2023 Goals and Achievements- Total asset was NT$1,521.804 billion, net loss after tax was NT$9.516 billion, and total income of premium was NT$113.617 billion.
- By holding a physical shareholders’ meeting plus the support of the central depositary video conference platform, we strengthen the communication with stakeholders.
- Established work-from-home working environment for employees and strengthened work-from-home information security control. Our whole system passed the certification of ISO27001: 2013 Information Security Management System (ISMS) and BS 10012: 2017 Personal Information Management System. The scope of certification covers the whole company (including HQ, branch companies, service centers, regional divisions, and communication offices). The pass rate for courses related to information security promotion attended by all office personnel was 100%. We joined in Financial Security Operation Center (F-SOC) to strengthen the capacity of information security control through sharing and exchange with financial institutions.
- Conducted risk assessment projects on unethical behaviors to analyze and evaluate business activities with higher risks of unethical behaviors within the scope of business for further analysis and discussion.
- Optimized the management system for changes of legal regulations to strengthen management on the changes of legal regulations and effectively enhance the culture of regulatory compliance.
- Optimized the money laundering and financing of terrorism evaluation mechanism and functions of anti-money laundering system.
- Held the regulatory compliance risk assessment (CRA), including regulatory compliance risk evaluation reports and risk improvement plans. Besides, focused on the business operation of the whole company, items of vulnerability were proposed according to compliance risk management as well as the monitoring and improvement plans and the relevant schedule.
- Enhanced the completeness and correctness of the stakeholder management system database to fulfill the stakeholder transaction control mechanism.
- Conducted regulatory compliance quality audit (QA) to assist and supervise business units to identify and manage compliance risks.
2024 Goals- Re-certification of BS 10012: 2017 Personal Information Management System (PIMS) to maintain validity of the certificate.
- Implementing edition transition certification of ISO27001: 2022 Information Security Management System (ISMS) to maintain validity of the certificate.
- Selecting and inviting information security consultants to participate in the operations of the Board of Directors for offering directors topic consultation related to information security and seminar services to drive the organizational culture of valuing information security.
- Introducing information security insurance in response to the development of digital technology to mitigate and reduce risks of compensation generated by damages to business interruption, customers, or third parties in order to strengthen information security risk management.
- Introducing ISO22301 Business Continuity Management System to strengthen the resilience of financial services.
- Conducting risk assessment projects of unethical behaviors to analyze and assess business activities with higher risks of unethical behaviors within the scope of business for further analysis and discussion.
- The Company revised Article 7-1 of “Ethical Corporate Management Best Practice Principles” in December 2022 to add that the Board of Director shall supervise the implementation of managers’ accountability as well as establish relevant systems and incorporate it to the assessment of managers’ competence. For the fulfillment of above goal, we have planned to introduce the accountability system in 2024.
- Enhancing the effectiveness of the anti-money laundering system to continuously deepen employees’ awareness in anti-money laundering.
There are 11 directors in the Board of Directors, and the term of office is three years. Five of them are professional
natural persons while two of the four independent directors are on their first term of office and the other two are on
the second term of office. In 2023, 15 meetings were held by the Board of Directors, and the attendance rate of the
whole Board of Directors was 96.23%.
In 2019, the Board of Directors passed the resolution of assigning Vice President, Tien Yu-Ping, at the Executive Office,
who has engaged in managing affairs for the Board of Directors and the Audit Committee and acts as supervisors at
units related to corporate governance for more than 10 years, to be the Chief Corporate Governance Officer. In 2023,
the annual training hours of 29.5 hours (for reappointment of the post, it requires more than 12 hours) were completed
by the Chief Corporate Governance Officer. Main duties include “handling matters related to meetings of the Board
of Directors and the shareholders’ meeting”, “producing the Board of Directors and shareholders’ meeting minutes”,
“assisting directors taking the post and continuous training”, “providing information required by directors for business
execution” and “assisting directors for regulatory compliance”.
PS：
On August 12, 2024, the Board of Directors resolved to change the "Remuneration Committee" to "Remuneration and Nomination Committee", and the "Corporate Governance and Nomination Committee" to "Corporate Governance and Sustainability Committee".
The Company set the Corporate Governance and Nomination Committee in 2020 and formulated standards of professional knowledge, skills, experience, and gender equality as well as independence required for the members of the Board of Directors according to “Mercuries Life Insurance Rules for Election of Directors”. It is used to seek, review, and nominate candidates for directors and senior managerial officers. When nominating candidates for independent directors, pay attention to nominees’ qualification, professional learning, integrity, and concurrent position of directors, supervisors, members of committee, or chairpersons in other companies to ensure the main consideration is to match the long-term profits for shareholders. The candidates of directors nominated should be approved by the Board of Directors and submitted the proposal to the shareholders’ meeting for election.
The Company established “Selection of Directors and Succession Plans” to regulate the professional qualification and selection criteria of directors and independent directors meeting the provisions of “Company Act”, “Regulations Governing Appointment of Independent Directors and Compliance Matters for Public Companies”, and “Regulations Governing Qualification Requirement and Concurrent Serving Restrictions and Matters for Compliance by the Responsible Persons of Insurance Enterprises”. Besides, the number of directors of professional natural persons must meet the regulations published by the competent authority. According to Article 8 of “Regulations Governing Qualification Requirement and Concurrent Serving Restrictions and Matters for Compliance by the Responsible Persons of Insurance Enterprises”, five directors should be elected from those who have professional qualification and are natural persons. We have met the legal requirement. In addition, we have “Regulations Governing Director Election” in place to specify the selection of member of directors must consider the whole structure of the Board of Directors. The composition of board members must consider diversity; besides, appropriate diversity policy should be formulated in terms of operation, business model, and development demand. It should include but not be limited to the standards for the following two dimensions:
