Board of Directors

Curriculum Vitae of Directors

(Term of office 2019.06.14 – 2022.06.13)
Chairman
Hong-Tu Tsai
Main Education
J.D., Southern Methodist University, USA
Main Experience
Chairman, Cathay Financial Holdings
Former Experience
Chairman, Cathay Life Insurance
Director
Cheng-Ta Tsai
Main Education
B.A., Chinese Culture University
Main Experience
Former Managing Director, Cathay Life Insurance
Director
Cheng-Chiu Tsai
Main Education
M.A., Keio University, Japan
Main Experience
Chairman, Cathay Century Insurance
Director
Chi-Wei Joong
Main Education
B.A., Kean College of New Jersey, USA
Main Experience
Chairman, CEO, Legal Representative, Moderntimes Co., Ltd.
Director, Cathay United Bank
Former President, CMB Credit Card Center
Director
Andrew
Ming-Jian Kuo
Main Education
M.B.A., Baruch College,
City University of New York, USA
Main Experience
Chairman, Cathay United Bank
Director
Tiao-Kuei Huang
Main Education
M.S., National Tsing Hua University
Main Experience
Chairman, Cathay Charity Foundation
Former Experience
Chairman, Vice Chairman, and President, Cathay Life Insurance
Director
Ming-Ho Hsiung
Main Education
M.S., University of Iowa, USA
Main Experience
Chairman of Corporate Governance and Nomination Committee
Chairman, Cathay Life Insurance
Former Experience
Vice Chairman and President, Cathay Life Insurance
Director
Chang-Ken Lee
Main Education
M.B.A., University of Pennsylvania, USA
Main Experience
Member of Risk Management Committee
President, Cathay Financial Holdings
Vice Chairman, Cathay Life Insurance
Former Experience
President, Cathay United Bank
Independent Director
Feng-Chiang Miau
Main Education
Honorary Ph.D., National Chiao Tung University
M.B.A., Santa Clara University, USA
Electrical Engineering BA, UC Berkeley, USA
Main Experience
Member of Audit Committee
Chairman, MiTAC Holdings Corporation
Chairman, Chinese National Association of Industries
Former Experience
ITRI Laureate
President of UPC Technology Corporation
President of Linde Lienhwa Industrial Gases Co., Ltd.
Chairman of Synnex Corporation
Independent Director of British Oxygen Company
Independent Director of Linde Group
Representative of APEC Business Advisory Council (ABAC)
Convener of Civil Advisory Committee of National Information and Communications Initiative Committee (NICI)
Independent Director
Edward
Yung Do Way
Main Education
MBA of University of Georgia, USA
Main Experience
Chairman of Audit Committee
Member of Remuneration Committee
Member of Corporate Governance and Nomination Committee
Chairman, YCSY Co., Ltd.
Former Experience
CEO, Deloitte Taiwan
Independent Director
Tang-Chieh Wu
Main Education
Master of National Chengchi University(Dept. of Public Finance)
Main Experience
Member of Audit Committee
Chairman of Remuneration Committee
Member of Risk Management Committee
Secretary-General, Taiwan Financial Services Roundtable
Former Experience
Chairman, Hua Nan Financial Holdings Co., Ltd.、Hua Nan Bank、Land Bank of Taiwan
Political Deputy Minister, Ministry of Finance
Vice Chairman, Financial Supervisory Commission Republic of China (Taiwan)
Director-General, Securities and Futures Bureau, Financial Supervisory Commission Republic of China (Taiwan)
Independent Director
Li-Ling Wang
Main Education
Ph.D. of Temple University (Dept. of Risk Management, Insurance, and Acturial Science), USA
Master of Hartford University(Dept. of Accounting), USA
Main Experience
Member of Audit Committee
Member of Corporate Governance and Nomination Committee
Chairman of Risk Management Committee
Chairman, Pension Funds Association in Taiwan
Professor, National Chengchi University Department of Risk Management and Insurance
Former Experience
Vice President, National Chengchi University
Chairman, Financial Supervisory Commission Republic of China (Taiwan)
Director, First Financial Holding
Independent Director, China Life Insurance Co., Ltd.
Independent Director
Pei-Pei Yu
Main Education
The University of British Columbia - Master of Business Administration (MBA)
National Chengchi University - Bachelor of Money and Banking
Main Experience
Member of Audit Committee
Member of Remuneration Committee
Chairman, Vigor Kobo Co., Ltd.
Independent Director, Wistron Corporation
Director, Hong Ting Investment Management Limited
Former Experience
Chairman, Zoyi Venture Capital Co., Ltd
Managing Director, Goldman Sachs (Asia) L.L.C.(Hong Kong)
President, Goldman Sachs (Asia) L.L.C. Taipei Branch
Assistant Vice President, Union Bank of Switzerland Taipei Branch
Manager, Citibank Taiwan, Ltd. Taipei Branch

Operation of the Board

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:

  • Ability to make operational judgments;
  • Ability to perform accounting and financial analysis;
  • Ability to conduct management administration (including ability to conduct management subsidiaries);
  • Ability to handle crisis management;
  • Knowledge of the industry;
  • An international market perspective;
  • Leadership;
  • Ability to make policy decisions;
  • 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. Directors on average serve 10-year terms. ( The average term length of the 8th-term Board of Directors is 10.69 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 6.5 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

Basic Composition
Basic Composition/Industry Experience & Professional knowledge/skills
Directors
Name
Nationality/place
of registration
Gender Concurrent positions
in our company
Age Tenure of
Independent Director
51-60 61-70 71-78 < 3 3-9 >9
Hong-Tu Tsai R.O.C. M 61-70 N/A
Financial Holdings Insurance
Commerce Legal Financial Overseas
Markets/
M&A
Risk
Management
Tsu-Pei Chen R.O.C. M 71-78 N/A
Financial Holdings Bank
Commerce Financial Overseas
Markets/
M&A
Risk
Management
Cheng-Ta Tsai R.O.C. M 71-78 N/A
Financial Holdings Insurance
Commerce Financial
Cheng-Chiu Tsai R.O.C. M 51-60 N/A
Financial Holdings Insurance
Commerce Finance/
According
Financial Overseas
Markets/
M&A
Chi-Wei Joong R.O.C. M 61-70 N/A
Financial Holdings Bank Securities Digital Finance/
Financial Technology
Commerce Finance/
According
Financial Overseas
Markets/
M&A
Ming-Jian Kuo R.O.C. M 51-60 N/A
Financial Holdings Bank Insurance Securities Asset Management Information/
Technology/
Others
Commerce Finance/
According
Financial Overseas
Markets/
M&A
Tiao-Kuei Huang R.O.C. M 71-78 N/A
Financial Holdings Insurance
Commerce Financial Mathmatics/
Actuarial
Science
Overseas
Markets/
M&A
Risk
Management
Ming-Ho Hsiung R.O.C. M 61-70 N/A
Financial Holdings Insurance
Commerce Finance/
According
Financial Mathmatics/
Actuarial
Science
Overseas
Markets/
M&A
Risk
Management
Chang-Ken Lee R.O.C. M 61-70 Yes
Financial Holdings Bank Insurance Securities Asset Management
Commerce Finance/
According
Financial Overseas
Markets/
M&A
Risk
Management
Feng-Chiang Miau R.O.C. M 71-78 N/A 3-9 (*) ✔ (註)
Financial Holdings Bank Insurance Securities Information/
Technology/
Others
Commerce Finance/
According
IT Overseas
Markets/
M&A
Yung-Do Way R.O.C. M 71-78 Yes 3-9 (*) ✔ (註)
Financial Holdings Bank Information/
Technology/
Others
Commerce Finance/
According
Li-Ling Wang R.O.C. F 51-60 N/A < 3
Financial Holdings Bank Insurance Securities Asset Management
Commerce Finance/
According
Financial Risk
Management
Tang-Chieh Wu R.O.C. M 61-70 Yes < 3
Financial Holdings Bank Insurance Securities Asset Management
Commerce Finance/
According
Financial Overseas
Markets/
M&A
註:至109年底,苗豐強獨立董事任期年資為為4.5年;魏永篤獨立董事任期年資為3.5年。
Experience & Professional knowledge/skills
Directors
Name
Experience
Financial Holdings Bank Insurance Securities Asset Management Digital Finance/
Financial Technology
Information/
Technology/
Others
Hong-Tu Tsai
Financial Holdings Insurance
Tsu-Pei Chen
Financial Holdings Bank
Cheng-Ta Tsai
Financial Holdings Insurance
Cheng-Chiu Tsai
Financial Holdings Insurance
Chi-Wei Joong
Financial Holdings Bank Securities Digital Finance/
Financial Technology
Ming-Jian Kuo
Financial Holdings Bank Insurance Securities Asset Management Information/
Technology/
Others
Tiao-Kuei Huang
Financial Holdings Insurance
Ming-Ho Hsiung
Financial Holdings Insurance
Chang-Ken Lee
Financial Holdings Bank Insurance Securities Asset Management
Feng-Chiang Miau
Financial Holdings Bank Insurance Securities Information/
Technology/
Others
Yung-Do Way
Financial Holdings Bank Information/
Technology/
Others
Li-Ling Wang
Financial Holdings Bank Insurance Securities Asset Management
Tang-Chieh Wu
Financial Holdings Bank Insurance Securities Asset Management
Directors
Name
Professional knowledge/skills
Commerce Finance/
According
Legal Financial Mathmatics/
Actuarial
Science
IT Overseas
Markets/
M&A
Risk
Management
Hong-Tu Tsai
Commerce Legal Financial Overseas
Markets/
M&A
Risk
Management
Tsu-Pei Chen
Commerce Financial Overseas
Markets/
M&A
Risk
Management
Cheng-Ta Tsai
Commerce Financial
Cheng-Chiu Tsai
Commerce Finance/
According
Financial Overseas
Markets/
M&A
Chi-Wei Joong
Commerce Finance/
According
Financial Overseas
Markets/
M&A
Ming-Jian Kuo
Commerce Finance/
According
Financial Overseas
Markets/
M&A
Tiao-Kuei Huang
Commerce Financial Mathmatics/
Actuarial
Science
Overseas
Markets/
M&A
Risk
Management
Ming-Ho Hsiung
Commerce Finance/
According
Financial Mathmatics/
Actuarial
Science
Overseas
Markets/
M&A
Risk
Management
Chang-Ken Lee
Commerce Finance/
According
Financial Overseas
Markets/
M&A
Risk
Management
Feng-Chiang Miau
Commerce Finance/
According
IT Overseas
Markets/
M&A
Yung-Do Way
Commerce Finance/
According
Li-Ling Wang
Commerce Finance/
According
Financial Risk
Management
Tang-Chieh Wu
Commerce Finance/
According
Financial Overseas
Markets/
M&A
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.

Related Files

Execution of Board Performance Evaluation