not lost.

In 2019, SinoPac Holdings once again worked with the Children Are Us Foundation to initiate the lunchbox project, where

employees voluntarily donated more than 20,000 lunchboxes and NT$3 million within two weeks. This project empowered

children with intellectual and developmental disorders to work while providing care for remote areas. For six consecutive years,

Bank SinoPac has been the title sponsor of the Simple Life Festival, which enables participants to do what they love and make

it worthy. Bank SinoPac created digital banking experiences at the festival to deliver the message that "banking is simple" and

to help young people achieve their dream of becoming entrepreneurs. For six years in a row, Bank SinoPac has also sponsored

Type of Credit Rating Credit Rating Institution Date of Credit Rating

Standard & Poor's

Fitch Ratings

Fitch Ratings

Taiwan Ratings

International

Domestic

August 16, 2019

September 5, 2019

August 16, 2019

Short-term Credit Rating

Long-term Credit Rating

BBB

BBB+

AA-(twn)

twA+

A-2

F2

F1+(twn)

twA-1

Stable

Stable

Stable

Outlook for Credit Rating

5

SinoPac Legacy Taipei, a music performance event held in Huashan 1914 Creative Park, providing a stage for young performers

to realize their dreams. It also sponsored the Taipei Bboy City for the second year in a row to encourage young people to

express themselves on an international stage. Bank SinoPac supported the national team to participate the 2022 FIFA World Cup

qualification in Asia and sponsored the first NCCU Griffins Cup Invitational. Bank SinoPac sponsored the Collaboration between

Arts and Other Sectors—Outreach Aesthetic Education Project organized by the National Kaohsiung Center for the Arts in

2019, allowing children to experience aesthetic education that goes beyond the textbook at an international art venue. Through

Project performances, wealth management volunteers taught children knowledge of wealth management in hopes of guiding

children to dream big. Bank SinoPac has sponsored the Taipei Children's Arts Festival organized by the Taipei City Government

Department of Cultural Affairs for twelve consecutive years. Bank SinoPac continued to give children spaces full of happiness

and imagination. Not only did this transmit the message of working hard to make art a part of one's life from an early age, it also

strongly supported local art performances in hopes of making Taiwan a better place through art.

As for the promotion of education, Bank SinoPac has also initiated a three-year industry-academia collaboration with National

Cheng Kung University, which incorporated the university's R&D capabilities and talent cultivation to create the first Financial

AI Technology Center in Taiwan. By combining financial big data and deep-learning techniques, new applications for FinTech

have been developed. Bank SinoPac has also introduced AI to credit investigations and chosen National Cheng Kung University

as its future financial life lab. To cultivate talent, Bank SinoPac has provided scholarships for more than a hundred students in

the fields of information engineering, medicine, business administration, and finance and accounting for three consecutive years.

Recognition and Awards for the Customer-first Business Philosophy

SinoPac Holdings' efforts at promoting sustainable finance, integrated service, and corporate social responsibility have won broad

praise. In 2019, SinoPac Holdings received the Asia Responsible Entrepreneurship Awards 2019-Social Empowerment Award

from Enterprise Asia and won six major awards in the Taiwan Corporate Sustainability Awards from the Taiwan Institute

for Sustainable Energy, which demonstrates how remarkable the results of SinoPac Holdings' sustainability disclosures have

been. Bank SinoPac received the gold in the 3rd CSR Impact Awards from PricewaterhouseCoopers Sustainability Services

Company and won both the Highly Recommended Best Initiative in Social Responsibility-Highly Recommended and the Best

Initiative in Environmental Responsibility-Highly Recommended awards in The Asset ESG Corporate Awards. Bank SinoPac's

cooperation with customers in promoting renewable energy and building a sustainable homeland won the Best Green Financing

Award from Excellence magazine and the Best Financial Services Provider Award under the Top Solar System Award from the

Ministry of Economic Affairs Bureau of Energy. SinoPac Securities won first place in the Best in ESG Award at the 13th Wealth

Management Banks and Securities Firms Evaluation conducted by Business Today; SinoPac Securities also won the Outstanding

Green Investment Award in the 15th Golden Goblet Awards for its remarkable achievements in the underwriting of green bonds.

SinoPac Holdings continued to apply technologies to financial products and services, in hopes of bringing brand-new financial

experiences to customers. Bank SinoPac was awarded for Best Retail Digital Payments Experience, Most Innovative ATM Project,

and Most Innovative Corporate Payment Project in The Asset's Triple A Digital Awards; Best Business Model Innovation and

Best Product Innovation by Business Next; Taiwan Domestic Technology & Operations Bank of the Year by Asian Banking &

Finance; and won the Outstanding ACH Specific Project Promotion Award from Taiwan Clearing House. SinoPac Securities

received the Innovative Design of the Year Award at the 15th Golden Torch Awards; a Top 10 Outstanding Commodities Award

at the 19th Golden Peak Awards; and a Best Digital Financial Services Award in the 2019 Securities Company Evaluation

organized by Excellence magazine for SinoPac Securities' innovative digital financial services.

Bank SinoPac's deepened customer services and assistance to businesses expanding into overseas markets won the Outstanding

Award for Growth in New Southbound Country Financing from the Overseas Credit Guarantee Fund (Taiwan). Bank SinoPac also

received the Golden Inquiry Award from the Joint Credit Information Center for the completeness and accuracy of its corporate

information. SinoPac Securities' wealth management excellence earned it third place in the Best Smart Financial Management

Award and third place in the Best Seniors Service Award, as part of the 13th Wealth Management Banks and Securities Firms

Evaluation conducted by Business Today, as well as the Best Wealth Management in Securities, Best Wealth Value Added in

Securities, and Best Sales Team in Securities in the 2019 Wealth Management Awards from Wealth Magazine. SinoPac Securities

was also awarded for Excellence in Broker Service in the 2019 Taiwan Financial Awards for a second year in a row and received

the Best Wealth Management Award in the 2019 Securities Company Evaluation organized by Excellence magazine.

SinoPac Holdings achieved outstanding performance in its financial services. In 2019, Bank SinoPac received five trading-related

awards from Refinitiv, including Top 5 High Trading Volume Bank, Top CNH (Spot) Entity, Top CNH (Spot) Trader, Top FX

Swap Entity, and Top FX Swap Trader. In addition, Refinitiv named Bank SinoPac as the FX Regulation Adoption Entity. The

SinoPac Securities fixed income team again received the Excellent Central Government Bonds Market Maker award from the

Corporate Profile and CorporateGovernance Report

FinancialInformation

Financial Positions andPerformance and Risk Management

SpecialDisclosure

AppendixOverview of

Business OperationState of

Capital RaisingLetter to

Shareholders

ANNUAL REPORT 2019

6

Chairman

ONG Wen-Chyi

President

Stanley CHU

Taipei Exchange (TPEx). In The Asset Triple A Private Banking, Wealth Management, Investment and ETF Awards 2019, Bank

SinoPac was awarded Best Derivative Product Client Trading Institution - Highly Commended in Taiwan; and SinoPac Securities

was awarded both Best ETF Market Maker, Taiwan, and Best Equity Derivatives House - Highly Commended, Taiwan. SinoPac

Securities was also awarded first place in Top Sellside Firms in the Secondary Market - Government Bonds, Taiwan, and second

place in Top Arrangers - Investors' Choice for Primary Issues - Government Bonds, Taiwan in The Asset Benchmark Research

Awards 2019.

SinoPac Securities also continued to receive awards for its various services. The SinoPac Securities brokerage business took

first place in the ETF Ratio Award and third place in the Taiwan Equity ETF Award in the TWSE's ETP trading and market

making Competition; SinoPac Securities' strategic trading won the first place in the Taiwan ETF Market Making Award; SinoPac

Securities' electronic trading won the Outstanding Contribution Award and API Promotion Award in the TWSE's Electronic

Trading Competition; and SinoPac Securities' futures and options trading won second place in the Futures Introducing Broker

Trading Volume Diamond Award in the Taiwan Futures Exchange's fifth-annual Diamond Awards. In investment banking,

SinoPac Securities' TWSE/TPEx listing consultation services received second place in the TWSE's Negotiable Securities Award for

Underwriters. In the TPEx's Market Awards, SinoPac Securities' warrant services won a third place in Warrants Issuers Award.

SinoPac Leasing continuously expanded its business presence across regions and industries, and provided customers a diversity

of financial leasing services, which continued to receive widespread praise. With outstanding performance in 2019, SinoPac

International Leasing Corp. received the Jiangsu Province Financial Leasing Company of the Year award from the Financial

Leasing Industry Association of Jiangsu Province for a third year in a row, showing that the leasing division delivered excellent

performance within China's leasing industry.

The asset management capabilities of SinoPac SITC were highly recognized, winning awards at the 2019 Benchmark Fund of

the Year Awards for the third year in a row: Best Performance in both the Technology Sector and the Greater China Equity;

Outstanding Performance in both the China Equity and the Taiwan SME Equity. The research and development team of SinoPac

SITC performed well in strengthening and stabilizing investment portfolios, winning SinoPac SITC a Top 10 Outstanding

Product award at the 19th Golden Peak Awards.

Business Outlook and Strategies for 2020

Looking to 2020, there are various uncertainties all over the world; however, Taiwan has benefited from the transfer of supply

chains and increased reinvestment in Taiwan by some manufacturers, increasing production capacity in Taiwan. In addition,

domestic semiconductor manufacturers are continuing to expand their advanced processes. More and more investments in 5G

and offshore renewable energy such as wind farms are also being made. We expect that investment will continue to support

moderate growth for Taiwan's economy in 2020.

In readiness for the ever-changing domestic and international business environments, SinoPac Holdings will focus on five

operating themes in 2020: (1) Enhancing portfolios by adjusting the structure of assets and liabilities; (2) boosting fee income

by improving product design, expanding wealth management for high-net-worth customers, and continuing to develop the

sub-brokerage business; (3) accelerating overseas revenues through localization, initiatives, cross-border services, and cross-

selling; (4) focusing on development of the SinoPac digital brand through cross-industry cooperation, big data and AI; and (5)

strengthening corporate governance, sustainable development, and risk control by participating in international ESG initiatives

and the Task Force on Climate-Related Financial Disclosure (TCFD), while also overseeing the continued strengthening of

subsidiaries' risk databases, to maximize profits while applying appropriate risk controls. At the same time, SinoPac Holdings

will continuously follow political and economic trends and opportunities for financial openness; comply with government policies

and laws; and adjust business strategies in a timely manner.

Looking into 2020, SinoPac Holdings will adhere to our customer-first business philosophy and provide a full range of forward-

looking, local financial services, seamlessly, through both offline and online channels. Upholding the core value of "fulfillment

of a beautiful life through finance," the Board of Directors, management, and employees of SinoPac Holdings are committed to

providing better customer experiences, enhancing shareholder value, and living up to shareholders' high expectation.

www.sinopac.com

7

I. Introduction

SinoPac Holdings Co., Ltd. (SinoPac Holdings, the Company) was established on May 9, 2002 (stock code: 2890). Its

subsidiaries involve in the finance industries such as banking, securities, investment trust, leasing, and venture capital. SinoPac

Holdings maintains overseas service locations in Hong Kong, Macao, Nanjing, Shanghai, Guangzhou, Chongqing, Chengdu,

Tianjin, Dongguan, Kunshan, Xiamen, Vietnam, Thailand, Myanmar, Los Angeles, and London, and so on.

SinoPac Holdings was formed through a merger Bank SinoPac with National Securities, the first successful integration between

a banking institution and a securities firm in the history of Taiwan's financial services industry. In 2005, SinoPac Holdings

approved a share swap transaction with the International Bank of Taipei to make the latter a wholly owned subsidiary. On July

20, 2006, SinoPac Holdings changed its Chinese name to Yong Feng Holdings. The merger of Bank SinoPac and International

Bank of Taipei was completed in the same year. Bank SinoPac's main businesses include corporate banking, personal banking,

wealth management, financial services, and electronic banking. Bank SinoPac has 125 branches in Taiwan including 83

branches in the Greater Taipei area and it has established service locations in major metropolitan areas in the Central and

Southern Regions as well as Hualien and Kinmen.

Bank SinoPac has actively expanded its service networks across the globe and it has 3 service locations in Hong Kong,

Kowloon, and Macao. Bank SinoPac's Mainland subsidiary, Bank SinoPac (China), officially launched its business in 2014. It is

the first Taiwanese bank in Mainland China. It currently consisted of three branches-Shanghai, Guangzhou and Chengdu branch.

Bank SinoPac has also established a service network of 10 locations along the Pacific Rim in areas including California, United

States and Vietnam to Provide comprehensive services for customers.

SinoPac Securities Corp. (SinoPac Securities), established in 1988, was the first securities company in Taiwan to list on

Taiwan's over-the-counter (OTC) market. SinoPac Securities' services include stockbroking, proprietary trading, underwriting,

international business, fixed income, and new financial products, among others. SinoPac Securities is one of Taiwan's leading

integrated securities companies with 47 service locations in Taiwan and a overseas service locations in Hong Kong, Shanghai,

and London. It offers a broad range of products and services, all of which are ranked at or near the top within Taiwan's

securities industry. Recent mergers and acquisitions (M&A) milestones include SinoPac Securities' merger with Pacific Securities

in November 2012 and its merger with BEA Wealth Management Services (Taiwan) Ltd. in March 2016. SinoPac Securities'

subsidiary SinoPac Securities (Cayman) Holdings Ltd. acquired Hong Kong-based Tung Shing Holdings Company Ltd. in April

2016. In September 2016, SinoPac Securities accepted the transfer of IBT Securities' brokerage business, business equipment,

and the net assets of its margin trading and short selling accounts, providing a catalyst to improve SinoPac Securities'

brokerage market share and profitability for the benefit of its shareholders.

SinoPac Leasing Corp. (SinoPac Leasing) has actively expanded across Asia Pacific since its establishment in September 1997.

In China, it established a wholly-owned finance leasing company, SinoPac International Leasing Corporation, in Nanjing in

July 2011; it established SinoPac Leasing (Tianjin) Co., Ltd. in Tianjin in 2013. It has service locations in Nanjing, Kunshan,

Dongguan, Xiamen, Tianjin, and Chongqing with a diversity of services offered to customers, including financial leasing, leasing,

factoring and trade financing. In Southeast Asia, SinoPac Leasing has established offices in Myanmar and Thailand since 2015

to promptly grasp business opportunities and to provide services for Chinese businesses in the Southeast Asian market.

SinoPac Securities Investment Trust Co., Ltd. (SinoPac Securities Investment Trust) was established in 1997, providing

diversified and innovative mutual fund, private placement fund, and discretionary Investment products and services. In 2014,

SinoPac Securities Investment Trust formed a joint ventures asset management company with Xiamen International Trust Co.,

Ltd. in China, which was named Golden Trust SinoPac Fund Management Co., Ltd. In 2019, SinoPac Securities Investment

Trust mutual fund products have excellent performance and obtained BENCHMARK Fund of the Year Award-Taiwan for three

consecutive years, and Golden Peak Award of Outstanding Product of the Year for first Year.

Corporate Profile and Corporate Governance Report

ANNUAL REPORT 2019

8

SinoPac Leasing Co.

Investment AmountNT$3,654

100%

SinoPac Venture Capital Corp.


100%

SinoPacSecurities Corp.


100%

SinoPac SecuritiesInvestment Trust

Co., Ltd.Investment Amount

NT$2,298100%

SinoPacHoldings

Bank SinoPac


100%

Chairman

Management Committee

Honor Reward/PenalityEvaluation Committee

Information SecurityCommittee

RemunerationCommittee

Audit Committee

President

Secretariat

Audit Division

Ethical CorporateManagement Committee

Risk ManagementDivision

Sustainable DevelopmentCommittee

Legal & ComplianceDivision

President Office

Board of Directors

General Shareholders’Meeting

Oth

er S

ub

sid

iarie

s

Sin

oP

ac

Se

cu

rities

Ba

nk

Sin

oP

ac

Finance Management Division

Operation Management Division

RiskManagement Division

Digital & Technology Division

Human Resources Division

Chairman

Management Committee

Honor Reward/PenalityEvaluation Committee

Information SecurityCommittee

RemunerationCommittee

Audit Committee

President

Secretariat

Audit Division

Risk ManagementDivision

Sustainable DevelopmentCommittee

Legal & ComplianceDivision

President Office

Board of Directors

General Shareholders’Meeting

Oth

er S

ub

sid

iarie

s

Sin

oP

ac

Se

cu

rities

Ba

nk

Sin

oP

ac

Finance Management Division

Operation Management Division

RiskManagement Division

Digital & Technology Division

Human Resources Division

Ethical CorporateManagement Committee

February 29, 2020; Unit: NT$ million

II. Corporate Organization

(I) SinoPac Holdings and Its Subsidiaries

(II) SinoPac Holdings' Organizational and Management Structure

Note：Head of Legal & Compliance Division is concurrently serving as Chief Compliance Officer



SpecialDisclosure

AppendixOverview of



ShareholdersCorporate Profile and Corporate

Governance Report

9

(III) Duties and Functions of Major Divisions

1. President: In charge of formulating the business strategy of SinoPac Holdings, overseeing business performance,

monitoring and coordinating the management of subsidiaries; serving as the representative of the management team;

empowered to appoint managerial chiefs in charge of various affairs of SinoPac Holdings in response to business needs;

assisted by the President Office with handling confidential information; and managing and maintaining the corporate

image, corporate sponsorship, and other public affairs and media relations.

2. Finance Management Division: Led by the Chief Financial Officer (CFO) to be in charge of managing and maintaining

investor relations; analyzing political and economic situations, industry dynamics and financial environments at home

and abroad; financial planning; fund procurement; capital planning and liability management; evaluating and executing

M&A and major investment strategies; acquiring and disposing of stakes for direct equity investments; credit rating;

accounting and taxation; budgeting; performance analysis; and supervising and assisting subsidiaries in the planning and

integration of financial accounting.

3. Operations Management Division: In charge of managing the overall business strategy; following up key performance

indicators (KPIs) of subsidiaries; coordinating and facilitating cross-selling among subsidiaries; controlling and accepting

major capital expenditures; asset revitalization management; administration and documentation; environment, health, and

safety (EHS), and general affairs; and supervising and assisting subsidiaries in the planning and integration of business

operation.

4. Digital & Technology Division: In charge of managing digital finance development strategies; integrating information

resources; and supervising and assisting subsidiaries in the planning and integration of digital finance.

5. Human Resources Division: In charge of managing human resources; and supervising and assisting subsidiaries in the

planning and integration of human resources.

6. Risk Management Division: In charge of planning, supervising and managing risk management policies and control

mechanisms; analyzing and disclosing major business risks; supervising the capital adequacy ratio; disclosing and

responding to major incidents; and supervising and assisting subsidiaries in the planning and integration of risk

management.

7. Legal & Compliance Division: In charge of handling regulatory compliance; legal matters; statutory research and

consultation; related party management; material information management; personal information protection; anti-money

laundering (AML) management; and supervising and assisting subsidiaries in the planning and integration of legal &

compliance.

ANNUAL REPORT 2019

10

III. Directors, President, and Principal Officers

(I) Board of Directors

February 29, 2020Board of Directors

Hsinex International Corp. /

ONG Wen-Chyi

SCHIVE Chi

James J. SHEU

YFY Inc. / CHIU Cheng-

Hsiung

77,001,133

0

0

443,767,312

3

3

3

3

0.72%

0

0

4.15%

1.56%

0

0

4.15%

0

0

0

0.00%

0

0

0

0

0

0

0

0

175,489,715

0

0

468,485,150

2017/06/14

2017/06/30

2017/06/14

2017/06/14

2017/06/14

0

0

0

380,495

Chairman, Chunghwa Post Co., Ltd.

Representative (Ambassadorial

ranking), Taipei Economic and

Cultural Center in India

Director, Taiwan's Financial

Supervisory Commission, Office

in New York

Counsellor, Permanent Mission of

Taiwan to the WTO (Geneva)

Professor, Department of Finance,

National Chengchi University

BA, International Relations, Dept.

of Political Science, National

Taiwan University

Minister without Portfolio,The

Executive Yuan, R.O.C.

Chairman of Taiwan Stock

Exchange Corporation

Ph. D. ,Case Western Reserve

University

President of China Trust Financial

Holding Co., Ltd.

MBA, The Wharton School of the

University of Pennsylvania, USA

Vice Premier, Executive Yuan

Ph. D. in Economics, Ohio State

Chairman

Independent

Director

Independent

Director

Director

None

None

None

None

None

None

None

None

None

None

None

None

Director of Bank SinoPac

Director of Taiwan Corporate

Governance Association

Director of Center for Corporate

Sustainability

Independent Director of SinoPac

Securities Corp.

Independent Director of Asia

Cement Corp.

Director of Pegatron Corporation

Director of the Eisenhower

Fellows Association in the

Republic of China

Director of Yu Chi-Chung Cultural

& Educational Foundation

Director of China Foundation for

the Promotion of Education and

Culture

None

Chief Consultant of SinoPac

Holdings

Chairman of Yu Guohua Culture

and Education Foundation

Director of Cross-Straits Common

Market Foundation

Director of Foundation of Pacific

Basin Financial Research and

Development

Director of Foundation of

Chinese Culture for Sustainable

Development

Director of NTU Economic

Research Foundation

Director of China Foundation for

the Promotion of Education and

Culture

Director of Felix S.Y. Chang

Memorial Foundation

Director of the Eisenhower


Republic of China

Director of Taiwan Fulbright

Alumni Association

Shares Owned Currently (Note)

Shares Owned by Spouse & Minors (Note)

Shares Held under Surrogate A/C Education & Key

Past PositionsPositions Held Concurrently

Shares Owned when Elected Name

Term(Year)

Elected Date

FirstElected

Title

Title Name Relationship No. of Shares % No. of Shares % No. of Shares % No. of Shares %

2008/06/06

2017/06/30

2014/06/12

2014/06/12

2005/05/11

2010/06/25

Related to Directors and Supervisors

Male

Male

Male

Male

Gender

R.O.C.

R.O.C.

R.O.C.

R.O.C.

Nationality or Place of Registration



SpecialDisclosure

AppendixOverview of




Governance Report

11

None

None

None

None

YFY Inc. / Stanley CHU

YFY Inc. / YEH Chi-Hsing

CHEN Chia-Hsien

Hsinex International Corp./

HO Yi-Da

443,767,312

443,767,312

743,585

77,001,133

3

3

3

3

4.15%

4.15%

0.01%

0.72%

4.15%

4.15%

0.01%

1.56%

0

0

0.01%

0.56%

0

0

0

0

0

0

0

0

468,485,150

468,485,150

785,002

175,489,715

2017/06/14

2017/12/05

2017/06/14

2018/05/01

2017/06/14

2017/06/14

0

0

734,608

62,666,833

Chairman, Cathay Securities

Corporation

Spokesman and Senior Executive

Vice President, Taiwan Stock


Senior Executive Vice President,

Taiwan Futures Exchange

EMBA, National Taiwan University

General manager of Goods Come

Co., Ltd.

Chief operating officer of

PChome eBay Co., Ltd.

The prosecutor served in Ministry

of Justice and Taiwan New

Taipei District Prosecutors

Office

Juris Master from Soochow

University

Bachelor of Electronics

Engineering, National Chiao Tung

University

Chairman of SinoPac Call Center

Co., Ltd.

MBA, University of Virginia

Chairman and President of Yuen

Foong Yu Consumer Products

Co., Ltd.

MBA, MIT Sloan School of

Management

Director

Director

Director

Director

None

None

None

None

None

None

None

None

Director of The Ohio State

University Alumni Association of

Taiwan

Director of NTU Alumni

Association

Director of Taipei NTU Alumni

Association

Vice Chairman of Cross-Strait CEO

Summit

President of SinoPac Holdings

Chairman of SinoPac Securities

Corp.


Director of Taiwan Stock Exchange

Corporation

Director of National Performing

Arts Center

Founder and Managing Partner of

DaVinci Personal Data and High

Tech Law Firm

Representative of DaVinci

Management Consulting firm Co.,

Ltd.

Supervisor of Taiwan Internet and

E-Commerce Association (TiEA)

Director of End Child Prostitution,

Child Pornography & Trafficking

of Children for Sexual Purposes

(ECPAT)

Director of Taiwan Technology

Industry Legal Officers

Association

Director of Taiwan Cyber Security

Alliance

Chairman of Bank SinoPac

Chairman of YFY Inc.

Director of Jupiter Prestige Group

Holding Limited

Chairman of Willpower Industries

Limited

Chairman of Yuen Foong Yu Paper

Enterprise (Vietnam) Company

Limited

Chairman of YFY Jupiter (BVI) Inc.

Director of YFY Biopulp

Technology Ltd.

Director of YFY RFID Co., Ltd.

Director of Chung Hwa Pulp Corp.

Director of YFY Packaging Inc.

Chairman of Yuen Foong Yu

Consumer Products Co., Ltd.

Chairman of Ever Growing

Agriculture Bio-tech Co., Ltd.






Term(Year)

Elected Date

FirstElected

Title


2005/05/11

2017/12/05

2005/05/11

2018/05/01

2005/08/03

2008/06/06

2011/06/24

Related to Directors and Supervisors

Male

Male

Male

Male

Gender

R.O.C.

R.O.C.

R.O.C.

R.O.C.


ANNUAL REPORT 2019

12

Note1: "Shares Owned Currently" and "Shares Owned by Spouse and Minors" are data compiled as of December 31, 2019. For representative of an institution, "Shares Owned by Spouse and Minors"

include that owned by the representative.

Note2: The Company's Chairman and President or personnel with equivalent position (chief manager) are not the same person, spouses or relatives within one degree of kinship.

Note3: Since February 1,2020, Mr. TSAI Ying-Yi has resigned as independent director of the Company.

Chairman of Yuen Foong Shop Co.,

Ltd.

Director of Livebricks Inc.

Director of E Ink Holdings Inc.

Director of eCrowd Media Inc.

Chairman of Arizon RFID

Technology Co., Ltd.

Director of Arizon Japan Co., Ltd.

Chairman of YFY Packaging

(Yangzhou) Investment Co., Ltd.

Director of Yuen Foong Yu Paper

MFG (Yangzhou) Co., Ltd.

Chairman of YFY Investment Co.,

Ltd.

Chairman of YFY Cayman Co., Ltd.

Director of YFY Mauritius Corp.

Director of Yuen Foong Yu

Consumer Products Co., Ltd.

Director of YFY Japan Co.,Ltd.

Director of Yuen Foong

International (Samoa) Ltd.

Director of Artone Investment

(H.K.) Ltd.

Director of Shin-Yi Enterprise Co.,

Ltd.

Director of Yuen Foong Paper Co.,

Ltd.

Chairman of Yuen Foong Co., Ltd.

Director of Fu Hwa Enterprise Co.,

Ltd.

Director of Chen Yu Co., Ltd.

Director of The Eisenhower


Republic of China

Director of Epoch Foundation

Chairman of Taiwan Paper Industry

Association

Director of Monte Jade Taiwan

Science & Tech Association

Chairman of Association of

Corporate Patent Executives






Term(Year)

Elected Date

FirstElected

Title


Related to Directors and SupervisorsGender




SpecialDisclosure

AppendixOverview of




Governance Report

13

Note: "Major shareholders" mean the top ten shareholders in terms of shareholding percentage of the corporation.

S.C. Ho (53.13%), Yi Chia Ho (24.48%), HO Yi-Da (22.28%), Chen Yu Co., Ltd. (0.11%)

S.C. Ho (10.16%), Shin-Yi Foundation (5.66%), Shin-Yi Enterprise Co., Ltd. (4.69%), Cheng Ting Ho (2.80%),

YFY Inc. Labor Retirement Reserve Supervisory Committee (2.79%), Mei Yu Ho (2.66%), NEW TALENT LIMITED

(2.28%), HO Yi-Da (2.14%), Min Ting Ho (2.07%) ,Hsinex International Corporation (1.87%)

Hsinex International Corporation

YFY Inc.

Name of Corporate Shareholder Major Shareholders of Corporate Shareholder (Note)

December 31, 2019Major Shareholders of Corporate Shareholder (Table A)

December 31, 2019Major Shareholders of Major Shareholders of Corporations in Table A (Tier-2 Corporate Shareholders)

Chen Yu Co., Ltd.

Shin-Yi Foundation

Shin-Yi Enterprise Co., Ltd.

NEW TALENT LIMITED

Name of Tier-2 CorporateShareholder (Note 1)

Major Shareholders of Tier-2 Corporate Shareholder (Note 2)

S.C. Ho (70.75%), Yi Chia Ho (22.92%), HO Yi-Da (6.33%)

Founded in 1971, major shareholders: HE Chuan, HE Shou-Shan, S.C. Ho, HE LIN Fu-Hsiang, SUN Yieh, Yuen

Foong Yu Paper Mfg. Co.,Ltd. (before listing), Shin-Yi Enterprise Co., Ltd.

S.C. Ho (27.84%), Jucheng Investment & Management Co., Ltd. (12.50%), BRILLIANT PRIDE LIMITED

(12.50%), Gao Da Global Ltd. (12.50%), Mei Yu Ho (12.50%), Guan Yu Investment Co., Ltd. (5.91%), Tasi

Hui Shin Ho (2.48%), Richard Ho (2.18%), Jin Jie Investment Ltd. (1.52%), Hoss Educational Foundation

(1.48%), Hoss Cultural Foundation (1.48%)

Modern Victory Limited (100.00%)

Note 1: "Tier-2 corporate shareholders" mean the major shareholders of corporate directors and supervisors of SinoPac Holdings.

Note 2: "Major shareholders" mean the top ten shareholders in terms of the shareholding percentage of the corporation.

ANNUAL REPORT 2019

14

Note: Please mark the field "3" if a Director meets the following conditions in two years prior to the nomination and during his/her term of service..

1. Not employed by SinoPac Holdings or an affiliate.

2. Not a director or supervisor of SinoPac Holdings or its affiliate. This restriction does not apply to where the person is concurrently an independent director of SinoPac Holdings and its parent

company or subsidiary or any subsidiary of the same parent company as appointed in accordance with the Securities and Exchange Act or the laws of the country of the said company.

3. Not a natural-person shareholder who holds shares, together with those held by the person’s spouse, minor children, or held by the person under others’ names, in an aggregate amount of 1% or

more of the total number of outstanding shares of SinoPac Holdings or is ranked in the top 10 in shareholdings.

4. Not a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship of any of the managerial officers in the first subparagraph or the persons in the

second and third subparagraphs.

5. Not a director, supervisor, or employee of a corporate shareholder that directly holds 5% or more of the total number of issued shares of SinoPac Holdings, of a corporate shareholder that ranks

among the top five in shareholdings, or of a corporate shareholder that elects its authorized representative as a director or supervisor of SinoPac Holdings. This restriction does not apply to cases

where the person is concurrently an independent director of SinoPac Holdings and its parent company or subsidiary or any subsidiary of the same parent company as appointed in accordance with

the Securities and Exchange Act or the laws of the country of the said company.

6. Not a director, supervisor, or employee of a company who is a director of SinoPac Holdings or holds the majority of the voting shares. These restrictions do not apply to cases where the person

is concurrently an independent director of SinoPac Holdings and its parent company or subsidiary or any subsidiary of the same parent company as appointed in accordance with the Securities and

Exchange Act or the laws of the country of the said company.

7. Not a director, supervisor, or employee of a company or institution who is the Chairman, President or a person with an equivalent position of SinoPac Holdings or a spouse thereof. This restriction

does not apply to cases where the person is concurrently an independent director of SinoPac Holdings and its parent company or subsidiary or any subsidiary of the same parent company as

appointed in accordance with the Securities and Exchange Act or the laws of the country of the said company.

8. Not a director, supervisor, managerial officer, or shareholder holding 5% or more of the shares of a specified company or institution that has a financial or business relationship with SinoPac

Holdings. This restriction does not apply to cases where the specified company or institution holds more than 20% but less than 50% of the shares of SinoPac Holdings and the person is

concurrently an independent director of SinoPac Holdings and its parent company or subsidiary or any subsidiary of the same parent company as appointed in accordance with the Securities and

Exchange Act or the laws of the country of the said company.

9. Not a professional individual who is an owner, partner, director, supervisor, or managerial officer of a sole proprietorship, partnership, company, or institution that offers audit services or offers

commercial, legal, financial, or accounting services for which he/she has received the total remuneration of less than NT$500,000 over the past two years to SinoPac Holdings or its affiliate, nor

a spouse thereof. This restriction does not apply to any member of the remuneration committee, public tender offer review committee or merger and acquisition special committee who exercises

powers pursuant to the Securities and Exchange Act or Business Mergers And Acquisitions Act.

10. Not a spouse or a relative within the second degree of kinship with any Director.

11. Where none of the circumstances in the subparagraphs of Article 30 of the Company Act applies.

12. Where the person is not elected in the capacity of the government, a corporation, or a representative thereof as provided in Article 27 of the Company Act.

February 29, 2020Board of Directors (2)

Qualifications

Name

Has More than 5 Years of Work Experience and the Following Professional Qualifications

Instructor or above in Department of Business/

Legal/Finance/Accounting or Other Company Affairs-related

Subjects at Public/Private

University/ College

Judge, Prosecutor,

Lawyer, CPA or Professional or Technician

with Certificate of National Examination Relating to

Other Company Affairs

Work Experience in Business/

Legal/Finance/Accounting or

Other Company Affairs

Conformance to Criteria of Independence

ONG Wen-Chyi

SCHIVE Chi

James J. SHEU

CHIU Cheng-Hsiung

Stanley CHU

YEH Chi-Hsing

CHEN Chia-Hsien

HO Yi-Da

3

3

33

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

3

0

2

0

0

0

0

0

0

1 2 3 4 5 6 7 8 9 10 11 12

Number of Other TWSE/TPEx Listed Companies

where He/She

Concurrently Serves as

Independent Director



SpecialDisclosure

AppendixOverview of




Governance Report

15

(II) President, Executive Vice Presidents, and Senior Vice Presidents of Divisions

February 29, 2020President, Executive Vice Presidents, and Senior Vice Presidents of Divisions

Chairman of Cathay Securities

Corporation

Spokesman and Senior Executive

Vice President, Taiwan Stock


EMBA, National Taiwan University

Chief Auditor of AnShin Card

Services Co., Ltd.

Chief Auditor of SinoPac

Securities Corp.

Bachelor of Business

Administration, Soochow

University

Manager of Legal Department,

Yuen Foong Yu Paper Mfg. Co.,

Ltd.

Bachelor of Law, National Taiwan

University

President of SinoPac Securities

Investment Trust Co., Ltd.

Managing Director of SinoPac

Asset Management (Asia) Ltd.

MBA, University of Texas at

Arlington

Head of Secretariat Division and

Chief Compliance Officer, Fubon

Financial Holdings

Chief Compliance Officer and

Senior Vice President, Taipei

Fubon Commercial Bank Co., Ltd.

Master of Laws, National Chengchi

University

CRO of JihSun Financial Holding

Co., Ltd.

Head of Risk Management Division

of JihSun Securities Co., Ltd.

Master of Business Administration,

National Chengchi University

Chief Information Security Officer,

Fubon Financial Holdings

Chief Information Officer, Fubon

Financial Holdings

M.S. University of Alabama at

Birmingham

Head of President Office, SinoPac

Holdings

First Vice President of CFO

Office, SinoPac Holdings

Master of Finance, National

Chung Cheng University

None

None

None

None

None

None

None

None

None

None

None

None

None

None

None

None

President

Chief Auditor

Chief Secretary

& Company

Secretary

Chief Financial

Officer &

Spokesperson &

Head of Finance

Management

Division

Chief Compliance

Officer & Head

of Legal &

Compliance

Division

Head of Risk

Management

Division

Head of President

Office & Head

of Digital &

Technology

Division

Head of

Operations

Management

Division


Corp.

Director of SinoPac Holdings


Director of Taiwan Stock


Director of National Performing

Arts Center

Chief Secretary & Company

Secretary, Senior Executive Vice

President, Bank SinoPac

Director of SinoPac Securities

(Cayman)Holdings Ltd.

Chairman of SinoPac Venture

Capital Co., Ltd.

Director of SinoPac Asset

Management (Asia) Ltd.


Investment Trust Corp.

Director of Golden Trust SinoPac

Fund Management Co., Ltd.

Supervisor of Sanjin Integrated

Marketing Co., Ltd.

Director of Telexpress Co., Ltd.

Director of TELEXPRESS Corp.

Head of Administration Division,


Bank SinoPac

2018/01/08

2019/01/25

2005/05/24

2014/04/28

2018/04/02

2018/06/19

2018/11/01

2013/10/01

0

0

21,420

11,899

5

0

0

20,229

0

0

0.00%

0.00%

0.00%

0

0

0.00%

0

2,048

240,997

0

0

0

0

0

0

0.00%

0.00%

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

None

None

None

None

None

None

None

None

Stanley

CHU

James

T.S.CHEN

Jenny

HUANG

Kerry HSU

Patricia

LIN

Darren

YANG

Sean LEE

HO Hsin

Shares Owned (Note 1)

No. of Shares %

Shares Owned by Spouse & Minors (Note 1)

No. of Shares %

Shares Held under Surrogate A/C (Note 1)

No. of Shares % Title Name Relationship

Education & Key

Past Positions

Positions Held

Concurrently

Related to President, Executive Vice Presidents and Senior Vice Presidents of Divisions

R.O.C.

R.O.C.

R.O.C.

R.O.C.、

Hong Kong

R.O.C.

R.O.C.

R.O.C.

R.O.C.

Male

Male

Female

Female

Female

Male

Male

Male

NameElected

DateTitle Nationality Gender

ANNUAL REPORT 2019

16

Chief Human Resources Officer

& Head of CHRO Office, SinoPac

Holdings

Deputy Head of Human Resources

Division, Associate Executive

Vice President, Bank SinoPac

Master of Science, National Sun

Yat-sen University

Head of Accounting Department,

Bank SinoPac

Acting Head of Accounting

Division, SinoPac Holdings

Bachelor of Accountancy,

National Cheng Kung University

Head of Research Division,

SinoPac Holdings

Chairman of Department of

Economics, National Chi Nan

University

Ph.D. in Economics, University of

Wisconsin, Madison

President and Chief Financial

Officer of SinoPac Holdings

Chairman of Bank SinoPac

MBA, Central Missouri State

University

Chief Financial Officer of

SinoPac Holdings

President of Bank SinoPac

Post Graduate Diploma of

Financial & Business Economics,

University of Essex

Director of Bank SinoPac (China)

Ltd.

Chief Executive of Operation,


Bank SinoPac

Master Degree of International

Finance, National Taipei

University

Executive Vice President, Mega

Financial Holdings

Senior Executive Vice President

of Fuhwa Financial Holding

Company and President of Fuhwa

Commercial Bank Company

SJD., LL.M., Southern Methodist

University

Head of CFO Office, SinoPac

Holdings

Director of SinoPac Bancorp

Bachelor of International Trade,

Fu Jen Catholic University

Executive Vice President, KGI

Bank

Ph.D. in Economics, Xiamen

University

None

None

None

None

None

None

None

None

None

None

None

None

None

None

None

None

None

None

Head of Human

Resources

Division

Chief Accountant

Chief Economist

Chief Senior

Consultant

Senior Executive

Vice President

Executive Vice

President

Executive Vice

President

Executive Vice

President

Executive Vice

President

Head of Human Resources

Division, Executive Vice


Head of Accounting Division,

Associate Executive Vice


Director of SinoPac

Securities(Cayman)Holdings Ltd.

Supervisor of Bank

SinoPac(China) Ltd.


Investment Service Corp.

Independent Director of BoardTek

Electronics Corp.

Director of SinoPac Venture

Capital Co., Ltd.

Director of SinoPac Capital

(B.V.I) Ltd.

Director of SinoPac Capital Ltd.

Senior Executive Vice President

of President Office, Bank SinoPac



Secretariat Division, Bank

SinoPac


International Ltd.

Head of President Office and

Acting Spokesperson, Senior

Executive Vice President, Bank

SinoPac

Head of Financial Markets

Division, Senior Executive Vice


President of CFA Society Taiwan

2013/08/26

2009/10/01

2008/07/01

2015/07/15

2007/09/11

2009/12/25

2017/11/01

2017/03/01

2018/12/03

14,280

141,695

490,569

4,223,000

0

81,432

0

275,880

0

0.00%

0.00%

0.00%

0.04%

0

0.00%

0

0.00%

0

0

0

562,460

0

18,952

19,950

0

238,012

0

0

0

0.00%

0

0.00%

0.00%

0

0.00%

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

None

None

None

None

None

None

None

None

None

LIAO Chia-

Hung

CHANG

Hsiang –

Yuan

Jack

HUANG

YU Kuo-Chi

Michael

CHANG

CHEN Chia-

Hsing

CHEN

Chung-

Hsing

Benjamin

LIN

Jeffrey C.C.

HUANG


No. of Shares %


No. of Shares %



Education & Key

Past Positions

Positions Held

Concurrently


R.O.C.

R.O.C.

R.O.C.

R.O.C.

R.O.C.

R.O.C.

R.O.C.

R.O.C.

R.O.C.

NameElected


Male

Female

Male

Male

Male

Male

Male

Male

Male



SpecialDisclosure

AppendixOverview of




Governance Report

17

Head of Enterprise Architecture

Department, Senior Executive


Head of Information Technology

Division, SinoPac Holdings

Bachelor of Economics, Soochow

University



MERRILL LYNCH (Asia Pacific)

Limited, Hong Kong

MBA, Syracuse University

Chairman of SinoPac Venture

Capital Co., Ltd.

President of Bank SinoPac

Master of Science in Finance,

Drexel University

Chairman of Fubon Securities

Investment Services Co., Ltd.

Bachelor of Marine

Transportation, National Chiao

Tung University

Director of SinoPac Leasing

(Tianjin) Co., Ltd.

Head of President Office,

SinoPac Holdings

MBA, Keio University

Chief Auditor of SinoPac

Holdings

Chief Financial Officer &

Spokesperson of SinoPac

Holdings

EMBA, National Chengchi

University

President of Far East National

Bank

Director of SinoPac Bancorp

MBA, San Diego State University

Senior Vice President of

Corporate Strategy & Planning

Department, China Development

Financial Holding Co., Ltd.

Senior Vice President, CDIB

Capital Group

EMBA, National Chengchi

University


SinoPac Holdings

Acting Managing Director of

SinoPac Securities (Asia) Ltd.

MBA, Rotterdam School of

Management, Erasmus University

None

None

None

None

None

None

None

None

None

None

None

None

None

None

None

None

None

None

Executive Vice

President

Executive Vice

President

Executive Vice

President

Executive Vice

President

Executive Vice

President

Executive Vice

President

Executive Vice

President

Senior Vice

President

& Acting

Spokesperson

Senior Vice

President

Robert

TSAI

Matt

CHUANG

Philip J.

WEI

Henry LIN

CHANG

Tse- Min

LIAO Ta-Te

Alton

WANG

Vincent

HSIAO

Leonard

HSUEH

Head of IT & Operations &

Electronic Banking and Head of

Information Technology Division,


Bank SinoPac

Director of RSP Information

Service Co., Ltd.


Ltd.

Head of Financial Markets &

Overseas Business & Corporate

Banking, Senior Executive Vice


Director of SinoPac Insurance

Brokers Ltd.

Chairman of SinoPac Leasing

Corp.

Chairman of SinoPac

International Leasing Corp.

Chairman of SinoPac Leasing

(Tianjin) Co., Ltd.

Director of Taiwan Global

BioFund



Director of Golden Trust SinoPac

Fund Management Co., Ltd.


Hong Kong Branch, Bank SinoPac

Chairman of SinoPlus Venture

Capital Corp.

Chairman of SinoPac Asset

Management (Asia) Ltd.

Supervisor of SinoPac Securities


Head of Overseas Business

Division, Senior Executive Vice



Ltd.

Spokesperson, Associate

Executive Vice President of

President Office, Bank SinoPac


President of Secretariat, Bank

SinoPac

Director of SinoPlus Venture

Capital Corp.

2006/09/01

2017/09/01

2017/12/07

2018/07/16

2010/03/04

2019/01/25

2019/07/01

2019/05/06

2014/12/01

90,848

0

200,000

0

23,800

489,719

7,732

0

0

0.00%

0

0.00%

0

0.00%

0.00%

0.00%

0

0

268,309

0

0

0

1,005

0

0

0

0

0.00%

0

0

0

0.00%

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

None

None

None

None

None

None

None

None

None


No. of Shares %


No. of Shares %



Education & Key

Past Positions

Positions Held

Concurrently


R.O.C.

R.O.C.

R.O.C.

R.O.C.

R.O.C.

R.O.C.

R.O.C.

R.O.C.

R.O.C.、

Hong Kong

NameElected


Male

Male

Male

Male

Male

Male

Male

Male

Male

ANNUAL REPORT 2019

18

Senior Vice

President

Senior Vice

President

Senior Vice

President

Senior Vice

President

Senior Vice

President

Senior Vice

President

CHIANG

Chao Hung

CHIN

Che-Hui

Tiffany

CHENG

LIAO

Shun-Hsing

Kevin

CHAO

Victoria

YU

2017/07/24

2015/08/01

2014/05/14

2015/07/01

2018/10/01

2017/09/01

0

145,092

0

0

32,428

23,057

0

0.00%

0

0

0.00%

0.00%

0

0

7,807

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

Special Assistant to CEO,

Answern Property & Casualty

Insurance Co., Ltd.

Head of Legal & Compliance

and Internal Control, Mitsui

Sumitomo Mingtai Insurance Co.,

Ltd.

LL.M., NYU School of Law

Head of Retail Banking Division,




SinoPac Holdings


University of Illinois at Urbana-

Champaign

Head of Financial Markets

Division, Bank SinoPac

Deputy Head of Financial

Markets Division, and Head of

Financial Product Department

and Treasury Marketing

Department, Bank SinoPac

MBA, University of California,

Riverside

Deputy Head of Legal &

Compliance Division, Associate

Executive Vice President, Bank

SinoPac

Acting Head of Legal &

Compliance Division, Bank

SinoPac

Bachelor of Law, National Chung

Hsing University

Deputy Head of Information &

Technology Division and Head

of User Experience Department,



Head of System Infrastructure

Department, Senior Vice


Master of Computer Science,

University of Maryland

Senior Vice President of

Business Department, Bank

SinoPac

Head of Chunghsiao Branch,

Bank SinoPac


National Taiwan University.


(Asia) Ltd.


President of Secretariat, Bank

SinoPac

Head of Legal Division, Executive


Supervisor of SinoPac Venture

Capital Co., Ltd.

Supervisor of SinoPac Leasing

Corp.



(B.V.I) Ltd.

Director of Dream Crafts Group

Co., Ltd.

Head of Information Security



Head of Corporate Banking

Product Development Department,



None

None

None

None

None

None

None

None

None

None

None

None

None

None

None

None

None

None


No. of Shares %


No. of Shares %



Education & Key

Past Positions

Positions Held

Concurrently


R.O.C.

R.O.C.

R.O.C.

R.O.C.

R.O.C.

R.O.C.

0

0

0.00%

0

0

0

NameElected


Male

Female

Female

Male

Male

Female



SpecialDisclosure

AppendixOverview of




Governance Report

19

(III) Information on Chairmen or Presidents retiring from a company or affiliates and reappointed as consultants and their

remuneration

None.

Senior Vice

President

Senior Vice

President

Senior Vice

President

Senior Vice

President

William SU

Irene

HUANG

CHANG

Sheng-Pao

Michelle

LIN

2016/10/01

2018/05/26

2018/05/26

2017/09/01

1,000

15,096

28,283

59,180

0.00%

0.00%

0.00%

0.00%

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0

0


(Asia) Ltd.

Managing Director of SinoPac

Asset Management (Asia) Ltd.

Master of Science in Financial

Engineering, Columbia University

in the City of New York

Deputy Head of Electronic

Banking Division, Bank SinoPac

Head of Cash Payment and

Management Department, Bank

SinoPac

Bachelor of Public

Administration, National

Chengchi University

Head of Operations Division,

Bank SinoPac

MBA, National Sun Yat-sen

University

Head of Corporate Planning

Division, SinoPac Securities

Corp.

MBA for Executive, National

Taipei University

Head of Digital Finance &

Technology Division and

Information Technology

Department, SinoPac Securities

Corp.


(Asia) Ltd.

Director of SinoPac International

Holdings Ltd.

Director of SinoPac Solutions

and Services Ltd.

Director of SinoPac (Asia)

Nominees Ltd.

Head of Electronic Banking



Head of Business Planning

Division & Acting Head of

Business Intelligence Department,




SinoPac Securities Corp.

Supervisor of SinoPac Futures

Corp.

Supervisor of SinoPac Financial

Consulting (Shanghai) Ltd.

None

None

None

None

None

None

None

None

None

None

None

None


No. of Shares %


No. of Shares %



Education & Key

Past Positions

Positions Held

Concurrently


R.O.C.

R.O.C.

R.O.C.

R.O.C.

Note1："Shares Owned", "Shares Owned by Spouse & Minors" , and "Shares Held under Surrogate A/C" etc. are based on available data as of December 31,2019.

Note2：The Company's Chairman and President or personnel with equivalent position (chief manager) are not the same person, spouses or relatives within one degree of kinship.

NameElected


Male

Female

Male

Female

ANNUAL REPORT 2019

20

(IV) Remuneration and Compensation to Directors, President, and Executive Vice Presidents

Unit : NT$ thousand Remuneration and Compensation to Directors in 2019


ONG Wen-Chyi

YFY Inc. /

Stanley CHU

YFY Inc. /

CHIU Cheng-Hsiung

YFY Inc. /

YEH Chi-Hsing

CHEN Chia-Hsien


HO Yi-Da

SCHIVE Chi

James J. SHEU

TSAI Ying-Yi

(Note8)

Chairman

Director

Director

Director

Director

Director

Independent

Director

Independent

Director

Independent

Director

None14,500 27,834 0 24,000 13,582 (Including car and gas

compensation 995)

19,705 (Including car and gas

compensation 2,984)

0.42%32,000 31,344 31,344 0 0 0.67% 0.89%108(Note 5)

108(Note 4)

0 0.64% 0 0

None0 0 0 9,000 2,390 2,922 0.09%10,000 0 0 0 0 0.09% 0.10%000 0.10% 0 0

Position Name

Remuneration The Aggregate of A,B,C,and D as

Percentage of Net Income (Note3)

Base Compensation (A)

Directors' Compensation (C)

( Note 2)

Business-conducting Expenses (D)

Relevant Remuneration Received by Who are also Employees

Salaries, Bonuses and Special Allowances (E)

Employees' Compensation(G)

The Company

The Company

The Company

The Company

The Company

The Company

The Company

The Company

All Consolidated

Entities

All Consolidated

Entities

All Consolidated

Entities

All Consolidated

Entities

All Consolidated

Entities

All Consolidated

Entities

All Consolidated

Entities

All Consolidated

Entities

The Aggregate of A,B,C,D,E,F

and G as Percentage of Net Income

(Note 3)

Any Other Compensations

from Other Investees or Parent CompanyCash

DividendsStock

DividendsCash

DividendsStock

Dividends

The Company

Ret

Documents

SinoPac Holdings · 2020-04-21 · SinoPac Financial Holdings Company Limited Address: 3&5~13F., No. 306, Bade Rd. Sec. 2, Taipei City ... Audit Committee’s Review Report ... the