Curriculum Vitae of Directors

Title Name Main Education Main Experience
Chairman

Hong-Tu Tsai

J.D., Southern Methodist University, USA
  • Chairman, Cathay Financial Holdings
  • Former Chairman, Cathay Life Insurance
    		•
    Director

    Cheng-Ta Tsai

    B.A., Chinese Culture University
  • Former Managing Director, Cathay Life Insurance
    		•

    Cheng-Chiu Tsai

    M.A., Keio University, Japan
  • Chairman, Cathay Century Insurance
    		•

    Chi-Wei Joong

    B.A., Kean College of New Jersey, USA
  • Chairman, CEO, Legal Representative, Moderntimes Co., Ltd.
  • Director, Cathay United Bank
  • Former President, CMB Credit Card Center
    		•

    Andrew

    Ming-Jian Kuo

    		 M.B.A., Baruch College, City University of New York, USA
  • Chairman, Cathay United Bank
    		•

    Tiao-Kuei Huang

    		 M.S., National Tsing Hua University
  • Chairman, Cathay Life Insurance
  • Former Vice Chairman and President, Cathay Life Insurance
    		•

    Ming-Ho Hsiung

    		 M.S., University of Iowa, USA
  • Chairman of Corporate Governance and Nomination Committee
  • Vice Chairman, Cathay Life Insurance
  • Former President, Cathay Life Insurance
    		•

    Chang-Ken Lee

    		 M.B.A., University of Pennsylvania, USA
  • President, Cathay Financial Holdings
  • Former President, Cathay United Bank
    		•

    Independent

    Director

    Feng-Chiang Miau

    Honorary Ph.D., National Chiao Tung University

    M.B.A., Santa Clara University, USA
    Electrical Engineering BA, UC Berkeley, USA
  • Member of Audit Committee
  • Chairman, MiTAC Holdings Corporation
  • Chairman, Chinese National Association of Industries
  • Former ITRI Laureate
  • Former President of UPC Technology Corporation
  • Former President of Linde Lienhwa Industrial Gases Co., Ltd.
  • Former Chairman of Synnex Corporation
  • Former Independent Director of Galileo International Shipping Co., Ltd.
  • Former Independent Director of British Oxygen Company
  • Former Independent Director of Linde Group
  • Former Representative of APEC Business Advisory Council (ABAC)
  • Former Convener of Civil Advisory Committee of National Information and Communications Initiative Committee (NICI)
    		•

    Edward
    Yung Do Way

    MBA of University of Georgia, USA
  • Chairman of Audit Committee
  • Member of Remuneration Committee
  • Member of Corporate Governance and Nomination Committee
  • Chairman, YCSY Co., Ltd.
  • Former CEO, Deloitte Taiwan
    		•

    Li-Ling Wang

    Ph.D. of Temple University (Dept. of Risk Management, Insurance, and Acturial Science), USA
    Master of Hartford University(Dept. of Accounting), USA
  • Member of Audit Committee
  • Member of Corporate Governance and Nomination Committee
  • Chairman, Pension Funds Association in Taiwan
  • Professor, National Chengchi University Department of Risk Management and Insurance
  • Former Vice President, National Chengchi University
  • Former Chairman, Financial Supervisory Commission Republic of China (Taiwan)
  • Former Director, First Financial Holding
  • Former Independent Director, China Life Insurance Co., Ltd.
    		•

    Tang-Chieh Wu

    Master of National Chengchi University(Dept. of Public Finance)
  • Member of Audit Committee
  • Chairman of Remuneration Committee
  • Secretary-General, Taiwan Financial Services Roundtable
  • Former Chairman, Hua Nan Financial Holdings Co., Ltd.、Hua Nan Bank、Land Bank of Taiwan
  • Former Political Deputy Minister, Ministry of Finance
  • Former Vice Chairman, Financial Supervisory Commission Republic of China (Taiwan)
  • Former Director-General, Securities and Futures Bureau, Financial Supervisory Commission Republic of China (Taiwan)
    		•

    Pei-Pei Yu

    The University of British Columbia - Master of Business Administration (MBA)
    National Chengchi University - Bachelor of Money and Banking
  • Member of Audit Committee
  • Member of Remuneration Committee
  • Chairman, Vigor Kobo Co., Ltd.
  • Independent Director, Wistron Corporation
  • Director, Hong Ting Investment Management Limited
  • Former Chairman, Zoyi Venture Capital Co., Ltd
  • Former Managing Director, Goldman Sachs (Asia) L.L.C.(Hong Kong)
  • Former President, Goldman Sachs (Asia) L.L.C. Taipei Branch
  • Former Assistant Vice President, Union Bank of Switzerland Taipei Branch
  • Former Manager, Citibank Taiwan, Ltd. Taipei Branch
    		•

    Professional Qualifications and Independence of the Board

    Cathay FHC has the "Corporate Governance and Nomination Committee" and implements the "Nomination System for Candidates." All of the candidates for the Board of Directors are nominated and qualified for review by the Corporate Governance and Nomination Committee. After the qualifications of all candidates for directorship are reviewed and approved by the Committee and the Board of Directors, the list of qualified candidates is then submitted to the shareholders' meeting for election. According to Paragraph 3, Article 30 of the Cathay Financial Holdings Corporate Governance Best Practice Principles, the members of the Board of Directors shall possess the knowledge, skills, and experience necessary for performing their duties. To achieve the ideal goal of corporate governance, the Board of Directors shall possess the following abilities:

    1. Ability to make operational judgments;

    2. Ability to perform accounting and financial analysis;

    3. Ability to conduct management administration (including ability to conduct management subsidiaries);

    4. Ability to handle crisis management;

    5. Knowledge of the industry;

    6. An international market perspective;

    7. Leadership;

    8. Ability to make policy decisions;

    9. Risk management knowledge and skills.

    Cathay FHC completed the Election of the 8th Board of Directors in 2022 and increased from 4 to 5 Independent Directors. The new Independent Director, Ms. Pei-Pei Yu, possessing professional experiences and knowledge in banking, securities, and financial industry can effectively improve the diversity of Cathay FHC's Board of Directors and the effectiveness of corporate governance. All members of the Board of Directors who are also professionals and well-experienced in finance, business, digital finance, digital information, overseas markets, mergers and acquisitions and risk management can contribute to promoting development strategies of “Internationalization”, “Digitalization” and “Financial Innovation and Application” of Cathay. Cathay FHC’s Board of Directors had convened 12 meetings with an attendance rate of 92% in 2022. The average term length of the 8th-term Board of Directors is 10.8 years after the re-election held on June 17 2022.


    Board Diversity

    The composition of Cathay FHC’s Board of Directors is diverse and it includes different ages, industrial experiences and professional knowledge and competencies. In order to strengthen corporate governance and facilitate the sound composition and structure of the Board of Directors, Cathay FHC indicates the board diversity policy in Paragraph 2, Article 30 of the “Cathay Financial Holdings Corporate Governance Best Practice Principles” as follows: the composition of Board shall be determined by taking due consideration to the company operational framework, business development direction, future development trends and various needs, and it is advisable to assess aspects of diversity including but not limited to basic composition(e.g., gender, age, nationality and race), professional experience (e.g., finial holdings, banks, insurance, securities, industries and technology), and professional knowledge and skills (e.g., commerce, finance, accounting, legal, marketing and digital technology). Cathay FHC’s Board consists of 13 Directors, including 7 Non-Executive Directors, 5 Independent Directors, and 1 Executive Director (Cathay FHC president Chang-Ken Lee). All members possess extensive experiences and expertise in finance, digital finance, information technology, commerce, overseas markets, mergers and acquisitions, and management fields. Cathay FHC’s Directors with employee status (Cathay FHC president Chang-Ken Lee) comprises 8%, Independent Directors comprises 38%, and female Directors (Li-Ling Wang and Pei-Pei Yu) comprises 15%. The average serve term of the four Independent Directors is 3.9 years (1 Independent Directors with the serve term 3 years or less, 2 Independent Directors with the serve term are 3.5 years, 1 Independent Director with the serve term is 5.5 years, and the other Independent Director with the serve term is 6 years.). The average age of Board Members is 66, and 4 Directors are 71-79 years old, 5 Directors are 61-70 years old and 4 Directors are 51-60 years old. The implementation of Board Members’ diversity policy is as follows:


    Cathay FHC's Implementation of the Board Diversity Policy

     

    Furthermore, Cathay emphasizes gender equality in the composition of its Board of Directors. Cathay FHC’s newly recruited Ms. Pei-Pei Yu, joined as the Independent Director in Cathay FHC from the 8th Board of Directors on June 17, 2022. One more seat for a female independent director has been added to the list of directors (from 1 board seat to 2 board seats).


    Evaluation of the Board and Functional Committee’s Performance and Third-party Certification

    To implement corporate governance and improve the Board and Functional Committee’s efficacy, Cathay FHC pays special attention to the overall operations of the Board and Functional Committee and thus set up the Regulations Governing the Evaluation of the Board and Functional Committee’s Performance in addition to the Guidelines for Evaluation of Directors' Performance and the Guidelines for Directors' Remuneration. Performance indicators, such as compliance, corporate governance, risk management, and corporate sustainability and corporate social responsibility, were also incorporated in the Regulations Governing the Evaluation of the Board and Functional Committee’s Performance to ensure the Board and Functional Committee’s fulfillment of corporate governance, operations, and corporate social responsibility.

    To strengthen the independence and effectiveness of the Board performance evaluation, Cathay FHC will appoint an external independent institution or an expert to carry out the Board performance evaluation once every three years, starting from 2017. Cathay FHC has commissioned the "Taiwan Institute of Ethical Business and Forensics" to conduct the external performance evaluation of the company's Board of Directors respectively in 2019 and 2022, and discusses and implements enhancement measures in accordance with the Institute's optimization recommendations.

    Since June 15, 2007, Cathay FHC has purchased liability insurance for its Directors, supervisors, and key staff members, including those from its subsidiaries. This is in line with the legal requirements during their terms in office. The contents of the insurance policy are reviewed annually.

    Execution of Board Performance Evaluation