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PSC Annual Report 2019

Jun 29, 2020

52209_rns_2020-06-29_64f9a0c9-ec26-41de-9ae5-78253946522e.pdf

Annual Report

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Stock Code: 2855 www.pscnet.com.tw

2019 ANNUAL REPORT

Notice to readers

This English-version annual report is a summary translation of the Chinese version and is not an official document of the shareholders’ meeting. If there is any discrepancy between the English and Chinese versions, the Chinese version shall prevail.

2019 Annual Report is available at: Taiwan Stock Exchange Market Observation Post System http://mops.twse.com.tw/

Table of Content
I. A Letter to Shareholders 1
II. Company Profile 3
III. Corporate Governance 5
Business Organization 5
Directors’, Supervisors’ and Managers’ Information 7
Implementation of Corporate Governance 30
Information Regarding the Company’s Audit Fee and Independent Auditor 71
Replacement of CPA 72
Information Regarding the Company’s Chairman, President, or managers responsible for financial and
accounting affairs who have held any position in the accounting firm or its affiliates 73
Net Change in shareholdings and in shares pledged by directors, supervisors, management, and shareholders
holding more than a 10% share in the Company 73
Information Disclosing the Relationship between any of the Company’s Top Ten Shareholders 76
Ownership of Shares in Affiliated Enterprises 77
Name and position of the employees with the top ten amounts of bonuses as well as the total amounts
of the top ten bonuses 77
Directors and Corporate Auditors Training 78
Manager Learning 81
IV. Capital Structure 83
Shareholders’ equity 83
Long-Term Borrowings 87
Issuance of Preferred Stocks 87
Issuance of Global Depositary Receipts 87
Issuance of Employee’s Stock Options 87
Merge and Acquisition 87
Working Capital Plans 87
V. Business Environment 89
Description of Business Activities 89
Market Conditions 104
Employee Data 110
Environmental Protection and Corporate Citizenship 111
Labor Relations & Employee Benefit 112
Material Contracts and Agreements 119

I

VI. Financial Information 121
Five-Year Financial Summary 121
Financial Analysis for the Past Five Years 125
Audit Committee’s Review Report on the Company’s 2019 Financial Statement 129
Financial Difficulties that will Affect the Company’s Financial Situation 130
Status of the Achievement in Financial Forecasts for the Latest Two Years 130
Provisioning Methods of the Company’s Assets and Liabilities’ Valuation Accounts 130
Accounting Treatment of Impairment of Assets of the Company 130
Methods and Assumptions used for Evaluating Fair Value of Financial Instruments 131
Hedge Accounting Applied to Financial Instruments 131
VII. Financial Status, Operating Results and Risk Management 133
Financial Status 133
Analysis of Operating Results 133
Analysis of Cash Flow 134
Effects of Major Capital Expenditures in the Most Recent Fiscal Year on Financial Operations 135
Long-term Investment Policy 135
Analysis of Risk Management 135
Other significant events 144
VIII. Other Disclosures 145
Consolidated Business Report of Affiliated Companies, Consolidated Financial Statements of Affiliated
Companies, and Reports of Affiliation 145
Private placement of marketable securities 148
Holding or disposal of the company’s shares by the subsidiaries 148
Other Necessary Supplement 148
IX. Occurrences of items that may give rises to substantial impact on shareholders’
interests and/or stock price 149
X. Financial Statements 150

II

I. A Letter to Shareholders

Dear Shareholders,

The global economy recovered slowly under the cloud of uncertainty created by the US-China trade war in 2019. The US continued to raise the intensity of the US-China trade war. In addition to raising tariffs on products from China, it imposed sanctions on some companies based in China, including ZTE and Huawei, which caused the a slowdown in global trade activities. However, with increasing consumption and employment in the US, the Fed’s preemptive interest rate cuts also prompted a positive response in financial markets. In Europe, because the US-China trade war affected exports, economic growth declined. The European Central Bank would continue the loosen monetary policy to support the economy. As for China, because the escalation of the US-China trade war led to sanctions imposed on private companies resulting in weak exports, the central government implemented fiscal policies designed to stabilize the economy. Domestically, according to data from the Directorate-General of Budget, Accounting and Statistics (DGBAS), Executive Yuan, the economic growth rate in 2019 decreased from 2.75% in 2018 to 2.71%. However, driven by the Fed’s preemptive interest rate cuts and the government’s policy for investment by overseas Taiwanese business people back to Taiwan and because of the expected psychology, the TAIEX rose from 9,727 points to 11,997 points, an annual increase of 2,268 points at a rate of 23.3%, ranking 1st among Asian stocks.

The Company had outstanding performance in 2019, with annual revenue of NT$6,229,917 thousand, operating costs of NT$916,286 thousand, operating expenses of NT$3,288,684 thousand, non-operating net income of NT$489,434 thousand, profit before tax of NT$2,514,381 thousand, and net income of NT$2,368,536 thousand, while the after tax EPS stood at NT$1.72, ranking 3rd among the top 12 integrated securities firms.

In terms of brokerage business, the market share was 3.25% in 2019; although business increased in 2018, the financing balance fell and the discount rate of traditional brokerage business increased in 2019. In addition, as the investor’s electronic order placement ratio has gradually increased, the demand for physical business has gradually decreased. In response to changes in the general environment, the Company has carefully evaluated its regionality, performance, profit contribution, and market share, and analyzed the performance of each branch; in 2019, five branches were merged into the remaining ones, resulting in a decrease in the number of branches from 36 to 31. In the future, each branch will continue to strive to consolidate the core brokerage business and further develop wealth management business, to create a profitable dual-engine for brokerage and wealth management. The goal is to drive the dual income from trading and deposits, with a view to enhancing the efficiency of brokerage and maximizing the benefits and value of each branch. In addition, in the face of the development of new technologies, such as the Internet, mobile communications, social community, cloud data, and big data, the Company has also actively invested in the development of digital and mobile-related services and platforms. The Company has established a Digital Financial Division under the Brokerage Department; this dedicated unit will gradually realize the development of new technologies and optimize of the quality of the mobile experience of customers.

In terms of the underwriting business, the Company served as lead underwriter for 6 cases and a co-underwriter for 34 cases throughout the year; the total value of underwriting was NT$2.56 billion, ranking 7th in the industry. The company continues to uphold the principles of strict screening of cases, careful selection of sectors, and emphasizes the credit risk of issuing companies; the goal is to assist companies in raising funds to expand business with a competent team. Meanwhile, it provides corporate clients with financial advisors and helps with mergers and acquisitions, project evaluation, and private placement planning services.

As for the trading business, although trading was affected by the US-China trade war and by violent fluctuations in the global financial markets in 2019, our proprietary trading team for stocks has kept abreast of the market trends, adjusted positions flexibly, and controlled risks strictly, which has created excellent trading performance. As for the fixed income trading business, affected by the loose monetary policies adopted by the central banks of various countries and the Fed’s interest rate cuts, the bond market has risen from the initial downturn. With our operation team’s layout of positions and effective management of risks, the annual profit performance in this regard was also quite impressive. In the financial product business, the value of the warrants issued ranked 6th in the industry, and the number of warrants issued ranked 7th. In addition, “President Dividend Appreciate TR 150 ETN” and “President Low Volatility High Dividend TR ETN” were issued on April and December, respectively. In order to create advantages as a pioneer and develop product differentiation,

1

President Securities Corporation

the Company will continue to issue ETNs. In the quantitative trading business, the Company used the metrics method to seek profit-making opportunities through transactions across time zones and markets; this created a steady stream of profits.

In addition to actively developing its business activities with the goal of creating excellent performance, the Company has spared no effort to implement a corporate governance system and to improve information transparency for a long time; thus, it has maintained a leading role in Corporate Governance Evaluation System. In line with the laws and regulations promulgated by the responsible authorities in 2019, the Board of Directors pass a resolution of engagement of a Corporate Governance Officer in charge of the promotion and implementation of corporate governance-related business. Meanwhile, in response to changes in the laws and regulations of the responsible authority, the Company’s Corporate Governance Best Practice Principles and the Board of Directors Performance Evaluation Measures documents were also amended to improve the effectiveness of the Board’s operation; the integrity of the Company’s corporate governance was further enhanced. In terms of risk management, the Company continued to strive to improve the overall risk management mechanism so that all business activities could develop in a safe and robust environment. The Company’s various outstanding achievements and excellent performance of its business activities have also been recognized by Taiwan Ratings, with “twA” and “twA1” rankings for the Company’s the long-term and short-term credit rating, respectively, in 2019, the same as in the previous year.

In addition, the Company assumed its corporate social responsibilities actively. In terms of environmental protection, the Company has obtained ISO 14064-1:2006 greenhouse gas inventory certification. In the future, it will be devoted to reducing greenhouse gas emissions to help slow the trend of global warming. On the front of the development of talented personnel, the Company attached great importance to the cultivation and development of employees. Its well-planned training system also won the Bronze Medal of the Ministry of Labor’s TTQS evaluation while obtaining iCAP quality certification of the competence-oriented program of the Ministry of Labor. Furthermore, the Company’s spirit of helping employees balance the needs of work and family has also enabled it to be selected as an Enterprise of Happiness by 1111 Job Bank; it was also been selected as Healthy Corporate Citizen in the category of Corporate Health Responsibility by Health Magazine for its development of a healthy work environment for body and mind.

Looking forward to 2020, although the US-China trade conflict came to an end after the first stage of the trade agreement was signed in early January, after the outbreak of the COVID-19 epidemic in Wuhan, China, at the end of January, the virus had started to rage across South Korea, Japan, Iran, and Italy and eventually became a global pandemic. Countries around the world have adopted measures, such as border closures and city lockdowns which have led to the stagnation of economic activities. The market is worried about how the crisis will disrupt the industrial supply chain and even the capital supply chain, causing panic in financial markets. Central banks in various countries have also quickly adopted interest rate cuts, quantitative easing policies, and fiscal policies to respond and to try to reduce the degree of economic impact. DGBAS revised the forecast of Taiwan’s economic growth rate down to 2.37% in February; and it may continue revise the figure downward in the future as the epidemic escalates.

In the face of a challenging future, the Company will continue to make unremitting efforts to seek profit-making opportunities, implement various mechanisms for risk and internal control management, actively strengthen its operating foundation, and enhance the competitiveness of each business activity. In addition to striving to facilitate the establishment of subsidiaries in China, it will further develop local services in the country, with the aim of providing high value-added and comprehensive financial services that exceed customers’ expectations, while creating maximum values for the Company and shareholders.

I hereby extend my most sincere gratitude to our shareholders for your long-term trust and support of President Securities. I wish you all good health and prosperity.

Chairman: Lin, Kuan-Chen President: Tsai, Sen-Bu

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2019 Annual Report

II. Company Profile

Incorporated

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1988 1991 1995
President Securi�es Co., Ltd. was incorporated Merged with Tung-Hsin, Tung-Yung, Increased capital to NT$7.03 billion.
through the memorandum of Securi�es and Futures Commission, Ministry of Finance with the le�er No. (77) Taiwan-Finance-Securi�es-(II)- Tung-Wen, Tung-Ku, Tung-Fu, Tung-Yu, Tung-Hsing, Tung-Wang, Tung-Lai securi�es agencies. Became the first Asian securi�es company to acquire the ISO9002 service quality cer�fica�on.
20093 in November 19th. Established new branches in SanMin, Xin Taichung,
Founding capital of NT$1.4 billion increased and Hsinying, bringing the total number of branches
to actual paid-in capital of NT$3.362 billion to 16.
a�er the merger.
Amended business name to President Performed capital infusion; capital stock Established new branches in
Securi�es Corp. on March 4th. a�er infusion amounted to NT$4.02 Yenping, Taoyuan, Sanchung,
Commencement of official opera�ons on billion. Tunghsing, and Fengyuan.
April 3rd.
1996
1989 1994
2009 2007
Executed capital reduc�on through Long-term credit ra�ng was upgraded from twA-
cancella�on of treasury stock, capital to twA, and short-term credit ra�ng was
stock a�er asset reduc�on amounted to upgraded from twA-2 to twA-1.
NT$11.857 billion. Converted retained earnings to paid-in capital,
capital stock a�er infusion amounted to
NT$11.768 billion.
Obtained trust business license issued by FSC. Issued the first unsecured conver�ble corporate bond in Taiwan, and received NT$ 3 billion from the offering in May.Established PSC Xiamen business office in China on August
Converted retained earnings to paid-in 22nd.
capital, capital stock a�er infusion
amounted to NT$12.319 billion. Converted retained earnings to paid-in capital, capital stock
a�er infusion amounted to NT$12.157 billion.
2010 2008
2012 2014
Converted retained earnings to paid-in Established an Offshore Securi�es Unit (OSU) in July .
capital, capital stock a�er infusion Established new branches in Xinzhuang, Zhubei,
amounted to NT$13.231 billion. Zhunan, and Xin Taoyuan, bringing the total number
of branches to 39.
Acquired the brokerage business of Standard
Chartered Bank in Taiwan.
Established remunera�on Commi�ee.
The total branches remain 35 (including head office.) . Established an Audi�ng Commi�ee in
Converted retained earnings to paid-in capital. The June.
capital stock a�er infusion amounted to NT$13.046 Opened a new branch in Pingzhen,
billion. bringing our total number of branches to
Conducted a capital reduc�on by cancelling treasury 40 (Including our headquarters) in
stocks in December. The capital became NT$12.845 October.
billion.
2015
2011 2013
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3

President Securities Corporation

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1998 2000
Executed capital infusion; capital stock In August, acquired Ta Feng Securi�es Co., Ltd.
a�er infusion amounted to NT$10.18
Converted retained earnings to paid-in capital,
billion in May.
capital stock a�er infusion amounted to
NT$12.255 billion.
Executed capital infusion; capital stock a�er Obtained official approval for OTC lis�ng.
infusion amounted to NT$8.08billion. Converted retained earnings to paid-in Executed capital reduc�on through
Established new branches in Tianmu, Banqiao, Hankou, Tali, and Sanduo. The capital, capital stock a�er infusion amounted to NT$10.91 billion. cancella�on of treasury stock, capital stock a�er asset reduc�on amounted to
business offices were increased to 26 Rated as “twBBB” and “twA-3” for long-term NT$11.279 billion.
(including head office). and short-term credits, respec�vely, by
Taiwan Ra�ng Corp.
1997 1999 2001
2006 2003
Obtained business license for wealth management.
Received the 6th annual Na�onal Charity Award, Obtained business license for structured
and was the only for-profit business en�ty among notes; Fixed Income business unit
twelve recipients. licensed as the main dealer for business
opera�on of government bonds issued by
Executed capital reduc�on through cancella�on of Central Bank of the Republic of China.
treasury stock, capital stock a�er asset reduc�on
amounted to NT$11.37 billion.
Opened East Tainan Branch, Neihu Branch and Renai Branch. The
business offices increased to 35 (including head office). Listed on TWSE in September.
Long term credit ra�ng was upgraded from twBBB to twBBB+ in Executed capital reduc�on through
September, and was again upgraded to twA- in December. cancella�on of treasury stock, capital
Executed capital reduc�on through cancella�on of treasury stock, stock a�er asset reduc�on amounted to
capital stock a�er asset reduc�on amounted to NT$11.4499 billion. NT$11.46 billion.
2004 2002
2016 2019
Conducted a capital reduc�on by canceling treasury
Conducted a capital reduc�on by canceling treasury stocks in
stocks in May. The capital became NT$13.723 billion.
February and May. The capital became NT$13.037 billion and
NT$12.952 billion.
Converted earnings to paid-in capital in August, growing the capital
to NT$13.356 billion.
The branches in Tali, Yenping, and SanMin terminated opera�ons in
October , causing that the total number of branches reduced to
37(including our headquarters).
The branch in Zhubei terminated opera�ons
in May, causing that the total number of
branches reduced to 36(including our 2020
headquarters).
Conducted a capital reduc�on by cancelling
The Company transferred earnings to paid-in treasury stocks in May. A�er the capital
capital in August. The capital a�er capital reduc�on, the total share capital was around
increase was NT$13.904 billion.
NT$13.723 billion; at that �me business was
terminated at Xindian Branch, bringing the
2017 number of branches to 35. Business was terminated at Xinzhuang Branch in July, so
that the number of ac�ve branches declined
to 34. The Fengyuan, Ku�ng, and Xin Taoyuan
branches were closed for business in
November, so that the number of branches
declined to 31, including the Head Office.
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4

2019 Annual Report

III. Corporate Governance

III. Corporate Governance

I. Business Organization

A. Organizational Chart

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Administration Dept.
Shareholders’ Meeting
Finance Dept.
Board of Directors
Information System Dept.
Audit Committee
Risk Management
Committee Settlement & Clearing Dept.
Risk Control Office
Remuneration
Committee Financial Product Dept.
Ethical Corporate
Auditing Office
Management Practice
Team Proprietary Trading Dept.
Chairman of the Board
Fixed Income Dept.
President
Capital Market Dept.
Quantitative Trading Dept.
Assets & Liabilities
Management Committee
Shareholder Services Dept.
President Office
Wealth Management and
Trust Dept.
Compliance Division
Brokerage Dept.
Global Institutional
Service Dept.
Corporate Client Dept.
Offshore Securities Unit
Digital Business Department
E-Trade Department
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5

President Securities Corporation

B. Function of Each Division

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Division Function
 Accept orders from clients to buy/sell listed securities and forward to TWSE for execution.
 Accept orders from clients to buy/sell listed securities and forward to TPEx for execution.
 Manage custodial services for clients.
 Provide margin financing for securities trading.
 Securities Borrowing and Lending Business.
Brokerage  Borrowing or Lending Money in Connection with Securities Business
 Conduct Borrowing and Lending of Funds for Unrestricted Purposes.
 Accepting orders to trade Foreign Securities.
 Futures Introducing Broker Business.
 Electronic transaction operations.
 Customer service coordination process.
 Issue equity warrants and conduct hedging strategies.
 Launch structured products and conduct hedging strategies.
 Convertible bond asset swap and options business.
Financial
 Trading of equity derivatives.
Products
 Exchange-traded Note (ETN) Issuance and Hedging Operations.
 New financial product design and development.
 Other derivatives financial products approved by the competent authority.
 Trading of publicly listed securities on the TWSE and TPEx, using President Securities’ own funds.
Proprietary  Hedge positions via futures and options markets as a futures trader.
Trading  Expand international investment business involving legally-permitted overseas spot/futures market
research and investments.
 Use own capital to trade domestic and foreign corporate and government bonds in the OTC market.
 Offer tendering services of Taiwan government bonds.
 Repo and Reverse-Repo transactions.
Fixed Income  Trade overseas and domestic convertible bonds.
 Provide debt capital market services for overseas and domestic issuers.
 Provide financial market services and product to financial institutions and corporate clients.
 Provide customized structured products for clients.
 Assist corporations in application for public listing on TWSE or TPEx.
 Assess and advise clients with respect to capital increase plans and applications to convert private
Capital Market equity into publicly traded stocks.
(Underwriting)  Underwrite bonds and foreign financial products.
 Assist in M&A activities; provide consulting services on corporate finance and other specialized areas.
 Other various types of underwriting business.
 Market making and trading of futures and options contracts on the TAIFEX.
 Market making and trading of legally-permitted foreign futures and options contracts.
Quantitative  ETF arbitrage, market making, hedging, and trading.
Trading  Spot and futures arbitrage and trading.
 Structured products issuing and trading.
 Spread and volatility arbitrage of domestic and foreign futures/options products.
 Coordinate shareholder services on behalf of publicly listed companies.
 Assist in the coordination of shareholders’ meetings.
Shareholder
 Coordinate the distribution of cash and/or stock dividends to shareholders.
Services
 Manage the issuance and delivery of tax forms to shareholders.
 Respond to shareholder enquiries and legal issues.
 Provide customers with wealth management consulting.
 Provide a variety of trading services and products for wealth management, including domestic and
Wealth overseas funds, foreign bonds, structured products, and bonds with repurchasing agreements.
Management &
 Conduct asset allocation for customers through trusts.
Trust
 Negotiable securities trust lending business.
 Employee Stock Ownership Trust business.
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6

2019 Annual Report

II. Directors’, Supervisors’ and Managers’ Information

A. Directors

1. Information Regarding Directors

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April 21, 2020
Executives, Directors or
Shareholding
Shareholding when Spouse & Minor Supervisors Who are Spouses
Title Nationality Name ElectedDate Gender (Until)Term Date (FirstElected) Elected Current Shareholding Shareholding Arrangementby Nominee Experience (Education) Current Position with PSC and Other Company or within Two Degrees of Kinship
Shares % Shares % Shares % Shares % Title Name Relation
Kai Nan
Investment 2018.6.21 2021.6.20 2000.6.8 39,831,460 2.90 39,831,460 2.90 NA NA NA NA NA
Co., Ltd.
1. National Taiwan Sport University 1. PSC: NA
2. Vice Chairman and President of President 2. Other Company:
Securities Corp.
• Chairman:
3. Chairman of President Futures Corp. Richness Cereal Trading Co., Ltd.
Chairman 4. Director of Taiwan Futures Exchange • Director:
Republic of China Lin, Kuan-Delegate: 2018.6.21 M 2021.6.20 2018.6.21 3,000,000 0.22 3,000,000 0.22 1,000,000 0.07 0 0 5. Chairman of Richness Cereal Trading Co., Ltd. President Futures Corp., Taiwan Futures Exchange, Q-WARE Systems NA NA NA
Chen 6. Director and President of Fonmau Cereal & Services Corp., President Securities (HK) Ltd., President Securities (BVI)
Industrial Co., Ltd. Ltd., President Securities (Nominee)
7. Director of Q-WARE Systems & Services Ltd., President Wealth Management
Corp. (HONG KONG) Ltd.
8. Director of President Securities Corp. • Director and President:
Fonmau Cereal Industrial Co., Ltd.
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Executives, Directors or
Shareholding
Shareholding when Spouse & Minor Supervisors Who are Spouses
Title Nationality Name ElectedDate Gender (Until)Term Date (FirstElected) Elected Current Shareholding Shareholding Arrangementby Nominee Experience (Education) Current Position with PSC and Other Company or within Two Degrees of Kinship
Shares % Shares % Shares % Shares % Title Name Relation
Kai Nan
Investment 2018.6.21 2021.6.20 2000.6.8 39,831,460 2.90 39,831,460 2.90 NA NA NA NA NA
Co., Ltd.
1. MBA of National Taiwan University, 1. PSC: NA
R.O.C.
2. Other Company:
2. Manager of President International
Development Corp. • Assistant Vice President:
3. Manager of Uni-President Enterprises Uni-President Enterprises Corp.
Corp., Treasury Division • President:
4. Assistant Vice President of Uni-President Champ Green (Shanghai) Consulting
Enterprises Corp, Business Integration Co., Ltd.
Division
• Director and President:
5. Director of President Securities Corp.
United Advisor Venture Management
6. Director of President International Ltd.
Development Corp.
• Director:
7. Director of Presco Netmarketing, Inc.
President International Development
8. Director of Kuang Chuan Dairy Co., Ltd. Corp., Presco Netmarketing, Inc.,
9. Director of Kuang Chuan Foods Ltd. Kuang Chuan Dairy Co., Ltd., Kuang
Chuan Foods Ltd., Tait Marketing
10. Director of Tait Marketing & Distribution & Distribution Co., Ltd., Changhua
Co., Ltd. County Chang Chun-Ya Private
Director
11. Director of Changhua County Chang Social Welfare Charity Foundation,
Republic of China Liu, Tsung-Delegate: 2018.6.21 M 2021.6.20 2015.6.18 0 0 0 0 0 0 0 0 Chun-Ya Private Social Welfare Charity Foundation Yantai North Andre Juice Co Ltd., Champ Green Capital Limited, SMS NA NA NA
Yi 12. Director of Yantai North Andre Juice Co Capital Management Ltd., SMS
Ltd. Investment Management Co.,Ltd.,
SMS Capital Co.,Ltd., Shanghai
13. Director of Champ Green Capital Shunfeng Restaurant Group Co., Ltd.,
14. Director of SMS Capital Management Ltd. Huasui Tomato Investment Company,
Woongjin Foods Co., Ltd., Daeyoung
15. Director of SMS Investment Management Foods Co., Ltd., Uni-president(Korea)
Co.,Ltd. Co., Ltd.
16. Director of SMS Capital Co.,Ltd.
17. Director of Shanghai Shunfeng Restaurant
Group Co., Ltd.
18. Director of Huasui Tomato Investment
Company
19. Director of Woongjin Foods Co., Ltd.
20. Director of Daeyoung Foods Co., Ltd.
21. Director of Uni-president(Korea) Co., Ltd.
22. President of Champ Green (Shanghai)
Consulting Co., Ltd.
23. Director and President of United Advisor
Venture Management Ltd.
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Executives, Directors or
Shareholding
Shareholding when Spouse & Minor Supervisors Who are Spouses
Title Nationality Name ElectedDate Gender (Until)Term Date (FirstElected) Elected Current Shareholding Shareholding Arrangementby Nominee Experience (Education) Current Position with PSC and Other Company or within Two Degrees of Kinship
Shares % Shares % Shares % Shares % Title Name Relation
1. MBA of University of Strathclyde 1. PSC: NA
2. CFO of Uni-President Enterprises Corp. 2. Other Company:
3. CFO of Uni-President China Holdings Ltd. • Director:
4. Director of President Securities Corp. Uni-President China Holdings
Ltd. , President Enterprises (China)
5. Director of President Enterprises (China) Investment Co., Ltd. , Uni-President
Investment Co., Ltd., Heilongjiang Hong Kong Holdings Limited, Uni-
Wondersun Dairy Co., Ltd. President (Vietnam) Co., Ltd.,
President International Development
Republic of China Chen, Kuo-Delegate: 2018.6.21 M 2021.6.20 2017.11.3 0 0 0 0 0 0 0 0 Corp.Ltd. , Uni-President (Singapore) Pte. NA NA NA
Hui • Chairman:
Kai Yu (BVI) Investment Co., Ltd 、
Tone Ren Enterprise Co., Ltd.
• Supervisor:
Champ Green (Shanghai) Consulting
Co., Ltd., United Advisor Venture
Management Co., Ltd.
• Assistant Vice President:
Uni-President Enterprises Corp.
1. M.S., Dept. of Business Administration, 1. PSC: NA
National Cheng Kung University
2. Other Company:
2. Vice President of ScinoPharm Taiwan Ltd.
(Administraion Center ) • Assistant Vice President of Project
Management:
Director Delegate: 3. Vice President of President International President Chain Store Corp.
Republic of China Hong, Hui-Hsieh 2018.6.21 F 2021.6.20 2001.3.21 54,569 0 54,569 0 17,542 0 0 0 4. Chief Audit Officer of President Chain Development Corp.(F&A Divison) NA NA NA
Tzu Store Corp.
5. Director of President Securities Corp.
1. Master of Business Administration/Institute 1. PSC: NA
of Financial Management, National Sun
Yat-sen University 2. Other Company:
2. Vice President of IBT Securities Co. Ltd. • Vice President of Administration:
ScinoPharm Taiwan Ltd.
3. Assistant Manager of Taiwan International
Securities Corporation • Director:
4. Division Head of Treasury Division, Uni- President Transnet Corp. , President
Republic of Delegate: 2018.6.21 F 2021.6.20 2015.6.18 0 0 0 0 0 0 0 0 President Enterprises Corp. Collect Service Corp NA NA NA
China Lu, Li-An • Supervisor :
5. Director of President Transnet Corp.,
President Collect Service Corp Tong Kuan Enterprise Co., Ltd.
6. Supervisor of Tong Kuan Enterprise Co.,
Ltd.
7. Director of President Securities Corp
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Executives, Directors or
Shareholding
Shareholding when Spouse & Minor Supervisors Who are Spouses
Title Nationality Name ElectedDate Gender (Until)Term Date (FirstElected) Elected Current Shareholding Shareholding Arrangementby Nominee Experience (Education) Current Position with PSC and Other Company or within Two Degrees of Kinship
Shares % Shares % Shares % Shares % Title Name Relation
1. Fu Jen Catholic University bachelor degree 1. PSC: NA
of Economics
2. Other Company:
2. Director of PK Venture Capital Corp.
Delegate: • Director
Republic of China Chen, 2019.6.18 F 2021.6.20 2019.6.18 0 0 0 0 0 0 0 0 3. Director of President Securities Corp. PK Venture Capital Corp. NA NA NA
Ching-Yi 4. Treasury Division Manager of Uni- • Treasury Division Manager:
President Enterprises Corp.
Uni-President Enterprises Corp.
Director
1. University of Dallas Master of Business 1. PSC: NA
Administration
2. Other Company:
2. Director of President Securities Corp.
Delegate: • Financial Planning Division Manager:
Republic of China Chen, 2019.6.18 F 2021.6.20 2019.6.18 0 0 0 0 0 0 0 0 3. Financial Planning Division Manager of Uni-President Enterprises Corp. Uni-President Enterprises Corp. NA NA NA
Yi-Ling
Canking
Investment 2018.6.21 2021.6.20 1988.11.26 16,918,851 1.23 16,918,851 1.23 0 0 0 0 NA NA NA NA NA
Co., Ltd.
1. Ph.D., University of San Francisco 1. PSC: NA
2. Master, Harvard University 2. Other Company:
3. MBA, George Washington University • Chairman
Director 4. Senior Executive Officer Ministry of Canking Investment Co., Ltd.
Delegate: Education
Republic of China Teng, Wen- 2018.6.21 F 2021.6.20 2018.6.21 2,320,671 0.17 2,320,671 0.17 0 0 0 0 5. Assistant professor of National Taipei NA NA NA
Hwi University of Education
6. Chairman of Canking Investment Co., Ltd.
7. Director of President Securities Corp.
Hui Tung
Investment 2018.6.21 2021.6.20 1994.10.29 10,199,544 0.74 10,199,544 0.74 0 0 0 0 NA NA NA NA NA
Co.,Ltd.
1. Department of International Business 1. PSC: NA
Soochow University
2. Other Company:
2. Vice Chairman of Huei Tung Enterprise
Director Corp. • Vice Chairman:
Delegate: Huei Tung Enterprise Corp.
Republic of China Lee, Che- 2018.6.21 M 2021.6.20 2018.6.21 0 0 0 0 0 0 0 0 3. Director of HHB Geriatric Healthcare Corp. • Director: NA NA NA
Ming 4. Director of Hui Tung Investment Co., Ltd. Hui Tung Investment Co.,Ltd. , HHB
5. Director of Japan Asia Specialities Co., Ltd. Geriatric Healthcare Corp. , Japan
Asia Specialities Co., Ltd.
6. Director of President Securities Corp.
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Executives, Directors or
Shareholding
Shareholding when Spouse & Minor Supervisors Who are Spouses
Title Nationality Name ElectedDate Gender (Until)Term Date (FirstElected) Elected Current Shareholding Shareholding Arrangementby Nominee Experience (Education) Current Position with PSC and Other Company or within Two Degrees of Kinship
Shares % Shares % Shares % Shares % Title Name Relation
Leg Horn
Investment 2018.6.21 2021.6.20 1988.11.26 12,408,018 0.90 12,408,018 0.90 0 0 0 0 NA NA NA NA NA
Co.,Ltd.
1. BBA in Business Administration, Soochow 1. PSC: NA
Director University 2. Other Company:
Delegate: 2. Accounting Manager of Leg Horn
Republic of China Chang, Ming- 2018.6.21 F 2021.6.20 1990.3.30 1,185,670 0.09 1,185,670 0.09 0 0 0 0 Investment Co., Ltd. • Director and Accounting Manager:Leg Horn Investment Co., Ltd. NA NA NA
Chen 3. Director of Leg Horn Investment Co., Ltd.
4. Director of President Securities Corp.
Ta Le
Investment
2018.6.21 2021.6.20 2000.6.8 7,172,615 0.52 7,172,615 0.52 0 0 0 0 NA NA NA NA NA
Holding
Co., Ltd.
1. National Tainan Girl’s Senior High School 1. PSC: NA
2. Chairman of Ta Le Investment Holding 2. Other Company:
Director Co., Ltd.
• Chairman:
Republic of China Delegate: Tu, Li- 2018.6.21 F 2021.6.20 2000.6.8 504,024 0 504,024 0 0 0 0 0 3. Supervisor of Litz's Enterprise Ltd.4. Director of Strong Team International Inc. • Director:Ta Le Investment Holding Co., Ltd. NA NA NA
Yang
5. Director of President Securities Corp. Strong Team International Inc.
• Supervisor:
Litz’s Enterprise Ltd.
China
2018.6.21 2021.6.20 1994.10.29 6,957,000 0.51 6,957,000 0.51 0 0 0 0 NA NA NA NA NA
F.R.P Corp.
1. Ming Chuan University 1. PSC: NA
Director
Republic of China Lee, Shu-Delegate: 2018.6.21 F 2021.6.20 2015.6.18 0 0 0 0 0 0 0 0 2. Accounting Deputy Manager, Auditing Manager of Eternal Materials Co., Ltd. 2. Other Company: NA NA NA NA
Fen
3. Director of President Securities Corp.
1. Master of Business Administration, 1. PSC: NA
University of Dallas
2. Other Company:
2. Chairman of Shun Fu Tai Industrial Co.,
Ltd. • Chairman:
Shun Fu Tai Industrial Co., Ltd. , Yao-
3. Chairman of Yao-Jun Technology Inc. Jun Technology Inc. , My-Semi Inc.
Director Republic of China Duh, Bor-Tsang 2018.6.21 M 2021.6.20 2012.6.22 4,189,946 0.31 4,189,946 0.31 2,200,881 0.16 0 0 4. Chairman of My-Semi Inc.5. Director of President Securities Corp. • Director:Midori Inc. , Morioka Investment NA NA NA
Inc. , NANTEX Industry Co., Ltd.
6. Director of Shin Lin Investment Inc.Morioka Investment Inc., Lillian , • Supervisor:
Investment Co., Ltd , Midori Inc. Lillian Investment Co., Ltd.
7. Supervisor of Konten Networks Inc. ,
NANTEX Industry Co., Ltd.
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Executives, Directors or
Shareholding
Shareholding when Spouse & Minor Supervisors Who are Spouses
Title Nationality Name ElectedDate Gender (Until)Term Date (FirstElected) Elected Current Shareholding Shareholding Arrangementby Nominee Experience (Education) Current Position with PSC and Other Company or within Two Degrees of Kinship
Shares % Shares % Shares % Shares % Title Name Relation
1. National Pingtung University of Science 1. PSC: NA
and Technology of Forestry
2. Other Company:
2. Chairman of Teh Long Warehousing &
Director Republic of China Lee, Shy-Lou 2018.6.21 M 2021.6.20 1997.6.23 8,380,640 0.61 8,380,640 0.61 5,241,974 0.38 0 0 Stevedoring Co., Ltd. • Chairman:Teh Long Warehousing & Stevedoring NA NA NA
3. Chairman of Grown Field Co., Ltd. Co., Ltd. , Grown Field Co., Ltd.
4. Director of President Securities Corp.
1. Golden Gate University, MBA in Finance 1. PSC: NA
2. Chairman of United Investment Ptd. Ltd. 2. Other Company:
3. Assistant Vice President of Tainan Spinning • Chairman:
Co., Ltd. United Investment Ptd. Ltd.
4. Director of President Securities Corp. • Director:
Director Republic of China Jing-YauJuang, 2018.6.21 M 2021.6.20 2018.6.21 3,000 0 3,000 0 0 0 0 0 T.S. RETAIL AND DISTRIBUTION NA NA NA
CO., Q-Ware Systems & Services
Corp., eten Technologies Inc.,
NANTEX Industry Co., Ltd., Nan Fan
Housing Development Co., Ltd.
• Assistant Vice President:
Tainan Spinning Co., Ltd.
1. MBA, George Washington University 1. PSC: Member of Audit Committee
/ Remuneration Committee / Risk
2. Department of Finance, Shih Hsin Management Committee , Supervisory
University Associate Professor / Assistant personnel of Trust
Professor
2. Other Company:
3. Independent Director of President Securities
Independent Republic of Liang, 2018.6.21 F 2021.6.20 2015.6.18 0 0 0 0 0 0 0 0 Corp. • Associate Professor: NA NA NA
Director China Yann-Ping 4. Vice President of Hua Nan Investment Shih Hsin University
Trust • Member of Self-disciplinary
5. Vice President of Polaris Securities Committee:
Investment Trust Unique Satellite Television (USTV)
6. Chairman of Department of Finance,
MingDao University
1. Ph.D. in Law, Chinese Culture University 1. PSC: Member of Audit Committee
/ Remuneration Committee / Risk
2. Vice Chariman of China Petrochemical Management Committee
Development Corporation
2. Other Company:
3. Chariman of The First Leasing Corp.
• Chairman:
4. Chairman of Bo-Meng Investment Co., Ltd.
The First Leasing Corp. , Bo-Meng
5. Independent Director of President Securities Investment Co., Ltd.
Independent Republic of Pai, Chun- 2018.6.21 M 2021.6.20 2018.6.21 0 0 0 0 0 0 0 0 Corp. • Vice Chairman: NA NA NA
Director China Nan 6. Independent Director of Megaforce China Petrochemical Development
Company Ltd. Corporation
7. Director of Core Pacific City Co., Ltd. • Independent Director:
8. Director of Taivex Therapeutics Megaforce Company Ltd.
Corporation • Director:
9. Director of Wei Lih Food Industrial Co., Core Pacific City Co., Ltd., Wei Lih
Ltd. Food Industrial Co., Ltd., Taivex
Therapeutics Corporation
12
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Executives, Directors or
Shareholding
Shareholding when Spouse & Minor Supervisors Who are Spouses
Title Nationality Name ElectedDate Gender (Until)Term Date (FirstElected) Elected Current Shareholding Shareholding Arrangementby Nominee Experience (Education) Current Position with PSC and Other Company or within Two Degrees of Kinship
Shares % Shares % Shares % Shares % Title Name Relation
1. The University of Iowa, MBA 1. PSC: Member of Audit Committee
/ Remuneration Committee / Risk
2. Executive Vice President of Chunghwa Management Committee
Telecom Co., Ltd.
2. Other Company:
3. Director of Chunghwa Investment
Company • Advisor:
Independent Director Republic of China Yung-FongSong, 2018.6.21 M 2021.6.20 2018.6.21 0 0 0 0 0 0 0 0 4. President of Chunghwa Investment Ikhlas Capital Singapore Pte. Ltd. NA NA NA
Company
5. Director and President of Deutsche Bank
Taiwan
6. Independent Director of President Securities
Corp.
1. Department of Economics, Soochow 1. PSC: Member of Audit Committee
University / Remuneration Committee / Risk
Management Committee/Offshore
2. Independent Director of Himax Technologies, Inc. Structured Products review teamSupervisory personnel of Trust ,
Independent Republic of Horng, Yuan- 2018.6.21 M 2021.6.20 2018.6.21 0 0 0 0 0 0 0 0 3. Vice President of Finance Division of China Steel Corporation 2. Other Company: NA NA NA
Director China Chuan 4. Chairman of Gains Investment Corp. • Independent Director:
Himax Technologies, Inc.
5. Director of Kaohsiung Rapid Transit
Corporation
6. Independent Director of President Securities
Corp.
Note 1: The shareholding ratio was calculated based on the 1,390,428,028 shares of the share capital of President Securities Corp.
Note 2: The information above is based on April 1, 2020. And the shareholding condition is based on April 21, 2020.
2. Major Shareholders of PSCʹs Institutional Shareholders
March 31, 2020
PSC's Institutional
Major Shareholders of PSC's Institutional Shareholders (Holding Percentage) (Note2)
Shareholders (Note1)
Leg Horn Investment Co.,
Chang, Pin-Tang (45.05%), Chang, Benjamin Pin-Yen (49.25%)
Ltd.
Hui Tung Investment Co.,Ltd. Lee, Tong-Liang (44.88%), Hsu, Jui-Chung (15%), Lee, Pei-Shan (12.44%), Lee, Chi-Hung (12.44%), Lee, Che-Ming (12.44%)
Ta Le Investment Holding Lee Ou Yang, Li-Chen (27.69%), Tu, Li-Yang (3.62%), Lee, Chia-Rong (4.62%), Lee, Yee-Ching(53.84%), Kao, Kuo-Lun(3.08%), Agnes Lee(1%), Litz’s
Co., Ltd. Enterprise Ltd.(6.15%)
Kai Nan Investment Co., Ltd. Uni-President Enterprises Corp. (100%)
Canking Investment Co., Ltd. Teng, Wen-Hwi (26.35%), Teng, Jun-Tse (26.69%), Teng, Wen-Hsuan (26.35%), Yang, Yu-Chiao (10.67%)
Jhang, Li-Sheng (1.25%), Wu Hong, Siao-Gui (2.5%), Lee, Chia-Rong (3.8%), Lee, Shan-Heng (1.05%), Wu, Su-Yun (1.45%), Kao, Ying-Shin (18.43%), Kao
China F.R.P Corp.
Cheng, Li-Hua (4.96%), Kao, Kuo-Lun(15.04%), Jia cheng enterprise Ltd.(20.85%)
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Note 1: The shareholding ratio was calculated based on the 1,390,428,028 shares of the share capital of President Securities Corp. Note 2: The information above is based on April 1, 2020. And the shareholding condition is based on April 21, 2020.

Note 1: As the Company’s Directors and Supervisors belong to institutional shareholder representatives, the name of the institutional shareholders.

Note 2: The name of the major shareholders of the institutional shareholders and their shareholding ratio. If the major shareholders are corporations, their information is listed in the table below.

Institutional Shareholders of the Major Shareholders

August 9, 2019

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Institutional Shareholders Major Shareholders of the Institutional Shareholders (Holding Percentage) (Note)
Kao Chyuan Inv. Co., Ltd. (4.93%), HSBC in custody for BNP Paribas Wealth Management Hong Kong Branch (3.04%), Hou, Po-Ming (2.60%), Hou,
Po-Yu (2.27%), Citi in custody for Government of Singapore-GOS-EFMC (2.06%), Kao, Shiow-Ling (1.64%), JPMorgan Chase Bank N.A. Taipei
Uni-President Enterprises
Branch in custody for Saudi Arabian Monetary Agency (1.54%), HSBC Acting as Custodian for First State Investments ICVC - Stewart Investors Asia
Corp
Pacific Leaders Fund (1.52%), Vanguard Total International Stock Index Fund , a series of Vanguard Star Funds (1.34%), and Vanguard Emerging
Markets Stock Index Fund (1.30%)
Lee, Chia-Rong (7.21%), Lee Ou Yang, Li-Chen (10.96%), Tu, Li-Yang (9.62%), Lee, Yee-Ching (15.39%), Lee, Wen-Fa (2.88%), Wu, Mei-Ying (2.88%),
Litz’s Enterprise Ltd.
Ta Le Investment Holding Co., Ltd.(49.37%)
Jia Cheng Enterprise Ltd. Kao, Ying-Shin (0.78%), Kao Cheng, Li-Hua (2.88%), Kao, Kuo-Lun (7.44%), Lee, Chia-Rong (9%), New Genius Limited (60%)
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Note: Name and holding percentage of the top ten shareholders of the Company’s institutional shareholders.

3. Professional qualifications and independence analysis of directors

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Criteria Meet One of the Following Professional Qualification Requirements, Together with at Least Five Years Work Experience Independence Criteria (Note) Number of Other
Public Companies
An Instructor or Higher Position A Judge, Public Prosecutor, Attorney, Have Work Experience in in Which the
Academic Department Related to the Law, Finance, Accounting, or Other Business Needs of the Company in in a Department of Commerce, Specialist Who has Passed a National Examination and been Awarded a Other Professional or Technical Certified Public Accountant, or Necessary for the Business Accounting, or Otherwise the Areas of Commerce, Law, Finance, or 1 2 3 4 5 6 7 8 9 10 11 12 ConcurrentlyServing as an Independent Individual is
Name a Public or Private Junior College, College or University Certificate in a Profession Necessary for the Business of the Company of the Company Director
Lin, Kuan-Chen Delegate of Kai P P P P P P P P 0
Nan Investment Co., Ltd.
Liu, Tsung-Yi Delegate of Kai P P P P P P P P P P 0
Nan Investment Co., Ltd.
Chen, Kuo-Hui Delegate of Kai P P P P P P P P P P 0
Nan Investment Co., Ltd.
Hsieh Hong, Hui-Tzu Delegate P P P P P P P P P P 0
of Kai Nan Investment Co., Ltd.
Lu, Li-An Delegate of Kai Nan P P P P P P P P P P 0
Investment Co., Ltd.
Chen, Ching-Yi Delegate of Kai P P P P P P P P P P 0
Nan Investment Co., Ltd.
Chen, Yi-Ling Delegate of Kai P P P P P P P P P P P 0
Nan Investment Co., Ltd.
Teng, Wen-Hwi Delegate of P P P P P P P P P P P P 0
Canking Investment Co., Ltd.
Lee, Che-Ming Delegate of Hui P P P P P P P P P P P 0
Tung Investment Co., Ltd.
Chang, Ming-Chen Delegate of P P P P P P P P P P P 0
Leg Horn Investment Co., Ltd.
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Criteria Meet One of the Following Professional Qualification Requirements, Together with at Least Five Years Work Experience Independence Criteria (Note) Number of Other
Public Companies
An Instructor or Higher Position A Judge, Public Prosecutor, Attorney, Have Work Experience in in Which the
Academic Department Related to the Law, Finance, Accounting, or Other Business Needs of the Company in in a Department of Commerce, Specialist Who has Passed a National Examination and been Awarded a Other Professional or Technical Certified Public Accountant, or Necessary for the Business Accounting, or Otherwise the Areas of Commerce, Law, Finance, or 1 2 3 4 5 6 7 8 9 10 11 12 ConcurrentlyServing as an Independent Individual is
Name a Public or Private Junior College, College or University Certificate in a Profession Necessary for the Business of the Company of the Company Director
Tu, Li-Yang Delegate of Ta Le P P P P P P P P P P P 0
Investment Holding Co., Ltd.
Lee, Shu-Fen Delegate of China P P P P P P P P P P P 0
F.R.P Corp
Duh, Bor-Tsang P P P P P P P P P P P 0
Lee, Shy-Lou P P P P P P P P P P P 0
Juang, Jing-Yau P P P P P P P P P P P P 0
Liang, Yann-Ping P P P P P P P P P P P P P P 0
Pai, Chun-Nan P P P P P P P P P P P P P P 1
Song, Yung-Fong P P P P P P P P P P P P P 0
Horng, Yuan-Chuan P P P P P P P P P P P P P 1
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  • Note: Please tick the corresponding boxes that apply to the directors or supervisors during the two years prior to being elected or during the term of office. Explanation of independence criteria 1 to 12 are as follows: 1.Not an employee of the Company or any of its affiliates.

  • 2.Not a director or supervisor of the Company or any of its affiliates. (However, if the independent directors engaged concurrently by the Company, its parent company, and its subsidiary or a subsidiary under the same parent company in accordance with this Act or local laws and regulations, this requirement shall not apply).

  • 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 the Company or ranking in the top 10 in holdings.

  • 4.Not a manager of the 1st subparagraph, or a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship of the persons 2nd and 3rd subparagraphs above.

  • 5.Not a director, supervisor, or employee of a corporate shareholder who directly holds more than 5% of the Company’s total issued shares, who is among the top five shareholders, or who designates his or her representative to serve as a director or supervisor of the Company in accordance with Paragraph 1 or 2, Article 27 of the Company Act; (however, if the independent directors engaged concurrently by the Company, its parent company, and its subsidiary or a subsidiary under the same parent company in accordance with this Act or local laws and regulations, this requirement shall not apply).

  • 6.Not a director, supervisor, or employee of another company where a majority of the Company’s director seats or voting shares and those of another company are controlled by the same person; (however, if the independent directors engaged concurrently by the Company, its parent company, and its subsidiary or a subsidiary under the same parent company in accordance with this Act or local laws and regulations, this requirement shall not apply.)

  • 7.Not a director (or a managing director), supervisor, or employee of another company or institution where the Chairman, the President, or person holding an equivalent position of the Company and a person in an equivalent position at another company or institution are the same person or spouses; (however, if the independent directors engaged concurrently by the Company, its parent company, and its subsidiary or a subsidiary under the same parent company in accordance with this Act or local laws and regulations, this requirement shall not apply.)

  • 8.Not a director, supervisor, officer, or shareholder holding 5% or more of the shares, of a specified company or institution which has a financial or business relationship with the Company.(However, if a specific company or institution holds more than 20% and no more than 50% of the total issued shares of the Company and if the independent directors engaged concurrently by the Company, its parent company, and its subsidiary or a subsidiary under the same parent company in accordance with this Act or local laws and regulations, this requirement shall not apply.)

  • 9.Not a professional individual, or a spouse, who is an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that provides auditing services, commercial, legal, financial, accounting services or consultation to the Company or to any affiliate of the Company, the cumulative amount of payments obtained in the past two years has not exceeded NT$ 500,000. These restrictions do not apply to people whose duties are performed in accordance with the Securities and Exchange Act and the Business Mergers And Acquisitions Act or members of the Tender Offer Review Committee or the M&A Special Committee.

  • 10.Not having a marital relationship, or a relative within the second degree of kinship to any other director of the Company.

  • 11.Not been a person of any conditions defined in Article 30 of the Company Law.

  • 12.Not a governmental, juridical person or its representative as defined in Article 27 of the Company Law.

B. Information regarding directors, supervisors, management team and branch manager

April 21, 2020

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Current Spouse & Minor Shareholding Managers who are Spouses or The status
by Nominee of obtaining
Shareholding Shareholding Within Two Degrees of Kinship
Title Nationality/ Name Gender Date Elected Arrangement Experience (Education) Other Position employee
Country of Origin stock option
Shares % Shares % Shares % Title Name Relation certificates by
Managers
1. Director of President Futures Corp.
2. Director of President Securities (HK) Ltd.
1. Vice President of President Securities 3. Director of President Securities (BVI) Ltd.
Republic Of Corp. 4. Director of President Securities (Nominee)
President China Tsai, Sen-Bu M 2018.06.29 313,261 0.02 0 0 0 0 2. Senior Deputy Manager of China Ltd. NA NA NA NA
Bills Finance Corp. 5. Director of President Wealth Management
(HK) Ltd.
6. Director of PSC Venture Capital
Investment Co., Ltd.
Proprietary 1. Vice President of President
Trading Republic Of Securities.
Department Yang , Kai-Chih M 2018.08.29 136,423 0.01 0 0 0 0 N/A NA NA NA NA
Executive Vice China 2. Senior Vice President Manager of
President Securities.
President
1. Director of President Securities (HK) Ltd.
1. Assistant Vice President of 2. Director of President Securities (BVI) Ltd.
MasterLink Securities Corp.
Finance Republic Of 2. SVP of Ta Chong Bank LTD. 3. Director of President Securities (Nominee) Ltd.
Department An, Chi-Li F 2004.06.30 156,240 0.01 0 0 0 0 NA NA NA NA
Vice President China 3. Head of Treasury of Barclays Bank 4. Director of President Wealth Management
PLC (HK) Ltd.
4. Treasurer of Societe Generale 5. Supervisor of President Insurance Agency
Co., Ltd
Quantitative 1. Vice President of Oriental Securities
Trading Republic Of Huang, Jung- M 2009.03.26 107,356 0.01 0 0 0 0 Corp. N/A NA NA NA NA
Department China Jen 2. Assistant Vice President of
Vice President MasterLink Securities Corp.
Financial 1. Project Vice President of President
Product Republic Of Securities
Pu, Chien-Heng M 2019.03.22 0 0 0 0 0 0 N/A NA NA NA NA
Department China 2. Assistant Manager of Capital
Vice President Securities
Capital Market 1. Assistant Manager of President
Department Republic Of Chueh, Chih- Securities
M 2020.01.01 0 0 0 0 0 0 N/A NA NA NA NA
Sales Vice China Chung 2. Senior Vice President of Capital
President Securities
1. Vice President of President Securities
President Office Project Vice Republic Of Lin, Chung- M 2015.11.23 675,512 0.05 0 0 0 0 Corp. N/A NA NA NA NA
President China Heng 2. Special Assistant of Uni-President
Asset Management Corp.
1. Senior Manager of President
Auditing Office Republic Of Huang, Sha-Mei F 2018.03.14 0 0 0 0 0 0 Securities N/A NA NA NA NA
Chief Auditor China 2. Senior Project Manager of President
Securities
16
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Current Spouse & Minor Shareholding Managers who are Spouses or The status
by Nominee of obtaining
Shareholding Shareholding Within Two Degrees of Kinship
Title Nationality/ Name Gender Date Elected Arrangement Experience (Education) Other Position employee
Country of Origin stock option
Shares % Shares % Shares % Title Name Relation certificates by
Managers
Administration 1. Assistant Vice President of President
Department Republic Of Securities Director of President Insurance Agency Co.,
Yu, Hung-Chieh M 2018.07.01 5,725 0 0 0 0 0 NA NA NA NA
Senior Assistant China 2. Special Assistant of President Ltd.
Vice President Securities
Fixed Income
1. Assistant Vice President of President
Department Republic Of Yeh, Ming- M 2019.12.20 0 0 0 0 0 0 Securities N/A NA NA NA NA
Senior Assistant China Chieh
Vice President 2. Manager of President Securities
Settlement
& Clearing 1. Assistant Vice President of President
Department Republic Of Wu, Sheng-Yu M 2019.06.18 16,102 0 0 0 0 0 Futures Corp. N/A NA NA NA NA
China
Assistant Vice 2. Manager of President Futures Corp.
President
Compliance 1. Manager, Deputy Manager of
Division Republic Of President Securities
Hung, Ying-Che M 2008.03.19 54,649 0 0 0 0 0 N/A NA NA NA NA
Assistant Vice China 2. Specialist of Sam Shin Trading Co.
President Ltd.
President Office
Corporate 1. Senior Manager of President
governance Assistant Vice Republic Of China Chen, Nai-Chen F 2019.05.03 382 0 0 0 0 0 2. Manager of President SecuritiesSecurities Director (Representative of President Securities) of HuaVI Venture Capital Co.,Ltd. NA NA NA NA
President
Mainland
1. Project Assistant Vice President of
China Business Division Republic Of Chen, Long- M 2013.06.01 2,060 0 0 0 0 0 President Securities N/A NA NA NA NA
Assistant Vice China Chien 2. Branch Assistant Vice President of
President Securities
President
President Office 1. Senior Manager of President
Assistant Vice Republic Of Lu, Chia-Chen F 2020.03.04 0 0 0 0 0 0 Securities N/A NA NA NA NA
China
President 2. Manager of President Securities
Capital Market
1. Senior Manager of President
Department Republic Of Chang, Chin- M 2013.06.01 0 0 0 0 0 0 Securities N/A NA NA NA NA
Assistant Vice China Yung
President 2. Manager of President Securities
Capital Market
1. Senior Manager of President
Department Republic Of Tsai, Pao-Sheng M 2013.06.01 41,767 0 217 0 0 0 Securities N/A NA NA NA NA
Assistant Vice China
President 2. Manager of President Securities
Finance
1. Senior Manager of President
Department Republic Of Su, Wei-Lun M 2016.06.20 0 0 0 0 0 0 Securities N/A NA NA NA NA
Assistant Vice China
President 2. Manager of President Securities
Financial
Product 1. Senior Manager of President
Department Republic Of China Chang, Chung-Lin M 2016.08.01 0 0 0 0 0 0 Securities Director of Shan Ben Engineering Co., Ltd. NA NA NA NA
Assistant Vice 2. Manager of President Securities
President
17
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Current Spouse & Minor Shareholding Managers who are Spouses or The status
by Nominee of obtaining
Shareholding Shareholding Within Two Degrees of Kinship
Title Nationality/ Name Gender Date Elected Arrangement Experience (Education) Other Position employee
Country of Origin stock option
Shares % Shares % Shares % Title Name Relation certificates by
Managers
Shareholder
Services 1. Senior Manager of President
Department Republic Of Chang,Shao- M 2016.09.01 18,833 0 0 0 0 0 Securities N/A NA NA NA NA
China Ping
Assistant Vice 2. Manager of President Securities
President
Information
System 1. Senior Manager of President
Department Republic Of Lin, Jung-Hui M 2016.09.01 85 0 0 0 0 0 Securities Director of President Futures Corp. NA NA NA NA
China
Assistant Vice 2. Manager of President Securities
President
Quantitative
Trading 1. Senior Manager of President
Department Republic Of Lee, Chien-Hsin M 2019.03.01 0 0 0 0 0 0 Securities N/A NA NA NA NA
China
Assistant Vice 2. Manager of Waterland Futures
President
Quantitative
1. Project Vice President of President
Trading Department Republic Of Chien, Pang- M 2019.05.01 0 0 0 0 0 0 Securities N/A NA NA NA NA
Assistant Vice China Yen 2. Sinor Project Manager of Waterland
Futures
President
Capital Market
1. Senior Manager of President
Department Republic Of Chen, Chia- M 2019.07.01 0 0 0 0 0 0 Securities N/A NA NA NA NA
Assistant Vice China Chang
President 2. Manager of President Securities
Risk Control 1. Senior Manager of President
Office Republic Of Chang, Ping- M 2015.11.09 15,091 0 0 0 0 0 Securities N/A NA NA NA NA
China Chuan
Senior Manager 2. Manager of President Securities
Brokerage 1. Assistant Vice President of Hua Nan
Department Republic Of Chang, Hung- M 2019.06.18 1,405 0 0 0 0 0 Securities N/A NA NA NA NA
Senior Assistant China Shuo 2. Assistant Vice President of Sino-
Vice President Trade Securities
Brokerage 1. Assistant Vice President of President
Department Republic Of Lin, Li-Lin F 2014.04.01 6,110 0 0 0 0 0 Securities N/A NA NA NA NA
District China
2. Manager of Dafeng Securities
Supervisor
Brokerage
1. Assistant Vice President of Mega
Department Republic Of Chien, Chia- M 2020.03.01 0 0 0 0 0 0 Securities N/A NA NA NA NA
District China Nan
2. Manager of KGI Securities
Supervisor
Brokerage 1. Branch Assistant Vice President of
Department Republic Of Liao, Chen-Yin F 2020.04.01 0 0 0 0 0 0 President Securities N/A NA NA NA NA
Vice District China
2. Manager of President Securities
Supervisor
18
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----- Start of picture text -----

Current Spouse & Minor Shareholding Managers who are Spouses or The status
by Nominee of obtaining
Shareholding Shareholding Within Two Degrees of Kinship
Title Nationality/ Name Gender Date Elected Arrangement Experience (Education) Other Position employee
Country of Origin stock option
Shares % Shares % Shares % Title Name Relation certificates by
Managers
Brokerage 1. District Assistant Vice President of
Department Republic Of Chiu, Shyh- M 2018.10.01 0 0 3,219 0 0 0 President Securities N/A NA NA NA NA
Assistant Vice China Tyng 2. Assistant Vice President of President
President Securities
Wealth
Management 1. Branch Assistant Vice President of
and Trust Republic Of Chu, Po-Lin M 2018.07.01 0 0 0 0 0 0 President Securities N/A NA NA NA NA
Department China
Assistant Vice 2. Manager of President Securities
President
1. Assistant Vice President of Hua Nan
Corporate Client Dept. Republic Of Chang, Hung- M 2019.04.01 1,405 0 0 0 0 0 Securities N/A NA NA NA NA
China Shuo 2. Assistant Vice President of Sino-
Manager
Trade Securities
Corporate 1. Sales Assistant Vice President of
Client Dept. Republic Of President Securities
Chen, Min-Ping F 2020.01.01 0 0 0 0 0 0 N/A NA NA NA NA
Assistant Vice China 2. Sales Assistant Vice President of
President CTBC Securities
Digital 1. Senior Project Manager of President
Business Dept. Republic Of Tsai, Chen-Yuan M 2020.04.01 0 0 0 0 0 0 Securities N/A NA NA NA NA
China
Senior Manager 2. Manager of President Securities
Global
1. Supervisor of Capital Securities
Institutional Service Dept. Republic Of China Chung, Chih-Hung M 2016.05.05 0 0 0 0 0 0 2. Analyst of China Asset Management N/A NA NA NA NA
Limted
Manager
Tunghsing
Equity Republic Of Chen, Chih- M 2018.12.01 0 0 0 0 0 0 1. Manager of President Securities N/A NA NA NA NA
Department China Lung 2. Manager of President Futures Corp.
Manager
Tunghsing
1. Manager of President Securities
Equity Department Republic Of China Tsai, Shu-Mei F 2016.04.01 46,807 0 0 0 0 0 2. Senior Manager of President N/A NA NA NA NA
Securities
Manager
1. Assistant Vice President of KGI
Kaohsiung Republic Of Wu, Huan- Securities
Branch M 2013.04.01 0 0 0 0 0 0 N/A NA NA NA NA
Manager China Chung 2. Manager of Taiwan Securities Co.,
Ltd.
Dunnan Branch Republic Of Chiang, Chia- F 2020.04.01 0 0 0 0 0 0 1. Manager of CTBC Securities N/A NA NA NA NA
Manager China Jung 2. Manager of Ta Chong Securities
1. Assistant Vice President of Waterland
Dunnan Branch Republic Of Securities
Sung, Yu-Chih M 2019.06.10 0 0 0 0 0 0 N/A NA NA NA NA
Manager China 2. Senior Assistant Vice President of
First Securities
19
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----- Start of picture text -----

Current Spouse & Minor Shareholding Managers who are Spouses or The status
by Nominee of obtaining
Shareholding Shareholding Within Two Degrees of Kinship
Title Nationality/ Name Gender Date Elected Arrangement Experience (Education) Other Position employee
Country of Origin stock option
Shares % Shares % Shares % Title Name Relation certificates by
Managers
1. Manager of President Securities
Zhongli Branch Manager Republic Of China Chiang, Tsong-Shyan M 2007.12.19 0 0 0 0 0 0 2. Manager of Kurn Bern Machinery N/A NA NA NA NA
Company
1. Assistant Vice President of Hua Nan
Chengzhong Republic Of Securities
Branch Chiu, Hsiao-Chi F 2019.12.20 0 0 2 0 0 0 N/A NA NA NA NA
China 2. Assistant Vice President of KGI
Manager
Securities
1. Deputy Manager of President
Chengzhong Republic Of Securities
Branch Chao, Cheng M 2019.11.06 0 0 0 0 0 0 N/A NA NA NA NA
Manager China 2. Deputy Manager of Concords
Securities
1. Deputy Manager of President
Tainan Branch Republic Of Securities
Hsieh,Chia-Hsi M 2019.01.01 0 0 0 0 0 0 N/A NA NA NA NA
Manager China 2. Sales Assistant Manager of President
Securities
Taichung 1. Branch Assistant Vice President of
Branch Republic Of Liao, Chen-Yin F 2001.11.12 0 0 0 0 0 0 President Securities N/A NA NA NA NA
China
Manager 2. Manager of President Securities
1. Deputy Manager of President
Taichung Republic Of Securities
Branch Fang, Wu-Hsin M 2016.10.01 280 0 0 0 0 0 N/A NA NA NA NA
Manager China 2. Sales Deputy Manager of President
Securities
1. Deputy Manager of President
Hsinchu Branch Republic Of Securities
Lee, Chin-Yi M 2014.09.01 0 0 0 0 0 0 N/A NA NA NA NA
Manager China 2. Sales Assistant Manager of Taiwan
Securities Co., Ltd.
1. Assistant Vice President of China
Chiayi Branch Republic Of Tai, Kuo-Chun M 2005.06.01 0 0 12,968 0 0 0 Securities Co., Ltd. N/A NA NA NA NA
Manager China
2. Manager of Yuanta Securities
1. Sales Manager of President
Pingtung Branch Republic Of Wang, Chien- M 2009.04.01 0 0 0 0 0 0 Securities N/A NA NA NA NA
Manager China Min 2. Deputy Manager of President
Securities
1. Deputy Manager of President
Keelung Branch Republic Of Yu, Ping-Tse M 2019.04.01 0 0 0 0 0 0 Securities N/A NA NA NA NA
Manager China 2. Sales Executive of Hua Nan
Securities
1. Sales Manager of Hua Nan Securities
Yonghe Branch Manager Republic Of China Chang, Chih-Hsiang M 2019.12.20 0 0 0 0 0 0 2. Sales Deputy Manager of Mega N/A NA NA NA NA
Securities
Xin Taichung 1. Manager of President Securities
Branch Republic Of China Yang, Kuo-Chen M 2011.01.01 0 0 0 0 0 0 2. Deputy Manager of SAMPO N/A NA NA NA NA
Manager Securities
20
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----- Start of picture text -----

Current Spouse & Minor Shareholding Managers who are Spouses or The status
by Nominee of obtaining
Shareholding Shareholding Within Two Degrees of Kinship
Title Nationality/ Name Gender Date Elected Arrangement Experience (Education) Other Position employee
Country of Origin stock option
Shares % Shares % Shares % Title Name Relation certificates by
Managers
Hsinying 1. Deputy Manager of President
Branch Republic Of Hsiao, Po-Ming M 2016.04.01 0 0 0 0 0 0 Securities N/A NA NA NA NA
China
Manager 2. Sales of President Securities
Changhua 1. Manager of Yuanta core pacific
Branch Republic Of Yu, Fu-Tsun M 2018.01.01 0 0 0 0 0 0 Securities N/A NA NA NA NA
China
Manager 2. Sales of Yuanta Securities
1. Senior Deputy Manager of KGI
Taoyuan Republic Of Securities
Branch Hsiao, Ju-un F 2019.04.01 0 0 0 0 0 0 N/A NA NA NA NA
Manager China 2. Deputy Manager of Sino Pac
Securities
1. Sales Manager of President Futures
Yuanlin Branch Republic Of Chen, Hung- M 2019.10.01 0 0 0 0 0 0 Corp. N/A NA NA NA NA
Manager China Tsai 2. Sales Deputy Manager of President
Futures Corp.
Sanchung 1. Manager of Concord securities.
Branch Republic Of China Chang,Shih-Min M 2019.01.01 0 0 0 0 0 0 2. Sales Manager of President N/A NA NA NA NA
Manager Securities
Sanchung Branch Republic Of Kao, Ming- M 2019.09.01 0 0 0 0 0 0 1. Manager of President Securities N/A NA NA NA NA
Manager China Chou 2. Manager of KGI Securities
1. Deputy Manager of Yuanta Securities
Shilin Branch Republic Of Co., Ltd.
Hsu, Fu-Chiang M 2014.10.01 0 0 0 0 0 0 N/A NA NA NA NA
Manager China 2. Senior Deputy Manager of KGI
Securities
Panchiao Republic Of 1. Manager of KGI Securities
Branch Lo, Shih-Hong M 2019.04.01 0 0 0 0 0 0 N/A NA NA NA NA
Manager China 2. Manager of Capital Securities
Sanduo Branch Republic Of 1. Manager of President Securities
Tsai, Yi-Chen F 2006.03.21 0 0 0 0 0 0 N/A NA NA NA NA
Manager China 2. Sales Manager of SinoPac Holding
Szichih Branch Republic Of 1. Manager of President Securities
Huang, Ming-Fa M 2019.04.01 91 0 0 0 0 0 N/A NA NA NA NA
Manager China 2. Deputy Manager of Yuanta Securities
Ilan Branch Republic Of Chiang, Jen- F 2014.12.01 0 0 0 0 0 0 1. Manager of KGI Securities N/A NA NA NA NA
Manager China Chu 2. Manager of Capital Securities
1. Senior Assistant Vice President of
Nanjing Branch Republic Of Chou, Da- M 2019.11.06 0 0 0 0 0 0 Jih Sun Securities N/A NA NA NA NA
Manager China Kuang
2. Vice President of Pacific Securities
1. Sales Manager of President
Kinmen Branch Republic Of Securities
Chung, Hui-Ju F 2016.07.01 0 0 0 0 0 0 N/A NA NA NA NA
Manager China 2. Sales Deputy Manager of President
Securities
21
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----- Start of picture text -----

Current Spouse & Minor Shareholding Managers who are Spouses or The status
by Nominee of obtaining
Shareholding Shareholding Within Two Degrees of Kinship
Title Nationality/ Name Gender Date Elected Arrangement Experience (Education) Other Position employee
Country of Origin stock option
Shares % Shares % Shares % Title Name Relation certificates by
Managers
1. Deputy Manager of President
Tucheng Republic Of Chen, Chun- Securities
Branch M 2017.03.23 0 0 0 0 0 0 N/A NA NA NA NA
Manager China Ming 2. Sales Manager of President
Securities
1. Senior Deputy Manager of President
Songjiang Republic Of Securities
Branch Tai, Hung-Da M 2020.01.02 0 0 0 0 0 0 N/A NA NA NA NA
China 2. Sales Assistant Vice President of
Manager
KGI Securities
Songjiang Republic Of 1. Deputy Manager of Mega Securities
Branch Wu, Han-Ching M 2020.04.01 0 0 0 0 0 0 N/A NA NA NA NA
Manager China 2. Manager of KGI Securities
1. Assistant Vice President of Concord
Neihu Branch Republic Of Securities Co., Ltd.
Hu, Wen-Chieh M 2018.12.01 0 0 0 0 0 0 N/A NA NA NA NA
Manager China 2. Manager of Polaris Securities Co.,
Ltd.
1. Manager of President Securities
Renai Branch Manager Republic Of China Yang, Chun-Chen M 2013.12.01 0 0 0 0 0 0 2. Sales Deputy Manager of President N/A NA NA NA NA
Securities
1. Manager of Retail Securities
Pingzhen Brokerage Business of Standard
Branch Republic Of Li, Shu-Jung F 2015.10.26 0 0 0 0 0 0 Chartered Bank (Taiwan) Ltd. N/A NA NA NA NA
China
Manager 2. Bank Teller of Hsinchu International
Bank
1. Deputy Manager of Jih Sun
Zhunan Branch Republic Of Securities
Su,Yung-Sheng M 2016.04.01 0 0 0 0 0 0 N/A NA NA NA NA
Manager China 2. Sales Assistant Manager of Polaris
Securities Co., Ltd.
Offshore
1. Assistant Vice President of President
Securities Republic Of Cheng, Yao- M 2019.08.28 47,646 0 0 0 0 0 Securities N/A NA NA NA NA
Unit Branch China Tung
2. Manager of President Securities
Manager
22
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Note 1: The persentages of shares are calculated based on PSC's capital: 1,372,390,028 shares

Note 2: The information above is based on April 1, 2020. And the shareholding condition is based on April 21, 2020.

C. Remuneration of Directors, Supervisors, President, and Vice Presidents

1. Remuneration of Directors

1.1 Remuneration of Directors (disclosing the name of each individual )

Unit: NT$ thousands

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Remuneration Relevant Remuneration Received by Directors Who are Also Employees Compensation
Ratio of Total Ratio of Total Paid to
Title Name Compensation Base (A) Severance Pay (B) Directors (C)Bonus to Allowances (D) Net Income (%)(A+B+C+D) to Remuneration Salary, Bonuses, and Allowances (E) Severance Pay (F) Profit Sharing- Employee Bonus (G) Employee Stock Options (H)Exercisable New Restricted Employee Shares (I) (A+B+C+D+E+F+G) to Net Income (%)Compensation Directors from an Invested Company
Other than the
Company’s
PSC PSC Subsidiary
PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group and parent
Cash Stock Cash Stock conmpany
Kai Nan
Director Investment Co., 24,217 24,217 - - 26,841 26,841 1,822 1,822 2.2326 2.2326 - - - - - - - - 2.2326 2.2326 - - 2.2326 2.2326 None
Ltd.
Except for the information disclosed above, the remuneration received by the Directors of the Company for providing services for all companies listed in the consolidated statements in the most recent year (such as
serving as a non-employee consultant): 0
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  • Note 1: The following are delegates of Kai Nan Investment Co., Ltd. : Chairman: Lin, Kuan-Chen; Directors: Liu, Tsung-Yi, Chen, Kuo-Hui, Hsieh Hong, Hui-Tzu, Lu, Li-An, Lin, Chung-Shen(resigned on June 18, 2019), Chen, ChingYi(appointed on June 18, 2019), Chen, Yi-Ling(appointed on June 18, 2019)

  • Note 2: Compensation was calculated as of December 31, 2019; Compensation distribution proposal is based on said earnings.

  • Note 3: Total remuneration paid to drivers is NT$1.485 million, which was not included in consideration.

1.2 Remuneration of Directors (Independent Directors Included)

Unit: NT$ thousands

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Remuneration Relevant Remuneration Received by Directors Who are Also Employees
Ratio of Total Ratio of Total Compensation
Remuneration Compensation Paid to Directors
Compensation Base Severance Pay (B) Directors (C)Bonus to Allowances (D) Net Income (%)(A+B+C+D) to Salary, Bonuses, and Allowances Severance Pay (F) Profit Sharing- Employee Bonus (G) Employee Stock Exercisable New Restricted Employee (A+B+C+D+E+F+G) to Net Income (%) from an Invested Company
Title Name (A) (E) Options (H) Shares (I) Other than the
Company’s
PSC PSC Subsidiary
PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group and parent
conmpany
Cash Stock Cash Stock
Chang, Ming-
Chen
Director Delegate of
Leg Horn
Investment
Co.,Ltd. 2,880 2,880 - - 25,262 25,262 900 900 1.2261 1.2261 - - - - - - - - - - - - 1.2261 1.2261 None
Lee, Che-Ming
Delegate of
Director Hui Tung
Investment
Co.,Ltd.
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Remuneration Relevant Remuneration Received by Directors Who are Also Employees
Ratio of Total Ratio of Total Compensation
Remuneration Compensation Paid to Directors
Compensation Base Severance Pay (B) Directors (C)Bonus to Allowances (D) Net Income (%)(A+B+C+D) to Salary, Bonuses, and Allowances Severance Pay (F) Profit Sharing- Employee Bonus (G) Employee Stock Exercisable New Restricted Employee (A+B+C+D+E+F+G) to Net Income (%) from an Invested Company
Title Name (A) (E) Options (H) Shares (I) Other than the
Company’s
PSC PSC Subsidiary
PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group and parent
conmpany
Cash Stock Cash Stock
Tu, Li-Yang
Delegate of Ta
Director Le Investment
Holding Co.,
Ltd.
Teng, Wen-Hwi
Delegate
Director of Canking
Investment Co.,
Ltd. same as the last page
Lee, Shu-Fen
Director Delegate of
China F.R.P.
Corp.
Director Lee, Shy-Lou
Director Duh, Bor-Tsang
Director Juang, Jing-Yau
Independent Liang, Yann-
Director Ping
Independent
Pai, Chun-Nan
Director
3,840 3,840 - - - - 1,210 1,210 0.2132 0.2132 - - - - - - - - - - - - 0.2132 0.2132 None
Independent Song, Yung-
Director Fong
Independent Horng, Yuan-
Director Chuan
1. Description of independent directors’ remuneration payment policy, system, standards, and structure, as well as the relationship between the amount of remuneration and their responsibilities, risks, and time invested:
The Company’s policies and standards related to the payment of remuneration for Independent Directors are based on the Company’s Articles of Incorporation and the degree of an Independent Directors’ contribution
to and participation in operations with reference to the standards in the industry.
2. Except for the information disclosed above, the remuneration received by the Directors of the Company for providing services for all companies listed in the consolidated statements in the most recent year (such as
serving as a non-employee consultant): 0
24
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III. Corporate Governance

Range of remuneration for directors

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----- Start of picture text -----

Name of Directors
Total of (A+B+C+D) Total of (A+B+C+D+E+F+G)
Range of Remuneration
Companies in the Companies in
The company consolidated financial The company the consolidated
statements financial statements
Delegate of Kai Nan Investment Co., Ltd.
: Lin, Chung-Shen, Liu, Tsung-Yi, Hsieh
Hong, Hui-Tzu, Lu, Li-An, Chen, Kuo-
Hui, Chen, Ching-Yi, Chen, Yi-Ling /
Delegate of Canking Investment Co., Ltd.
Under NT$ 1,000,000 : Teng, Wen-Hwi / Delegate of Leg Horn same as left same as left same as left
Investment Co., Ltd. : Chang, Ming-Chen
/ Delegate of Hui Tung Investment Co.,
Ltd. : Lee, Che-Ming / Delegate of Ta Le
Investment Holding Co., Ltd. : Tu, Li-Yang
/ Delegate of China F.R.P Corp : Lee, Shu-
Fen
NT$1,000,000 ~ NT$2,000,000 Liang, Yann-Ping / Pai, Chun-Nan / Song, Yung-Fong / Horng, Yuan-Chuan same as left same as left same as left
Canking Investment Co., Ltd. / China
NT$2,000,000 ~ NT$3,500,000 F.R.P Corp / Ta Le Investment Holding same as left same as left same as left
Co., Ltd.
Leg Horn Investment Co., Ltd. / Hui Tung
NT$3,500,000 ~ NT$5,000,000 Investment Co., Ltd. / Juang, Jing-Yau /
Lee, Shy-Lou / Duh, Bor-Tsang
NT$5,000,000 ~ NT$10,000,000 0 0 0 0
NT$10,000,000~ NT$15,000,000 0 0 0 0
Kai Nan Investment Co., Ltd. / Delegate of Kai
NT$15,000,000 ~ NT$30,000,000 same as left same as left same as left
Nan Investment Co., Ltd. : Lin, Kuan-Chen
NT$30,000,000 ~ NT$50,000,000 0 0 0 0
NT$50,000,000 ~ NT$100,000,000 0 0 0 0
Over NT$100,000,000 0 0 0 0
Total 26 26 26 26
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2. Remuneration of the President and Vice Presidents

Unit: NT$ thousands

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----- Start of picture text -----

Ratio of total Number of Number of Whether or not
Salary(A) Severance Pay Bonuses and Profit Sharing- Employee compensation employee stock restricted stock any compensation
(B) Allowances (C) Compensation (D) (A+B+C+D) to net option certificates unit is received from
Title Name income (%) other re-invested
businesses than
PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group PSC Group subsidiaries or
Cash Stock Cash Stock parant company
President Tsai, Sen-Bu
Executive
Vice Yang , Kai-
Chih
President
Vice Lee, Wen-
President Sheng
(Note 2)
Vice
President An, Chi-Li
Vice
President Kuo, Li-Yun 17,896 17,896 767 767 63,456 63,456 1,480 0 1,480 0 3.5296 3.5296 0 0 0 0 None
Vice Huang, Jun-
President Jen
Vice Pan, Chun-
Hsien
President
(Note 3)
Vice Pu, Chien-
President Heng
(Note 4)
Chief Auditor [Huang, Sha-]
Mei
----- End of picture text -----

Note 1: Compensation was calculated as of December 31, 2019; Employee remuneration was estamated based on 2019 estamated statements.

Note 2: Former Vice Presiden Lee, Wen-Sheng retireded on June 18, 2019.

Note 3: Former Vice President Pan, Chun-Hsien resigned on February 15, 2019.

Note 4: Vice President Pan, Chun-Hsien was appointed on March 22, 2019.

25

President Securities Corporation

Range of remuneration for president and vice president

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----- Start of picture text -----

Name of President and Vice President
Range of Remuneration
Companies in the consolidated
The company
financial statements
Under NT$ 1,000,000(Note1) 1 1
NT$1,000,000 ~ NT$2,000,000 0 0
NT$2,000,000 ~ NT$3,500,000(Note2) 1 1
NT$3,500,000 ~ NT$5,000,000(Note3) 3 3
NT$5,000,000 ~ NT$10,000,000(Note4) 1 1
NT$10,000,000 ~ NT$15,000,000(Note5) 1 1
NT$15,000,000 ~ NT$30,000,000(Note6) 1 1
NT$30,000,000 ~ NT$50,000,000(Note7) 1 1
NT$50,000,000 ~ NT$100,000,000 0 0
Over NT$100,000,000 0 0
Total 9 9
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Note 1: Pan, Chun-Hsien

Note 2: Lee, Wen-Sheng

Note 3: Kuo, Li-Yun, Huang, Sha-Mei, Pu, Chien-Heng

Note 4: An, Chi-Li

Note 5: Huang, Jun-Jen Note 6: Yang, Kai-Chih Note 7: Tsai, Sen-Bu

Note 8: The sequence above is arranged based on the number of strokes.

D. Comparison of Remuneration for Directors, Supervisors, President and Vice Presidents in the Most Recent Two Fiscal Years and Remuneration Policy for Directors, Supervisors, President and Vice Presidents

  • (1) Ratio of total remuneration paid to directors, supervisors, president and vice presidents to net income

==> picture [330 x 55] intentionally omitted <==

----- Start of picture text -----

Year To directors(Note1) To presidents and vice presidents (Note1)
2018 4.09% 6.48%
2019 3.67% 3.53%
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Note1: Ratio of total remuneration to net income (%)

  • (2) The policies, standards, and portfolios for the payment of remuneration, and the procedures for determining remuneration

The policy and standards for the Directors’ and Supervisors’ remuneration are set out in accordance with the Company’s Articles of Incorporation.

The President’s and Vice Presidents’ remuneration are paid in accordance with the remuneration-related regulations of the Company. The principles of the remuneration system are based on the operating performance and contribution of each unit to share the Company’s operating results. The Company also adopts professional institutions to understand the market standards and refers to the remuneration standards in the industry to set remuneration policies by considering the factors of competitiveness, motivation, and reasonableness and bring the Company’s overall annual remuneration at the average level of the industry.

  • (3) The correlation with risks and business performance

The reasonableness of the remuneration paid to the Directors, Supervisors, President and Vice Presidents shall be reviewed on a regular basis. In addition to considering their contributions to the Company’s operational performance, the Company will also consider the degrees of risk they pose to the Company and adjust the remuneration accordingly.

26

2019 Annual Report

III. Corporate Governance

E. President’s, senior vice presidents’ and senior managers’ remuneration

Unit: NT$ thousands

==> picture [485 x 691] intentionally omitted <==

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Employee Compensation Employee Ratio of Total
Title Name - in Stock (Fair Market Compensation Total Amount to Net
Value) - in Cash Income(%)
President Tsai, Sen-Bu
Proprietary Trading Department
Yang , Kai-Chih
Executive Vice President
Finance Department Vice President An, Chi-Li
Quantitative Trading Department
Huang, Jung-Jen
Vice President
Financial Product Department Vice
Pu, Chien-Heng
President
Capital Market Department Sales
Chueh, Chih-Chung
Vice President
President Office Project Vice
Lin, Chung-Heng
President
Auditing Office Chief Auditor Huang, Sha-Mei
Administration Department Senior
Yu, Hung-Chieh
Assistant Vice President
Fixed Income Department Senior
Yeh, Ming-Chieh
Assistant Vice President
Compliance Division Assistant Vice
Hung, Ying-Che
President
President Office Corporate
Governance Assistant Vice Chen, Nai-Chen 0 8,685 8,685 0.3666
President
Mainland China Business Division
Chen, Long-Chien
Assistant Vice President
President Office Assistant Vice
Lu, Chia-Chen
President
Capital Market Department
Chang, Chin-Yung
Assistant Vice President
Capital Market Department
Tsai, Pao-Sheng
Assistant Vice President
Finance Department Assistant Vice
Su, Wei-Lun
President
Financial Product Department
Chang, Chung-Lin
Assistant Vice President
Shareholder Services Department
Chang,Shao-Ping
Assistant Vice President
Information System Department
Lin, Jung-Hui
Assistant Vice President
Settlement & Clearing Department
Wu, Sheng-Yu
Assistant Vice President
Quantitative Trading Department
Lee, Chien-Hsin
Assistant Vice President
Quantitative Trading Department
Chien, Pang-Yen
Assistant Vice President
Capital Market Department
Chen, Chia-Chang
Assistant Vice President
Risk Control Office
Chang, Ping-Chuan
Senior Manager
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27

President Securities Corporation

==> picture [485 x 718] intentionally omitted <==

----- Start of picture text -----

Employee Compensation Employee Ratio of Total
Title Name - in Stock (Fair Market Compensation Total Amount to Net
Value) - in Cash Income(%)
Brokerage Department Senior
Chang, Hung-Shuo
Assistant Vice President
Brokerage Department
Lin, Li-Lin
District Supervisor
Brokerage Department
Chien, Chia-Nan
District Supervisor
Brokerage Department
Liao, Chen-Yin
Vice District Supervisor
Brokerage Department Assistant
Chiu, Shyh-Tyng
Vice President
Wealth Management and Trust
Department Assistant Vice Chu, Po-Lin
President
Corporate Client Dept. Manager Chang, Hung-Shuo
Corporate Client Dept. Assistant
Chen, Min-Ping
Vice President
Senior Manager Tsai, Chen-Yuan
Global Institutional Service Dept.
Chung, Chih-Hung
Manager
Tunghsing Equity Department
Chen, Chih-Lung
Manager
Tunghsing Equity Department
Tsai, Shu-Mei (same as the last page)
Manager
Kaohsiung Branch Manager Wu, Huan-Chung
Dunnan Branch Manager Chiang, Chia-Jung
Dunnan Branch Manager Sung, Yu-Chih
Zhongli Branch Manager Chiang, Tsong-Shyan
Chengzhong Branch Manager Chiu, Hsiao-Chi
Chengzhong Branch Manager Chao, Cheng
Tainan Branch Manager Hsieh,Chia-Hsi
Taichung Branch Manager Liao, Chen-Yin
Taichung Branch Manager Fang, Wu-Hsin
Hsinchu Branch Manager Lee, Chin-Yi
Chiayi Branch Manager Tai, Kuo-Chun
Pingtung Branch Manager Wang, Chien-Min
Keelung Branch Manager Yu, Ping-Tse
Yonghe Branch Manager Chang, Chih-Hsiang
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28

2019 Annual Report

III. Corporate Governance

==> picture [485 x 608] intentionally omitted <==

----- Start of picture text -----

Employee Compensation Employee Ratio of Total
Title Name - in Stock (Fair Market Compensation Total Amount to Net
Value) - in Cash Income(%)
Xin Taichung Branch Manager Yang, Kuo-Chen
Hsinying Branch Manager Hsiao, Po-Ming
Changhua Branch Manager Yu, Fu-Tsun
Taoyuan Branch Manager Hsiao, Ju-un
Yuanlin Branch Manager Chen, Hung-Tsai
Sanchung Branch Manager Chang,Shih-Min
Sanchung Branch Manager Kao, Ming-Chou
Shilin Branch Manager Hsu, Fu-Chiang
Panchiao Branch Manager Lo, Shih-Hong
Sanduo Branch Manager Tsai, Yi-Chen (same as the last page)
Szichih Branch Manager Huang, Ming-Fa
Ilan Branch Manager Chiang, Jen-Chu
Nanjing Branch Manager Chou, Da-Kuang
Kinmen Branch Manager Chung, Hui-Ju
Tucheng Branch Manager Chen, Chun-Ming
Songjiang Branch Manager Tai, Hung-Da
Songjiang Branch Manager Wu, Han-Ching
Neihu Branch Manager Hu, Wen-Chieh
Renai Branch Manager Yang, Chun-Chen
Pingzhen Branch Manager Li, Shu-Jung
Zhunan Branch Manager Su,Yung-Sheng
Offshore Securities Unit Branch
Cheng, Yao-Tung
Manager
----- End of picture text -----

Note: Employee remuneration was decided through discussion.

29

President Securities Corporation

III. Implementation of Corporate Governance

A. Board of Directors Meeting

Total of 6 meetings of the board of directors were held in the year of 2019. Directors’ attendance condition:

==> picture [483 x 661] intentionally omitted <==

----- Start of picture text -----

Attendance
Title Name in Person By Proxy Attendance rate (%) Remark
Lin, Kuan-Chen Delegate
Chairman of Kai Nan Investment Co., 6 0 100% None
Ltd.
Resigned on 2019.06.18
Lin, Chung-Shen Delegate due to the juristic person's
Director (former of Kai Nan Investment Co., 2 1 67% designation
chairman) Ltd. 3 board meetings were held
during the term of office.
Liu, Tsung-Yi Delegate of
Director Kai Nan Investment Co., 6 0 100% None
Ltd.
Chen, Kuo-Hui Delegate of
Director Kai Nan Investment Co., 4 2 67% None
Ltd.
Hsieh Hong, Hui-Tzu
Director Delegate of Kai Nan 6 0 100% None
Investment Co., Ltd.
Director Lu, Li-An Delegate of Kai 6 0 100% None
Nan Investment Co., Ltd.
Chen, Ching-Yi Delegate Designatd on 2019.06.18
Director of Kai Nan Investment Co., 3 0 100% 3 board meetings were held
Ltd. during the term of office.
Newly elected on
Chen, Yi-Ling Delegate of 2019.06.18
Director Kai Nan Investment Co., 3 1 75%
Ltd. 4 board meetings were held
during the term of office.
Teng, Wen-Hwi Delegate
Director of Canking Investment Co., 4 2 67% None
Ltd.
Lee, Che-Ming Delegate of
Director Hui Tung Investment Co., 5 1 83% None
Ltd.
Chang, Ming-Chen Delegate
Director of Leg Horn Investment Co., 6 0 100% None
Ltd.
Tu, Li-Yang Delegate of Ta
Director Le Investment Holding Co., 6 0 100% None
Ltd.
Director Lee, Shu-Fen Delegate of 6 0 100% None
China F.R.P Corp.
Director Duh, Bor-Tsang 5 1 83% None
Director Lee, Shy-Lou 4 2 67% None
Director Juang, Jing-Yau 5 1 83% None
Independent Director Liang, Yann-Ping 6 0 100% None
Independent Pai, Chun-Nan 6 0 100% None
Director
Independent Director Song, Yung-Fong 6 0 100% None
Independent Director Horng, Yuan-Chuan 6 0 100% None
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30

2019 Annual Report

III. Corporate Governance

Other mentionable items:

  • A. If any of the following circumstances occur, the dates of the meetings, sessions, contents of motion, all independent directors’ opinions and the company’s response should be specified:

  • Matters referred to in Article 14-3 of the Securities and Exchange Act: PSC held 8 board meetings over the past fiscal year and did not have any matters listed in Article 14-3 of the Securities and Exchange Act or other matters not passed by the independent directors.

  • Other matters involving objections or expressed reservations by independent directors that were recorded or stated in writing that require a resolution by the board of directors: None.

B. If there are directors’ avoidance of motions in conflict of interest, the directors’ names, contents of motion, causes for avoidance and voting should be specified:

  1. For the 10th proposal at the 10th meeting of the 11th Board of Directors, regarding the housing allowance for the Chairman of the Board, when Lin, Kuan-Chen served as the President and the Chairman of the Board, he went to northern Taiwan from the south independently to take office, and the Company provided him with accommodations and covered the expenses. The Company now plans to change the housing allowance. It is proposed that the Company provide a monthly housing allowance to subsidize the Chairman’s housing cost. This proposal was made after discussion with the Remuneration Committee. In accordance with the provisions of Article 15 of the Company’s Rules Governing Board Meetings, the Chairman of the Board designated Liu, Tsung-Yi as the acting chairman to preside over the matters related to discussing this proposal. Chairman Lin, Kuan-Chen left the meeting because he was not allowed to participate in the discussion of and voting on this proposal. The proposal has been passed unanimously by the members of the Directors who were present without any objection (the Chairman had recused himself from voting).

  2. For the 15th proposal at the 11th meeting of 11th Board of Directors, in accordance with the provisions of Article 19 of the Company’s Articles of Incorporation, Independent Directors receive a fixed amount of remuneration on a monthly basis and do not participate in the distribution of compensation to Directors as stipulated in Article 23. Based on the standards in the market and adopted by peers in the industry, it is proposed that the remuneration paid to the Company’s Independent Directors shall be adjusted and that the Independent Directors shall not participate in the distribution of compensation to the Directors. As this proposal involved the determination of the amount of remuneration paid to Independent Directors, the four Independent Directors, namely Liang, Yann-Ping, Pai, Chun-Nan, Song, Yung-Fong, and Hong, Yuan-Chuan recused themselves from addressing the proposal accordingly. The proposal was passed unanimously by the Directors present at the meeting without any objections (the four Independent Directors had recused themselves from voting).

  3. For the 9th proposal at the 12th meeting of 11th Board of Directors, regarding overseas development and appoint Chairman Lin, Kuan-Chen as a board member of join capital securities company -- Jin Yuan President Securities Corporation Ltd., the board passed the proposal of relieveing the non-compete limitation for the directors on March 26 meeting. In accordance with the provisions of Article 209 of the Company Act, “A director who does anything for himself or on behalf of another person that is within the scope of the company’s business, shall explain to the meeting of shareholders the essential contents of such an act and secure its approval.” Therefore, the proposal regarding Chairman Lin will be further discussed at the shareholders’ meeting. In accordance with the provisions of Article 15 of the Company’s Rules Governing Board Meetings, Chairman Lin, Kuan-Chen left the meeting because he was not allowed to participate in the discussion of and voting on this proposal. The proposal has been passed unanimously by the members of the Directors who were present without any objection (the Chairman had recused himself from voting).

  4. C. Companies listed on stock and OTC markets shall disclose information on the evaluation cycle, period, scope, method, and content of the Board’s self (or peer) evaluation, and shall complete Schedule 2 (2) on the implementation of the evaluation of the Board of Directors: See chart B on the next page.

  5. D. Measures taken to strengthen the functionality of the board (e.g. The Board of Directors has established an Audit Committee and a Remuneration Committee to assist the board in carrying out its various duties.) : To strengthen the competencies of the Board of Directors and the overall risk management system, the Board of Directors set up Independent Directors and established the Audit Committee, Remuneration Committee, and Risk Management Committee to meet the governance requirements of listed companies. To enhance the implementation of corporate governance, the Company has established the “Procedures for Handling Material Inside Information”, “Corporate Social Responsibility Best Practice Principles”, “Ethical Corporate Management Best Practice Principles”, “Corporate Governance Best Practice Principles”, and “The Performance Evaluation Measures of the Board of Directors” which are implemented by relevant units on a level-by-level basis. In addition, in order to assist the Directors in performing their duties and improving the effectiveness of the Board of Directors, at the 7th meeting of the 11th Board of Directors on May 3, 2019, the Standard Operating Procedures for Handling the Company’s Directors’ Requests were adopted.

Note: The term of office of the 11th Board of Directors is from June 21, 2018 through June 20, 2021.

Independent director attendance is detailed below:

◎: Attendance in Person; ☆ : Proxy Attendance; * : Absence

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----- Start of picture text -----

Board meetings 2019.03.22 2019.05.03 2019.06.18 2019.08.28 2019.11.05 2019.12.20
Liang, Yann-Ping ◎ ◎ ◎ ◎ ◎ ◎
Pai, Chun-Nan ◎ ◎ ◎ ◎ ◎ ◎
Song, Yung-Fong ◎ ◎ ◎ ◎ ◎ ◎
Horng, Yuan-Chuan ◎ ◎ ◎ ◎ ◎ ◎
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31

President Securities Corporation

B. Evaluation of the Board of Directors

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----- Start of picture text -----

Evaluation
Evaluation period Evaluation scope Evaluation method Content
cycle
1. Control over the Company’s goals and
tasks
2. Understanding of duties and functions of a
Director.
Internal self-evaluation of 3. Involvement in the Company’s operations
Annually 107/11/11~108/6/30 Board of Directors
the Board of Directors 4. Management of internal relations and
communication
5. Professional and continuing education and
training for Directors
6. Internal Control
1. Involvement in the Company’s operations
2. Improving decision-making by the Board
of Directors.
Annually 107/11/11~108/6/30 Individual Directors Self-evaluation of Directors 3. Composition and structure of the Board of Directors.
4. Election of Directors and their continuing
education and training
5. Internal controls
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C. Operations of the Audit Committee: Number of Meetings, Actual Attendance Rate of each Independent Director, and other mentionable items

The Company established its Audit Committee in June of 2015. The main key points of functional authority to be audited are as follows:

  1. Adoption or amendment of internal control systems in accordance with Article 14-1 of the Securities and Exchange Act.

  2. Evaluation of the effectiveness of internal control systems.

  3. Adoption or amendment, pursuant to Article 36-1 of the Act, of handling procedures for financial or operational actions of material significance, such as acquisition or disposal of assets, derivatives trading, extension of monetary loans to others, and endorsements or guarantees for others.

  4. Items involving the interests of Directors.

  5. Major assets or derivative trading.

  6. Major loaning of funds, making of endorsements, or provision of guarantees.

  7. Offering, issuance, or private placement of any equity-type securities.

  8. Appointment, dismissal, and compensation of CPAs.

  9. Appointments and dismissal of finance managers, accounting managers, and internal audit managers.

  10. Annual and semi-annual financial statements.

  11. Other major items required by other companies or the competent authority.

Total of 6 meetings of the Audit Committee were held in the year of 2019. Independent Directors’ attendance condition:

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----- Start of picture text -----

Actually Number Number of
Actual Attendance
Title Name of Times Times Attended Remark
Rate (%) (B/A)
Attended (B) by Proxy
Independent Director Liang, Yann-Ping 6 0 100% None
Independent Director Pai, Chun-Nan 6 0 100% None
Independent Director Song, Yung-Fong 6 0 100% None
Independent Director Horng, Yuan-Chuan 6 0 100% None
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32

2019 Annual Report

III. Corporate Governance

Other mentionable items:

  • I. If any of the following circumstances occur, the dates of meetings, sessions, contents of motion, resolutions of the Audit Committee and the Company’s response to the Audit Committee’s opinion should be specified.

  • Matters referred to in Article 14-5 of the Securities and Exchange Act: Total of 8 meetings were held in 2019 and 2020 to the publish date of the annual report. The resolutions of the Audit Committee and results are as specified in Note 1. (At the first meeting of the first interim Audit Committee on June 7, 2018, only reports were given, and no proposals were put forward for resolution.) For matters referred to in Article 14-5 of the Securities and Exchange Act, all members present voted in favor of the resolution without any objection.

  • Other matters which were not approved by the Audit Committee but were approved by two-thirds or more of all directors: None.

  • II. If there are independent directors’ avoidance of motions in conflict of interest, the directors’ names, contents of motion, causes for avoidance and voting should be specified: None.

  • III. Communications between the independent directors, the Company’s internal audit supervisors and CPAs (e.g. the material items, methods and results of audits of corporate finance or operations, etc.):

  • A. Communications with the internal audit supervisors:

  • Communication methods:

  • (1) The Company shall compile a written report about improvements and follow-up on the deficiencies discovered in the audit in the previous month, and submit it to the Independent Directors for review.

  • (2) At each workshop on internal control deficiencies, the Company’s auditors and independent directors shall discuss and review the deficiencies and the improvements in the internal control system.

  • (3) At each Audit Committee meeting, the internal audit supervisor shall report to Independent Directors regarding internal audit execution.

  • Summary of communication between Independent Directors and the internal auditors:

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----- Start of picture text -----

Item Communication Execution period
----- End of picture text -----

Item Communication Execution period
Monthly written report to
independent directors
1. Summary of deficiencies identified in the audit report 2019.01~2019.12 (12 times in total)
Internal control
deficiencies workshop
1. Report of deficiencies identified in internal auditing
2. Summary Report on Deficiencies from the Competent
Authority
2019.01~2019.12 (6 times in total)
Audit Committee meeting 1. Internal audit report
2. Report of financial inspection deficiencies and
improvement tracking
2019.01~2019.12 (6 times in total)
  • B. Communications with the CPA:

1. Communication methods:

  • The Company’s Audit Committee comprises all the Independent Directors. The CPA holds a meeting with the Audit Committee at least twice a year. At the meeting, the auditing of the Company’s financial status and audit results shall be reported and updates on important regulations shall also be reported.

  • Summary of communication between Independent Directors and the certified public accountant (CPA) and results of implementation:

Date of meetings Communication and results of implementation
2019.03.08
1. Reporting audit findings and key audit items of financial statements of 2018.
2. Reporting audit planning of 2019.
3. The CPAs stated compliance with the amendments to IFRS 16 on regulations governing the acquisition and disposal of
assets.
4. The CPA explains recent important changes in laws and regulations (New regulations on additional information
disclosure. Amendments to profit distribution in the Company Act. Changes in the contents of the Corporate
Governance Evaluation System and its impacts.)
5. Independent Directors’ suggestions: None.
6. Reporting to the Board of Directors after approval.
2019.08.15
1. Reporting audit findings and key audit items of financial statements of 2019 Q2.
2. The CPAs reported matters on governance related to financial reporting that required communication in the first half of
2019.
3. The CPAs explained the recent updates of securities management laws.
4. The CPAs illustrated information related to security governance services.
5. Independent Directors’ suggestions: None.
6. Reporting to the Board of Directors after approval.
2020.03.12
1. Reporting audit findings and key audit items of financial statements of 2019.
2. Reporting audit planning of 2020.
3. The CPA explains recent important regulations changes regarding the production of financial statements, amendments
to profit distribution in the Company Act, and changes in the contents of the Corporate Governance Evaluation System
and its impacts.
4. The CPA explains overview of "The International Tax Co-operation (Economic Substance) Law” and the liquidation
schedule of subsidiary in BVI.
5. Independent Directors’ suggestions: None.
6. Reporting to the Board of Directors after approval.

33

President Securities Corporation

Note: Major Resolutions during the Auditing Meetings in 2019 and 2020 to the publish date of the annual report: Executed according to the resolution of the Audit Committee.

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----- Start of picture text -----

Meeting Item Resolution
1. Review of the 2018 Individual Financial Report and 2018 Consolidated Financial Report.
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Meeting Item Resolution
1. Review of the 2018 Individual Financial Report and 2018 Consolidated Financial Report.
2019.03.08
The 4th Auditing
Meeting of the 2nd
Audit Committee
2. Accountant independence and competency evaluation.
3. Amended the Regulations Governing the Acquisition and Disposal of Assets.
4. Amended the Regulations Governing Implementation of Endorsement.
5. Submitted the Statement of the 2018 Internal Control System.
6. Formulated the internal control system of conducting the discretionary investment business
through trust while operating the securities investment consulting business by the head office.
7. Revised the Internal Control System of Information System Department.
8. Submitted the Overall Information Security Implementation Statement.
9. Amended the joint venture agreement and charter regarding Jin Yuan President Securities
Corporation Ltd.
10. Amended the Articles of Incorporation.
11. Revised the Company's money laundering and terrorist financing risk assessment report.
12. Submitted the statement of the Internal Control of anti-money laundering and counter-terrorist
financing.
All members of the committee
present voted in favor of the
resolution without any objection
and submitted it to the Board of
Directors for discussion.
2019.04.19
The 5th Auditing
Meeting of the 2nd
Audit Committee
1. Audited the operating report and profit distribution of year 2018.
2. Applied for conducting the business of creating customer ledgers of securities firms' settlement
accounts
3. Formulated a standard operating procedures for handling the Company's Directors' requests
All members of the committee
present voted in favor of the
resolution without any objection.
2019.05.31
The 6st Auditing
Meeting of the
2nd Interim Audit
Committee
1. Revised the Internal Control System. All members of the committee
present voted in favor of the
resolution without any objection.
2019.08.15
The 7st Auditing
Meeting of the 2nd
Audit Committee
1. Review of the 2019 semi-annual Individual Financial Report and 2019 second quarter
Consolidated Financial Report.
2. Revised the Internal Control System.
3. Formulation of information security policy
4. Renewal of liability insurance for Directors and key personnel.
5. Revised the Company's money laundering and terrorist financing risk assessment report.
6. Revision of the Directions of the Company's money laundering and terrorist financing.
All members of the committee
present voted in favor of the
resolution without any objection
and submitted it to the Board of
Directors for discussion.
2019.10.23
The 8nd Auditing
Meeting of the 2nd
Audit Committee
1. Amendments to the internal control system for the operation of setting up ledger accounts All members of the committee
present voted in favor of the
resolution without any objection
and submitted it to the Board of
Directors for discussion.
2019.12.06
The 9rd Auditing
Meeting of the 2nd
Audit Committee
1. Submitted the Audit Plan of 2019.
2. Revised the Internal Control System for Information System Department.
All members of the committee
present voted in favor of the
resolution without any objection
and submitted it to the Board of
Directors for discussion.
2020.03.12
The 10th Auditing
Meeting of the 2nd
Audit Committee
1. Review of the 2019 Individual Financial Report and 2019 Consolidated Financial Report.
2. Proposal for acquisition of overseas equity held by PSBVI and liquidation of PSBVI
3. Accountant independence and competency evaluation.
4. Proposal for increasing capital from retained earnings for issuance of new shares
5. Submitted the Statement of the 2019 Internal Control System.
6. Revised the Internal Control System for Information System Department.
7. Submitted the Overall Information Security Implementation Statement.
8. Amendments to the policies and strategies related to the principle of fair hospitality
9. Amended the Articles of Incorporation.
10. Proposal for amendments to the Rules Governing Board Meetings
11. Proposal for amendments to the Audit Committee Charter
12. Proposal for amendments to the procedures for handling the Company’s internal material
information
13. Proposal for amendments to the Company’s guidelines for financing anti-money laundering and
counter-terrorism activities
14. Revised the Company’s money laundering and terrorist financing risk assessment report.
15. Proposal for amendments to the Company’s compliance and risk evaluation report
16. Submitted the statement of the Internal Control of anti-money laundering and counter-terrorist
financing.
17. Abolition of the Company’s procedures related to derivatives transactions
All members of the committee
present voted in favor of the
resolution without any objection
and submitted it to the Board of
Directors for discussion.
For the 15th proposal, the
Independent Directors suggested
that when the proposal was
submitted to the Board of Directors,
the title shall be revised to the
“Proposal for Formulation of
the Company’s Procedures for
Compliance Risk Evaluation
Report.” The tile has been revised
according to the suggestion of the
Independent Directors and the
proposal has been submitted to the
Board of Directors for discussion
2020.04.23
The 11th Auditing
Meeting of the 2nd
Audit Committee
1. Revised the Internal Control System for electronic account opening.
2. Audited the operating report and profit distribution of year 2019.
3. Revised the procedures for acquiring or disposing of assets.
4. Revised the Internal Control System.
5. Relieved the non-compete limitation for the directors.
All members of the committee
present voted in favor of the
resolution without any objection.
For the 4th proposal, the
Independent Directors suggested
that execution division within
the content of the proposal
was amended to finance dept,
shareholder services dept, and
compliance division. The content
has been revised according to the
suggestion of the Independent
Directors and the proposal has been
submitted to the Board of Directors
fordiscussion

34

2019 Annual Report

III. Corporate Governance

D. Corporate Governance Implementation Status and Deviations from “the Corporate Governance Best -Practice Principles for TWSE/TPEx Listed Companies”

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Implementation Status Deviations from
“the Corporate
Governance Best-
Evaluation Item Practice Principles
Yes No Abstract Illustration for TWSE/TPEx
Listed Companies”
and Reasons
I. Does the company establish and ✓ In an effort to implement prudent corporate governance None
disclose the Corporate Governance measures in line with the "Principles for Corporate
Best-Practice Principles based Governance for Securities Firms" and with relevant laws and
on “Corporate Governance Best- regulations, President Securities adopted such guidelines by
Practice Principles for TWSE/
the 13th meeting of the 9th Board of the company held on
TPEx Listed Companies”?
August 7, 2014, and will abide by said principles.
The Principle was amended on June 14, 2016 for the first
time and March 22, 2019 for the second time.
II. Shareholding structure &
shareholders’ rights
A. Does the company establish an ✓ A. The Company has a spokesperson and shareholder None
internal operating procedure to deal service personnel to process shareholders’ suggestions,
with shareholders' suggestions, questions, and disputes. The Company has established
doubts, disputes and litigations, and an “Investor Section” and “Investor Mailbox” on the
implement based on the procedure? Company website, which are run by the spokesperson and
dedicated personnel of the Administration Department.
Shareholders’ suggestions or disputes are forwarded to
relevant departments for processing.
B. Does the company possess the list of ✓ B. PSC maintains close relationships with key shareholders None
its major shareholders as well as the and assigns dedicated shareholder services personnel to
ultimate owners of those shares? continually monitor any changes in the shareholdings of
these key shareholders.
C. Does the company establish and ✓ C. The finance and business of our company and its None
execute the risk management subsidiaries are in separate operation. In term of
and firewall system within its management right/obligation there is a clear line between
conglomerate structure? our company and its subsidiaries. All the relations and
trades are dealt with in accordance with law. “Surveillance
governing internal-control system for affiliated
companies” has also been set up as a controlling and
governing mechanism for our affiliated companies.
D. Does the company establish internal ✓ D. In an effort to prevent insider trading and to protect the None
rules against insiders trading with interests of investors, we have adopted and implemented
undisclosed information? the “Important Event Internal Handling Procedures”,
which outlines clear division of responsibilities, adequate
firewall and confidentiality procedures, the disclosure of
important events, educational guidance rules, etc.
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35

President Securities Corporation

Implementation Status Implementation Status Implementation Status Implementation Status Implementation Status Implementation Status Implementation Status Implementation Status Implementation Status Deviations from
“the Corporate
Governance Best-
Practice Principles
for TWSE/TPEx
Listed Companies”
and Reasons
Deviations from
“the Corporate
Governance Best-
Practice Principles
for TWSE/TPEx
Listed Companies”
and Reasons
Evaluation Item Yes No Abstract Illustration
III. Composition and Responsibilities
of the Board of Directors
A. Does the Board develop and
implement a diversified policy for
the composition of its members?
A. Abiding by article 10 of our Principles for Corporate
Governance, when selecting directors, President
Securities uses a comprehensive approach so as to put
together a professional yet independent team that can
exercise its duties in an objective manner.
Currently, there are 19 Directors in the Company,
including 4 Independent Directors. Independent Directors
account for 21% of total Directors and are from the
financial, business, legal, and industrial backgrounds; of
them, there’s 1 with a term of 4-6 years, conforming the
target of percentage and terms of years (within 3 terms).
The Company also emphasize the gender equality among
Directors. The target regarding percentage of female
Director is 30% or above. For the current term, there are 9
female Directors, including 1 Independent Director), stand
for 47% of total Directors. We expect to reach our goal
in later years as well. The Board of Directors is equipped
with the abilities as shown in the table below.
None
Comprehensive Abilities
Name Gender 1.
Operational
Judgement
2.
Accoutning
& Financial
Analysis
3.
Operating
Management
4.
Crisis
Management
5.
Industrial
Knowledge
6.
International
Points of View
7.
Leadership
8.
Decision-
making
Ability
9.
Risk
Management
Konwledge &
Ability
Lin, Kuan-Chen M V V V V V V V V V
Liu, Tsung-Yi M V V V V V V V V V
Chen, Kuo-Hui M V V V V V V V V V
Hsieh Hong, Hui-Tzu F V V V V V V V V V
Lu, Li-An F V V V V V V V V V
Chen, Ching-Yi F V V V V V V V V V
Chen, Yi-Ling F V V V V V V V V V
Teng, Wen-Hwi F V V V V V V V V V
Lee, Che-Ming M V V V V V V V V
Chang, Ming-Chen F V V V V V V V V V
Tu, Li-Yang F V V V V V V V V V
Lee, Shu-Fen F V V V V V V V V V
Duh, Bor-Tsang M V V V V V V V V V
Lee, Shy-Lou M V V V V V V V V V
Juang, Jing-Yau M V V V V V V V V V
Liang, Yann-Ping F V V V V V V V V V
Pai, Chun-Nan M V V V V V V V V V
Song, Yung-Fong M V V V V V V V V V
Horng, Yuan-Chuan M V V V V V V V V

36

2019 Annual Report

III. Corporate Governance

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Implementation Status Deviations from
“the Corporate
Governance Best-
Evaluation Item Practice Principles
Yes No Abstract Illustration for TWSE/TPEx
Listed Companies”
and Reasons
B. Does the company voluntarily ✓ B. President Securities has already added independent None
establish other functional directors to its board, has established a remuneration
committees in addition to the committee, a risk management committee, and an audit
Remuneration Committee and the committee.
Audit Committee?
1. Based on the expertise, consistency, and time-based
effectiveness of the Company’s business, the Board
of Directors has passed the Articles of Organization
developed by the Risk Management Committee on
June 26, 2008 and established the Risk Management
Committee in the Board of Directors to implement
supervision of day-to-day risk management. The
Committee is charged with the following duties:
(1) Establishment of Company risk management policies
and organization and assignment of duties to related
units.
(2) Establishment of the Company’s risk measurement
standards.
(3) Management of limits for the Company’s overall and
departmental risk.
2. The Risk Management Committee consists of three
members. At least half of them are Independent Directors,
and the committee members shall be selected via
resolution of Board of Directors. The Risk Management
Committee shall convene meetings at least once every
quarter to assist the Board of Directors in planning and
supervising the Company’s related risk management
affairs. This committee shall report the implementation of
risk management to the Board of Directors periodically
and propose suggestions for necessary improvements.
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37

President Securities Corporation

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----- Start of picture text -----

Implementation Status Deviations from
“the Corporate
Governance Best-
Evaluation Item Practice Principles
Yes No Abstract Illustration for TWSE/TPEx
Listed Companies”
and Reasons
C. Has the company formulated the ✓ C. In accordance with the “Corporate Governance Best- None
board’s performance evaluation Practice Principles for Securities Firms,” the Company
cooperated with the competent authority to promote
measures and evaluation methods?
corporate governance and adopted the “Board of
Does the company conduct annual Directors Performance Evaluation Measures” at the 2nd
and regular performance evaluations board meeting of the 11th Board of Directors on August
29, 2018. The measures has later been revised at the 11th
and report the evaluation results
board meeting of the 8th Board of Directors on June 18,
to the Board of Directors while
2019. According to the Measures, the Company shall
adopting the results as a reference for conduct an internal performance evaluation of the Board
individual directors’ remuneration of Directors every year; evaluation shall be performed by
and nomination for re-election? an external professional independent institution or a team
of external experts once every three years. The Directors’
self-evaluation and the self-evaluation of the board
meeting unit were completed at the end of July 2019.
Results of self-evaluation are as follow:
1.Directors’ self-evaluation: A total of 25 evaluation
items were employed. Ten Directors received a perfect
score (five points). The average scores of the remaining
Directors was four or more points, with an average
score of 4.86. The performance evaluation results of all
Directors was “beyond the standard,” indicating that
the Directors have fully demonstrated their functions
as required in the operation of the Company’s Board of
Directors.
2.Performance evaluation of the Board of Directors:
A total of 40 evaluation items were employed, with
an average score of 4.95 points; the evaluation result
“exceeded the standard.”
The aforementioned results of the performance evaluation
of the Board of Directors were submitted to the 9th
meeting of the 11th Board of Directors on August 28,
2019 for reference.
The remuneration of the Company’s Directors shall be
in accordance with the provisions of Article 23 of the
Articles of Incorporation. The Company shall allocate
no more than 2% of the total profit of the current year
to the Directors as a consideration and give them
reasonable remuneration based on the Company’s
operational performance and their contribution the
Company’s performance.The President and Vice President
remuneration policy was based on the Company’s
remuneration policy, the level of remuneration for such
positions in the industry, the scope of responsibility in
the Company, and their contribution to the Company’s
operational objectives. The procedures for determining
the remuneration were based on their contribution to the
business performance and the performance evaluation
measures to provide reasonable remuneration. Relevant
performance evaluation and the reasonableness of
remuneration were all reviewed by the Remuneration
Committee and the Board of Directors; the remuneration
system was reviewed at any time depending on the actual
operational situations and relevant laws and regulations,
so as to balance the Company’s sustainable operations and
risk control.
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38

2019 Annual Report

III. Corporate Governance

==> picture [542 x 693] intentionally omitted <==

----- Start of picture text -----

Implementation Status Deviations from
“the Corporate
Governance Best-
Evaluation Item Practice Principles
Yes No Abstract Illustration for TWSE/TPEx
Listed Companies”
and Reasons
D. Does the company regularly evaluate ✓ D. Based on regulation of corporate governance of securities None
the independence of CPAs? dealers, the Board evaluates and assigns the appointment
of independent accountants annually. According to article
46 and article 47 of Certified Public Accountant Act,
“honesty, impartiality, objectivity and independence,” the
company sets up the independent items of declaration,
which issued by the certified public detached accountants.
Accountant Lin, Se-Kai, Hsiao, Chin-Mu, and Chen,
Li-Yuan from PricewaterhouseCoopers Taiwan proved
to be qualified as CPA for company’s financial and tax
accountants.
IV. Does the company designate ✓ The Company’s Board of Directors adopted a resolution None
an appropriate number of on May 3, 2019, that Assistant Vice President Chen, Nai-
qualified personnel and appoint Chen at the President Office would be appointed as the
a corporate governance officer Corporate Governance Officer in charge of corporate
in charge of matters related to
governance-related affairs. Assistant Vice President Chen
corporate governance? These
has served as a supervisor in President Office related to
matters include but are not
corporate governance for more than three years, as set out in
limited to providing directors
Article 21 in accordance with Article 23 of the “Operation
and supervisors with information
needed for the execution of Directions for Compliance with the Establishment of Board
business, assisting directors and of Directors by TWSE Listed Companies and the Board’s
supervisors in complying with laws Exercise of Powers”. As a new officer, she will complete 18
and regulations, handling matters hours of professional training courses in accordance with
related to the board of directors Article 24. The Company’s corporate governance-related
and the shareholders’ meetings in affairs are handled and completed by relevant departments
accordance with the related laws, collectively. Corporate governance-related affairs (terms
handling company registration
of reference) shall include matters related to holding of
and registration changes, and
meetings of the Board of Directors and shareholders’
keeping minutes of the board of
meetings, minutes recording for meetings of the Board of
directors and the shareholders’
Directors and shareholders’ meetings, assistance to Directors
meetings.
with taking office and continuous education and training,
provision of information required for the Directors to
conduct business, assistance to Directors with compliance,
and other matters set out in the Company’s Articles of
Incorporation or contracts.
Key points for business execution in 2019:
1. Matters related to meetings of the Board of Directors
and shareholders’ meetings in accordance with the law.
2. Minutes recording for meetings of the Board of
Directors and shareholders’ meetings.
3. Assistance to the Directors with taking office and
continuous education and training.
4. Provision of the information required for the Directors
to conduct business.
5. Other matters set out in the Company’s Articles of
Incorporation or contracts.
Status of continuing education and training: A total of 18
hours of training was provided during the year. Please refer
to the table below.
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39

President Securities Corporation

Implementation Status Implementation Status Implementation Status Implementation Status Implementation Status Deviations from
“the Corporate
Governance Best-
Practice Principles
for TWSE/TPEx
Listed Companies”
and Reasons
Deviations from
“the Corporate
Governance Best-
Practice Principles
for TWSE/TPEx
Listed Companies”
and Reasons
Evaluation Item Yes No Abstract Illustration
Date Organization Course Credit(s) Credit(s) from
Individually
Traning
2019.05.24 Taiwan Corporate Governance Association Evaluation of Functions and Performance of the Board of Directors 3 18
2019.05.31 Taiwan Corporate Governance Association Functions and Tasks of Corporate Governance Personnel under the
Corporate Governance Blueprint
3
2019.08.23 Taiwan Corporate Governance Association Analysis of the Global Top Ten Risks in 2019 3
2019.08.28 Taiwan Institute of Directors Prevention of Money Laundering and Insider Trading to Stabilize Corporate
Governance

3
2019.09.20 Taiwan Corporate Governance Association The Impact of Economic Substance Act and Global Anti-Tax Avoidance on
Corporate Governance from the Perspective of Directors and Supervisors
3
2019.10.18 Taiwan Corporate Governance Association Nominating Committee Successor Plan 3

40

2019 Annual Report

III. Corporate Governance

==> picture [542 x 724] intentionally omitted <==

----- Start of picture text -----

Implementation Status Deviations from
“the Corporate
Governance Best-
Evaluation Item Practice Principles
Yes No Abstract Illustration for TWSE/TPEx
Listed Companies”
and Reasons
V. Does the company establish a ✓ We have also taken steps to address corporate responsibility None
communication channel and concerns of our interested parties. We have established
build a designated section on its a platform with dedicated staff to handle feedback from
website for stakeholders, as well investors, employees, clients, suppliers, competent authority
and community/NGO so as to maintain strong lines of
as handle all the issues they care
communication. This allows us to stay aware of the issues
for in terms of corporate social
that are of importance to our interested parties. and to
responsibilities?
ensure that all of our actions are responding to the needs of
our stakeholders.
A. Shareholders
Issues concerned: corporate governance, ethical business
operation, compliance, risk control/auditing, transparency
and disclosure of information, and operational
performance
Communication methods:
(1) Company information is provided through investor
emails and announcements on the official website.
The Company established "the investor section" on
our website to provide investors with transparent
and comprehensive information. The Company also
established the investor relations contact channel to
respond to questions raised by shareholders.
(2) Announcements of operations and financial
performance periodically and the issuance of material
information in Chinese and English on the Market
Observation Post System.
(3) Organization of one institutional investor conference
every six months to report business status to
shareholders.
B. Employees
Issues concerned: operational performance, employee
training, assessment, and development, employee
remuneration, working hours, labor-management
relations, communication channels, and occupational
safety and health
Communication methods:
(1) The employee suggestion mailbox and employee
complaint mailbox are used for communication.
(2) The Company organizes employee seminars every
month. The Company also announces internal news
reports and organizes large-scale family day events to
reward employees and facilitate communication and
employee exchanges.
C. Clients
Issues concerned: communication channels, customer
privacy protection and information security, brand image,
operational performance, service quality, and customer
satisfaction
Communication methods:
(1) The Company communicates with customers regularly
through the customer service hot line and email and
monthly statements are delivered every month.
(2) The Company organizes investment and wealth
management seminars periodically and organizes large-
scale investment seminars to communicate and interact
with customers.
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41

President Securities Corporation

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Implementation Status Deviations from
“the Corporate
Governance Best-
Evaluation Item Practice Principles
Yes No Abstract Illustration for TWSE/TPEx
Listed Companies”
and Reasons
V. Does the company establish a D. Suppliers
communication channel and Issues concerned: ethical business operation, risk
build a designated section on its control/auditing, and brand image
website for stakeholders, as well
Communication methods:
as handle all the issues they care
(1) The Company organizes periodic price negotiation
for in terms of corporate social
meetings, announces information on the public
responsibilities?
tendering information section on the official website,
and organizes public tendering briefings.
(2) The Company has established the ‘Supplier Evaluation
and Management Regulations’ to evaluate suppliers.
The evaluations include preliminary, periodic, and
unscheduled evaluations and classify suppliers into A,
B, C, and D categories in accordance with the results of
the evaluations, which are used as the basis for future
cooperation.
(3) The Company cooperates with suppliers to jointly
commit to fulfilling corporate social responsibilities
and sign the ‘Corporate Social Responsibilities
Commitment Letter.’ The materials used in decoration
construction and equipment procurement must be green
building materials and equipment with environmental
protection labels to increase the Company’s dedication
to environmental protection, energy conservation, and
carbon emissions reduction.
E. Competent authority
Issues concerned: ethical business operation, corporate
governance, transparency and disclosure of information,
financial and capital market functions maintenance, and
financial inclusion
Communication methods:
The Company participates in courses and seminars
organized by the government.
F. Community/NGO
Issues concerned: social welfare, responsible Investment/
sustainable finance, and environmental protection
Communication methods:
The Company organizes charity events every year.
The Company has established a stakeholder section and
corporate social responsibility section on the official website
to explain the Company’s corporate social responsibility
(CSR) ideas and policies and describe the Company’s
accomplishments including the Company’s economic,
social, and environmental achievements. The Company
has formulated the ‘President Securities Corp. Corporate
Social Responsibility Report’ every year for publication on
the Company’s website (URL: www.pscnet.com.tw) and
publication in the Market Observation Post System.
VI. Does the company appoint a ✓ Affairs of shareholders' meetings are handled by the None
professional shareholder service Shareholder Services Department of the Company; the
agency to deal with shareholder Department obtained the certification of the Professional
affairs? Shareholder Services Institution from Taiwan Depository &
Clearing Corporation (TDCC).
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42

2019 Annual Report

III. Corporate Governance

Implementation Status Deviations from “the Corporate Governance BestEvaluation Item Practice Principles Yes No Abstract Illustration for TWSE/TPEx Listed Companies” and Reasons ✓ A. On President Securities Corporation website, we None have disclosed the Company’s financial and business information, and corporate governance. We also post periodical and non-periodical financial and operational information on the government-operated MOPS website. ✓ B. Our company has assigned a spokesperson to be None responsible for providing information to shareholders and investors. On our website where investors and shareholders can obtain information on the following: (1) Company introduction in English and Chinese. (2) Disclosure of company’s financial and business information, and corporate governance. (3) Investor Suggestion Mailbox, which is manned by Administration Department Personnel who are responsible for replying to all comments received. (4) The Company has disclosed the briefing and video files of institutional investor conference proceedings and other related information on the Company’s website. ✓ C. On President Securities Corporation website, we Based on the evaluation, to have disclosed the Company’s financial and business disclose financial information, and corporate governance. We also post information in the periodical and non-periodical financial and operational financial report fully and correctly, it is information on the government-operated MOPS website. not yet possible to complete its report early with the currently available human and system resources.

VII. Information Disclosure

  • A. Does the company have a corporate website to disclose both financial standings and the status of corporate governance?

  • B. Does the company have other information disclosure channels (e.g. building an English website, appointing designated people to handle information collection and disclosure, creating a spokesman system, webcasting investor conferences)?

C. Does the company announce and release its annual financial report within two months after the end of the fiscal year, and announce and release financial reports for the first, second, and third quarters and operating conditions of each month earlier that the required date?

  • A. Environmental Protection Measures

VIII. Is there any other important ✓ A. Environmental Protection Measures information to facilitate a better President Securities operate financial services and, understanding of the company's therefore, does not produce any environmental pollutants corporate governance practices or waste. (e.g., including but not limited to employee rights, employee wellness, investor relations, ✓ B. Investor relations supplier relations, rights of Our company has assigned a spokesperson to be stakeholders, directors' and responsible for providing information to shareholders supervisors' training records, and investors, and to post periodical and non-periodical the implementation of risk financial and operational information on the government- management policies and operated MOPS website. The Company established “the risk evaluation measures, the investor section” on our website to provide investors with implementation of customer transparent and comprehensive information. The company relations policies, and purchasing will continue to strengthen investor relations and maintain insurance for directors and good communication and interaction with investors. supervisors)?

None

None

43

President Securities Corporation

Deviations from “the Corporate Governance BestPractice Principles for TWSE/TPEx Listed Companies” and Reasons

Evaluation Item

VIII. Is there any other important information to facilitate a better understanding of the company's corporate governance practices (e.g., including but not limited to employee rights, employee wellness, investor relations, supplier relations, rights of stakeholders, directors' and supervisors' training records, the implementation of risk management policies and risk evaluation measures, the implementation of customer relations policies, and purchasing insurance for directors and supervisors)?

Yes

Implementation Status No Abstract Illustration

C. Employee rights and wellness

  • (1) To boost work efficiency and solidarity among our employees, we place particular emphasis on benefits programs and labor relations, and thus ensure employee welfare in a comprehensive manner.

  • (2) General accident insurance has been purchased for each of our branches and work premises so as to protect customer rights. Employer insurance has also been purchased so as to protect the interests of all employees.

  • D. Rights of the stakeholders

We have also taken steps to address corporate responsibility concerns of our stakeholders. We have established a platform with dedicated staff to handle feedback from investors, employees, clients, competent authority and community/NGO so as to maintain strong lines of communication. This allows us to stay aware of the issues that are of importance to our interested parties and to ensure that all of our actions are responding to the needs of our stakeholders.

E. Customer policy

None

None

None

  • (1) Policy: "3 Goods and 1 Fair" ─"Good Quality", "Good Credibility", "Good Service", and "Fair Price". This is combined with "Professional Leadership, Kind Service", in providing all customers with comprehensive services.

  • (2) Implementation: We have established a Customer Services Department—The Customer Service Center, which offers customers an avenue through which to register complaints, which operates a customer service hotline which is manned by customer service specialists who help to solve customer problems, and which ensures that all account correspondence sent to clients includes clear product risk warnings.

==> picture [164 x 262] intentionally omitted <==

F. Directors training

The Company's Directors shall carry out independent studies and the Company shall also organize related corporate governance courses periodically and invite all Directors to participate in the courses. Take 2019 for example, in addition to the Directors’ individual training courses, the Company cooperated with the Taiwan Institute of Directors to jointly organize classes for all directors and managerial officers of the Company. In May, Si-Peng Lu, Distinguished Professor of the Department of Information Management at the Taiwan University of Science and Technology, was invited to lecture on the topic of “Instant Economy: Transformation and Challenges in Business Management.” In addition, David Tien, Attorney at Lee and Li, Attorneys-at-Law, was invited in August to lecture on the topic of “The Prevention of Money Laundering and Insider Trading for Stable Corporate Governance.”,to enable the Directors to further understand the spirit of corporate governance and practice. For details of the Directors' on-the-job training in 2019, please refer to Chapter 3 XI. Directors and Corporate Auditors Training.

None

44

2019 Annual Report

III. Corporate Governance

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----- Start of picture text -----

Implementation Status Deviations from
“the Corporate
Governance Best-
Evaluation Item Practice Principles
Yes No Abstract Illustration for TWSE/TPEx
Listed Companies”
and Reasons
VIII. Is there any other important ✓ G. Implementation status for Risk Management Policy and None
information to facilitate a better Measurement:
understanding of the company's
corporate governance practices (1) Risk Management Policy
(e.g., including but not limited i. Ensure that we can operate various types of business
to employee rights, employee from a position of solid risk management. Using
wellness, investor relations, reasonable risk tolerance levels, continue to enhance
supplier relations, rights of profitability, create shareholder value, and achieve
stakeholders, directors' and return on capital targets.
supervisors' training records,
ii. Set well-defined risk controls for every business area,
the implementation of risk
implement risk management checks and balances, set
management policies and
clear obligations for each department so as to enhance
risk evaluation measures, the
risk management effectiveness by breaking it down
implementation of customer
into manageable pieces.
relations policies, and purchasing
insurance for directors and iii. Our risk management operations take into accounts
all key forms of risk: market risk, credit risk, liquidity
supervisors)?
risk, operational risk, legal risk, model risk.
(2) Risk Measurement
The company has set risk management principles. In order
to ensure that all of our organization’s businesses adhere
to our operating policies, operating goals, and capital
levels, we have set suitability evaluation policies that can
react to changes in our business and in the market:
 Market risk measurement
i. We use RiskMetrics market risk management system
to manage our company’s exposure to market risk.
In addition to producing daily risk value tables, we
perform simulation analysis and historical analysis so
as to supplement missing risk values.
ii. We evaluate the completeness of our evaluation
models on various business mareas, and review the
assumptions, parameters, and data used for various
product models, and then test that the models for the
various products are reasonable.
iii. We evaluate the effectiveness of risk control
models: regularly perform backtesting to ensure the
effectiveness of the models used.
 Credit risk measurement
i. Our company undergoes credit rating evaluations
from Moody’s, Standard & Poor’s, Fitch, and Taiwan
Ratings Corp.
ii. Trading counterparty credit risk: we assess our
company’s maximum exposure in the event that a
trading counterparty defaults, and then use maximum
exposure limits set by the board of directors, in
determining the credit risk of a trading counterparty.
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45

President Securities Corporation

Deviations from “the Corporate Governance BestPractice Principles for TWSE/TPEx Listed Companies” and Reasons

Implementation Status Evaluation Item Yes No Abstract Illustration

VIII. Is there any other important information to facilitate a better understanding of the company’s corporate governance practices (e.g., including but not limited to employee rights, employee wellness, investor relations, supplier relations, rights of stakeholders, directors’ and supervisors’ training records, the implementation of risk management policies and risk evaluation measures, the implementation of customer relations policies, and purchasing insurance for directors and supervisors)?

  • iii. Issuer’s Credit Risk: we use KMV model to perform internal evaluations, and combine that with financial data and stock price data, to calculate the probability of a default. Then, based on these measurements, we developed “Z-Score”, an in-depth internal evaluation of the company, and then use this to protect ourselves from potential credit risks and potential capital shortfalls.

  • Operational risk measurement

  • i. Operational risk is the risk that occurs when internal processes, employees, or systems, are inappropriate or cause errors; or risk that is caused by external factors. This type of risk is related to legal risks but not strategic risk or credit risk.

  • ii. We create operations risk policy handbooks that entail every level of operations.

  • iii. Through our risk report and audit report, we ensure that risk is appropriately evaluated, disclosed, and controlled.

(3) Risk Management

Our risk management takes into account market risk, credit risk, liquidity risk, operational risk, legal risk, etc., for both on-balance sheet business and off-balance sheet businesses. Each day, every level of operations, every manager, and every trader is given fresh figures on position risk and key sensitivity values. Through this, the company’s risk controls and trading strategies can be properly analyzed and necessary alerts can initiated. Setting risk control guidelines for each level of operations allows for comprehensive monitoring of risk.

==> picture [164 x 213] intentionally omitted <==

(4) Our Risk Management Organization

As part of our risk control measures, we have created an independent risk control department and constructed an integrated risk control architecture that encompasses all facets of the organization, including the Board of Directors, the Risk Management Committee, the President Office, the Assets/Liabilities Management Committee, the Risk Control Office, the Auditing Office, the Compliance Division, the Finance Department, the Business units and Settlement & Clearing Department. Each segment of the company has clearly spelled-out obligations and every level of the company has clearly defined authorities.

  • i. Board of Directors: Audits the company’s risk management policy, supervises sales business strategies, approves all business proposals and trading permissions, is ultimately responsible for risk management.

46

2019 Annual Report

III. Corporate Governance

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----- Start of picture text -----

Implementation Status Deviations from
“the Corporate
Governance Best-
Evaluation Item Practice Principles
Yes No Abstract Illustration for TWSE/TPEx
Listed Companies”
and Reasons
VIII. Is there any other important ii. Risk Management Committee: Is a committee
information to facilitate a better established by the Board of Directors tasked
understanding of the company’s with integrating all risk management operations,
corporate governance practices with supervising and assisting all the various risk
(e.g., including but not limited management and related operations. The committee
to employee rights, employee is also tasked with setting the various risk authorities,
wellness, investor relations, limits, and targets, for a centralized supervision of the
supplier relations, rights of status of all of the company’s risk management efforts.
stakeholders, directors’ and iii. President Office: Supervises the daily implementation
supervisors’ training records, of all of the company’s risk management operations
the implementation of risk and authorizes any exceptions to the risk management
management policies and protocols.
risk evaluation measures, the
iv. Assets/Liabilities Management Committee: Controls
implementation of customer
the company’s overall asset structure, collects and
relations policies, and purchasing
analyzes domestic and international interest rates,
insurance for directors and
exchange rates, and economic changes.
supervisors)?
v. Risk Control Office: Is responsible for the drafting
of risk policies and regulations, for monitoring
market and credit risks, for monitoring liquidity risks,
for compiling data on operational risk control and
management, for constructing and maintaining the
risk management system, for implementation of risk
management systems and for ensuring company-wide
regulatory compliance.
vi. Auditing Office: Sets operations risk controls, sets
the standards for risk control systems, puts in place
internal auditing controls, and implements daily check
routines.
vii. Compliance Division: Implements legal risk controls
and ensures that all businesses and risk management
operations are in compliance with relevant laws and
regulations. Compliance Division concurrently is
responsible for anti-money laundering and counter-
terrorist financing, developing relevant regulations and
systems, monitoring internal control and transactions,
supervising the implementation by business units,
holding training sessions, and reporting cases
suspicious of money laundering.
viii. Finance Department: Monitors capital adequacy rates
and liquidity risks, and analyzes the company’s asset/
liability structure and other key financial ratios.
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47

President Securities Corporation

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Implementation Status Deviations from
“the Corporate
Governance Best-
Evaluation Item Practice Principles
Yes No Abstract Illustration for TWSE/TPEx
Listed Companies”
and Reasons
VIII. Is there anyother important ix. Business units: Based on the company’s risk
information to facilitate a better management policies and regulations sets risk
understanding of the company's management guidelines for various businesses, and
corporate governance practices produces a report on abnormal risk items for the Risk
(e.g., including but not limited Control Office.
to employee rights, employee x. Settlement & Clearing Department: Implementation of
wellness, investor relations, risk control and management for settlement, clearing,
supplier relations, rights of and short-sale business operations. Implementation
stakeholders, directors' and of risk management and business department risk
supervisors' training records, management for transactions.
the implementation of risk ✓ H. President Securities has already purchased liability
management policies and insurance from ACE insurance and AIG Asia Pacific None
risk evaluation measures, the
Insurance Pte. Ltd. for all of its directors, and key
implementation of customer
employees (Policy Value: US$10 million; Policy Term:
relations policies, and purchasing
insurance for directors and September 1, 2019, to September 1, 2020).
supervisors)?
IX. The improvement status for the ✓ In the Corporate Governance Evaluation of 2019, the None
result of Corporate Governance Company's final evaluation score was 93.55, placing
Evaluation announced by Taiwan the Company between 6% and 20% of the total listed
companies. In the previous evaluation, for any items
Stock Exchange.
where the Company did not gain any points, such as
whether the Company has disclosed the amounts of its
annual greenhouse gas emissions, water consumption, and
the total weight of waste produced in the past two years,
the Company commissioned SGS Taiwan to conduct
an inspection and review the certification process; as
a result, ISO-14064-1 certification has been obtained.
For other items that required improvement on the part
of the Company, the Company has also actively worked
to strengthen plans to improve its actions and ensure
the quality of information disclosed, so as to improve
corporate governance performance and achieve the goal
of maintaining sustainable business operations.
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E. Composition, responsibilities, and operation of the Remuneration Committee

In accordance with the “Regulations Governing the Appointment and Exercise of Powers by the Remuneration Committee of a Company Whose Stock is Listed on the Stock Exchange or Traded Over the Counter” published by the competent authority on March 18, 2011, the Company has completed the discussion and resolution of the proposal by September 30, 2011, as required. Please refer to the description of the Remuneration Committee on page 49 of the Annual Report for the information on the operations.

1. Information Regarding Remuneration Committee

==> picture [542 x 175] intentionally omitted <==

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Criteria Meets One of the Following Professional Qualification Requirements,
Independence Criteria (Note)
Together with at Least Five Years’ Work Experience
Number of Other
Public Companies
position in a department An instructor or higher A judge, public prosecutor, attorney, Certified Public Has work experience in Which the
Title of commerce, law, finance, Accountant, or other in the areas of Individual is Remark
academic department related accounting, or other specialist who has passed a professional or technical finance, or accounting, commerce, law, 1 2 3 4 5 6 7 8 9 10 Concurrently Serving
to the business needs of the national examination and or otherwise necessary as an Remuneration
Company in a public or been awarded a certificate for the business of the Committee Member
private junior college, college in a profession necessary for Company
or university the business of the Company
Name
Independent Pai, Chun-
✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ 1
Director Nan
Independent Liang, Yann-
✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ 0
Director Ping
Independent Horng, Yuan-
✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ 1
Director Chuan
Independent Song, Yung-
✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ 0
Director Fong
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48

2019 Annual Report

III. Corporate Governance

Note: Please tick the corresponding boxes that apply to the directors or supervisors during the two years prior to being elected or during the term of office.

  • 1.Not an employee of the Company or any of its affiliates.

  • 2.Not a director or supervisor of the Company or any of its affiliates. (However, if the independent directors engaged concurrently by the Company, its parent company, and its subsidiary or a subsidiary under the same parent company in accordance with this Act or local laws and regulations, this requirement shall not apply).

  • 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 the Company or ranking in the top 10 in holdings.

  • 4.Not a manager of the 1st subparagraph, or a spouse, relative within the second degree of kinship, or lineal relative within the third degree of kinship of the persons 2nd and 3rd subparagraphs above.

  • 5.Not a director, supervisor, or employee of a corporate shareholder who directly holds more than 5% of the Company’s total issued shares, who is among the top five shareholders, or who designates his or her representative to serve as a director or supervisor of the Company in accordance with Paragraph 1 or 2, Article 27 of the Company Act; (however, if the independent directors engaged concurrently by the Company, its parent company, and its subsidiary or a subsidiary under the same parent company in accordance with this Act or local laws and regulations, this requirement shall not apply).

  • 6.Not a director, supervisor, or employee of another company where a majority of the Company’s director seats or voting shares and those of another company are controlled by the same person; (however, if the independent directors engaged concurrently by the Company, its parent company, and its subsidiary or a subsidiary under the same parent company in accordance with this Act or local laws and regulations, this requirement shall not apply.)

  • 7.Not a director (or a managing director), supervisor, or employee of another company or institution where the Chairman, the President, or person holding an equivalent position of the Company and a person in an equivalent position at another company or institution are the same person or spouses; (however, if the independent directors engaged concurrently by the Company, its parent company, and its subsidiary or a subsidiary under the same parent company in accordance with this Act or local laws and regulations, this requirement shall not apply.)

  • 8.Not a director, supervisor, officer, or shareholder holding 5% or more of the shares, of a specified company or institution which has a financial or business relationship with the Company.(However, if a specific company or institution holds more than 20% and no more than 50% of the total issued shares of the Company and if the independent directors engaged concurrently by the Company, its parent company, and its subsidiary or a subsidiary under the same parent company in accordance with this Act or local laws and regulations, this requirement shall not apply.)

  • 9.Not a professional individual, or a spouse, who is an owner, partner, director, supervisor, or officer of a sole proprietorship, partnership, company, or institution that provides auditing services, commercial, legal, financial, accounting services or consultation to the Company or to any affiliate of the Company, the cumulative amount of payments obtained in the past two years has not exceeded NT$ 500,000. These restrictions do not apply to people whose duties are performed in accordance with the Securities and Exchange Act and the Business Mergers And Acquisitions Act or members of the Tender Offer Review Committee or the M&A Special Committee.

  • 10.Not been a person of any conditions defined in Article 30 of the Company Law.

2. Operations of the Remuneration Committee

  • (1) The committee is composed of four members.

  • (2) Term of the committee members: From June 21, 2018 through June 20, 2021. The Remuneration Committee met 6

times (A) in the most recent year. The qualifications and attendance of the members are listed below:

Title Name Attendance in
Person (B)
By Proxy Attendance rate (%)
(B/A) (Note)
Remark (Note)
Convener
Pai, Chun-
Nan
6
0
100%
New appointment on 2018.6.21
Member
Liang, Yann-
Ping
6
0
100%
Reappointment on 2018.6.21
Member
Horng, Yuan-
Chuan
6
0
100%
New appointment on 2018.6.21
Member
Song, Yung-
Fong
6
0
100%
New appointment on 2018.6.21
Other mentionable items:
1. If the board of directors declines to adopt or modifies a recommendation of the remuneration committee, it should specify
the date of the meeting, session, content of the motion, resolution by the board of directors, and the Company’s response to
the remuneration committee’s opinion (eg., the remuneration passed by the Board of Directors exceeds the recommendation
of the remuneration committee, the circumstances and cause for the difference shall be specified): None.
2. Resolutions of the remuneration committee objected to by members or expressed reservations and recorded or declared in
writing, the date of the meeting, session, content of the motion, all members’ opinions and the response to members’ opinion
should be specified: None.
  • Note 1: When a member of the Remuneration Committee resigns before the end of the year, the remark column shall be annotated with the date of resignation. Actual attendance rate (%) shall be calculated based on the number of meetings held by the Remuneration Committee and the number of actual attendance during the term of service.

  • Note 2: When an election is held for the Remuneration Committee before end of the year, members of both the new and old committee shall be listed in separate columns and noted as new, old or re-elected members, along with the elected date, in the “Remark” column. The actual attendance rate (%) shall be calculated based on the number of meetings held during the member’s term in the Remuneration Committee and the number of actual attendance of this member.

49

President Securities Corporation

(3) 2019 remuneration committee proposal discussion and resolution:

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Remuneration Committee Item Resolution
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Remuneration Committee Item Resolution
2019.03.08
The 3rd Meeting of the 4th
Remuneration Committee
1. The proposal for 2018 bonus
distribution ratio for employees and
directors.
2. The proposal for 2018 bonus allocation
for employees and directors.
Proposal 1: All members of the committee
present voted in favor of the resolution without
any objection and submitted it to the Board of
Directors for discussion.
Proposal 2: All members of the committee
present voted in favor of the resolution without
any objection and submitted it to the Board of
Directors for discussion.
2019.04.19
The 4th Meeting of the 4th
Remuneration Committee
1. Amendments to the performance bonus
for the Proprietary Trading Department
2. Amendments to the performance bonus
for the Financial Product Department
Proposal 1: All members of the committee
present voted in favor of the resolution without
any objection and submitted it to the Board of
Directors for discussion.
Proposal 2: All members of the committee
present voted in favor of the resolution without
any objection and submitted it to the Board of
Directors for discussion.
2019.05.31
The 5th Meeting of the 4th
Remuneration Committee
1. The proposal for 2018 bonus
distribution to employee and
managerial officers
2. Amendments to the Board of Directors
Performance Evaluation Measures of
the Company
Proposal 1: All members of the committee
present voted in favor of the resolution without
any objection and submitted it to the Board of
Directors for discussion.
Proposal 2: All members of the committee
present voted in favor of the resolution without
any objection and submitted it to the Board of
Directors for discussion.
2019.08.15
The 6th Meeting of the 4th
Remuneration Committee
1. Periodic review and evaluation
of the policy and structure of the
remuneration provided to the
Company’s Directors
All members of the committee present voted in
favor of the resolution without any objection
and submitted it to the Board of Directors for
discussion.
2019.05.23
The 7th Meeting of the 4th
Remuneration Committee
1. The proposal for the Chairman's
housing allowance.
All members of the committee present voted in
favor of the resolution without any objection
and submitted it to the Board of Directors for
discussion.
2019.12.06
The 8th Meeting of the 4th
Remuneration Committee
1. The proposal for changes in President
Securities’ employee stock ownership
trust
2. Periodic review and evaluation of
the policies and structure of the
remuneration to the Company’s high-
ranking executives and managerial
officers
3. The proposal for adjustment of the
profit-bonus system.
Proposal 1: All members of the committee
present voted in favor of the resolution without
any objection and submitted it to the Board of
Directors for discussion.
Proposal 2: All members of the committee
present voted in favor of the resolution without
any objection and submitted it to the Board of
Directors for discussion.
Proposal 3: All members of the committee
present voted in favor of the resolution without
any objection and submitted it to the Board of
Directors for discussion.

50

2019 Annual Report

III. Corporate Governance

F. Corporate Social Responsibility (CSR) and Deviations from “ Corporate Social Responsibility Best Practice Principles for TWSE/GTSM Listed Companies ”

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Implementation Status Deviations from
Corporate Social
Evaluation Item Responsibility(CSR)
Yes No Abstract Explanation Best Practice Principles of TWSE/GTSM Listed
Companies” and Reasons
I. Does the company conduct ✓ The Company’s corporate social responsibility (CSR) is None
risk assessments related implemented by the Management Department, which is responsible
to environmental, social, for the formulation and implementation of corporate social
and corporate governance responsibility policies, systems, or relevant management guidelines
issues that are related to and specific implementation plans. Each year, the department
the company’s operations organizes social responsibility events and activities, including
in accordance with the social contributions, social welfare, and community participation,
materiality principle, and and formulates CSR policies, which are approved by the Board of
formulate relevant risk Directors; the results of the implementation by relevant units are
management policies or reported to the Board of Directors within four months after the end
strategies? of each year.
The Company conducts risk assessments on environmental, social,
and corporate governance issues related to its corporate operations
in accordance with the materiality principle. Relevant policies are
formulated for issues of materiality identified, as detailed in the
CSR report.
Main Topic Assessment Risk Management Policies and Strategy
The company is developing policies and strategies designed to address risk factors related to climate, such as heavy rain events, earthquakes, and high
temperatures with the goal of maintaining the safety and robustness of the Company's operations. For example, the low-carbon transformation policy on
the client side includes the full development of digital financial management. This includes the availability of online signing of a wide variety of consent
Climate documents and risk notices required by the appropriate authorities for opening accounts remotely, conducting various transactions directly on mobile
Environment change and devices, and online inquiry used to confirm whether a transaction has been conducted successfully. The goal is to make sure the Company's services will
environmental not be affected by climate change and other related events or disasters. As for the Company's operations, the Company will comprehensively review
protection business processes and convert administrative forms into electronic documents, purchase environmentally-friendly labeled products, phase out older
energy-consuming equipment year by year to reduce energy consumption, streamline energy expenditures, improve operational efficiency, and hire
an external certification agency to formally introduce and complete the IOS14064-1 standard for greenhouse gas inventory. The goal is to reduce the
generation of a carbon footprint through such interlocked low-carbon operations.
The Company pays attention to the safety of employees' work environment. In addition to minimizing the hazards present in the office environment, the
Head Office and all branches have selected and assigned appropriate employees to obtain Fire Safety Manager Certificates and the become qualified as
Occupational category B labor occupational safety and health supervisors, while formulating fire-fighting plans for the workplace, to maintain a safe office environment.
safety and The Company's Head Office and workplaces have each purchased public accident liability insurance to protect rights and interests of clients and to provide
health employer accident liability insurance to protect employees' rights and interests. A total of four automated extracorporeal defibrillators (AEDs) have been
set up on specific floors of the Company's Head Office building, and a total of 45 employees have obtained first-aid safety and health education along with
training certificates in 2019 to ensure the safety of their peers.
In addition to the independent operation of finance and business, the management rights and responsibilities of the Company and affiliated companies
are clearly divided, and their business dealings or transactions are handled in accordance with the relevant laws and regulations. In addition, an "Internal
Control System for Supervision and Management of Subsidiaries" has been established to control and manage subsidiaries. The Information System
Social issues Department of the Company has formally established an information security section assigned to upgrading the previous task-based team to a normal
organization. This section is staffed with a dedicated information security supervisor and two dedicated information security personnel to strengthen the
Customer maintenance, security, and control of the information systems and the stability of business adjustment The goal is to ensure that the organization carries out
privacy information security management operations effectively and provides clients with the most secure information trading environment.
protection and Since August 2013, the Company has applied for and obtained the British Standards Institution's ISO 27001: 2005 version of the information security
information certification for electronic trading systems. It passed the information security certification renewal and obtained the revised ISO 27001: 2013 version
security of the certification at the end of July 2014. Afterwards, the Company has applied for renewal of the certification annually and applied for review of the
certification every three years (2016 and 2019) to implement the Company's internal matters in a standard and systematic manner to reduce operational
errors. The Company has adopted TWCA as the certificate authority for authentication and verification of orders placed. When clients are conducting
online transactions, in addition to having the account number and password checked by a securities firm or a futures firm, each transaction needs to be
confirmed with a certificate issued by an impartial third party, along with the use of internationally recognized SSL technology for transmission encryption,
to increase the degree of security that is valued during online transactions.
The Company's Board of Directors has established a Risk Management Committee to supervise daily risk management affairs effectively. The risks
involved in the Company's business include risks related to the market, credit, liquidity, operations, legal issues, and model risks, which have been included
in the scope of risk management. In addition, a three-stage defense system for risk management has been implemented.
Corporate governance Risk control/audits The first-stage defense: When each business unit executes its business, it will monitor risks on its own.The second-stage defense: An independent dedicated unit has been established to formulate and execute risk policies, operating guidelines, and risk control
systems as the second-stage of defense in the monitoring of risks.
The third-stage defense: The risk management system is integrated into the internal audit system to provide for independent review.
II. Has the company established a ✓ The Company’s CSR was implemented by the Management None
dedicated unit or appointed a Department where CSR integration teams are formed,
including a corporate governance promotion team, a customer
unit for promoting CSR? Is the
service promotion team, an employee care promotion team,
unit authorized by the Board an environmental protection promotion team, and a social
of Directors to implement CSR participation promotion team. They are responsible for proposal and
activities at upper management implementation of CSR policies, systems, relevant management
levels? Does the unit report the policies, and specific implementation plans. They organize social
responsibility events and activities, including social contribution,
progress of such activities to the
social welfare, and community participation events each year and
Board of Directors? each year regularly hold three integration meetings to set goals,
manage implementation, and review performance for various
areas, while compiling the documentation of implementing the
performance of CSR for the year into a CSR report. They also
formulate CSR policies, which should be approved by the Board of
Directors, and the results of implementation by all relevant units are
reported to the Board of Directors within four months after the end
of each year.
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51

President Securities Corporation

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Implementation Status Deviations from
Corporate Social
Evaluation Item Responsibility(CSR)
Yes No Abstract Explanation Best Practice Principles of TWSE/GTSM Listed
Companies” and Reasons
III. Environmental Issues
A. Does the company endeavor ✓ A. We care deeply about protecting the environment, about None
to utilize all resources more reducing our impact on the environment, and about our
efficiently and use renewable
responsibility for sustainability. The Company is also committed
materials which have low impact
on the environment? to green energy, environmental protection, and reducing waste
in a sustainable manner. To this end, the Company place waste
sorting receptacles on all floors of its facilities and is strict
about adhering to recycling principles. The Company purchases
products that comply with energy-saving standards, have been
given green marks, and uses green building materials to reduce
the impact of its operations on the environment and society
and thus promote pursuit of environmental protection, energy
conservation, and carbon reduction.
B. Does the company establish ✓ B. President Securities operate financial services and, therefore, None
proper environmental does not produce any environmental pollutants or waste.
management systems based The main source of greenhouse gases that we produce is
on the characteristics of their from our power consumption. In an effort to be increasingly
industries? environmentally friendly and to reduce our carbon footprint,
we have implemented many initiatives aimed at replacing
company equipment with low power consumption equipment.
We have also implemented an electronic management system
of internal document and electronic account statements for our
customers, so as to reduce our consumption of paper products.
We also send out regular emails to all employees that discuss
key environmental concepts.
C. Does the company evaluate the ✓ C. In view of the increasingly serious problems related to global None
current and future potential risks warming, the issue of climate change has attracted a great
and opportunities created by amount of attention from global enterprises. Our commitment
climate change for the company to environmental sustainability includes working toward
and take measures to respond to reducing our environmental impact while serving customers,
climate-related issues? and actively implementing pollution prevention, energy
conservation, carbon reduction, and environmental protection
efforts.
In response to the impact of extreme climate on the earth,
“climate change and environmental protection” is the issue
of materiality identified by the Company that is related to
the environmental dimension. We are thinking about how
to respond and turn risk factors into business opportunities!
Transformation into a low-carbon business has become the
focus of the Company’s environmental sustainability policy.
We are committed to developing a digital financial system to
achieve the goal of transforming the business into a low-carbon
one. We are committed to promoting and continue to promote
the following items:
i. Develop a digital financial system to reduce the generation
of a carbon footprint.
ii. Require the purchase of green-marked products and strictly
request procurement of local products.
iii. Promote environmental protection management policies
regularly and continue to improve our commitment to the
environment and wise energy use.
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2019 Annual Report

III. Corporate Governance

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Implementation Status Deviations from
Corporate Social
Evaluation Item Responsibility(CSR)
Yes No Abstract Explanation Best Practice Principles of TWSE/GTSM Listed
Companies” and Reasons
D. Has the company measured its ✓ D. In an effort to reduce our carbon footprint, the Company None
greenhouse gas emissions, water adheres to government policies on indoor climate controls, as
consumption, and total weight well as removing and replacing outdated equipment with more
of waste in the past two years, energy-efficient models, followed-up by regular inspections.
and formulated policies related Every year a table is generating showing monthly water and
to energy conservation, carbon electricity usage by department and any department that has
reduction, greenhouse gas exceeded its pre-determined limits must submit an explanation
reduction, water consumption, for the abnormality and its plan for corrective action. Plus, all
or other waste management? departments are encouraged to keep environmental concerns
and conservation in mind when making purchasing decisions
so as to select and use equipment that is most energy-efficient.
Another way that we help to lower our carbon footprint and
greenhouse gas emissions is to regularly encourage employees
to take elevators less and opt for taking the stairs as this is a
very effective way to reduce carbon emissions.
In all employee washrooms and kitchens, we have placed water
conservation reminders and all taps have been outfitted with
water stream reduction devices. Indeed, we have implemented
environmentally friendly policies at all levels of the Company,
by encouraging a high level of online trading, electronic
processing of administrative affairs, all offices outfitted with
environmentally friendly equipment and materials, water and
electricity conservation initiatives, waste paper reduction
policies, etc. In 2019, the Company’s headquarters consumed
15,273 cubic meters of water which accounts for 1,016 kg
carbon emissions, and 1,493,828 kilowatt-hours of electricity
which accounts for 796,210 kg emissions. The Company
passed the greenhouse gas inventory verification requirements
of ISO14064-1: 2017 and 2018 on September 21, 2019. We
shall continue to promote environmental protection awareness
among colleagues and it has established a goal of reducing
carbon emissions by 2% in 2020 to build a greener enterprise.
IV. Social Issues

A. Does the company formulate A. The Company formulates its relevant management rules and None
appropriate management regulations, regularly reviews the differences between internal
policies and procedures and external labor laws and regulations, and adjusts relevant
according to relevant regulations regulations in due course in accordance with the principles
and the International Bill of of international human rights conventions. This includes
Human Rights? compliance with the Enforcement Act of Convention on the
Elimination of All Forms of Discrimination against Women,
the Implementation Act of the Convention on the Rights of the
Child, and the Enforcement Act of the International Covenant
on Civil and Political Rights and the International Covenant
on Economic, Social and Cultural Rights, as well as the Labor
Standards Act and relevant laws and regulations. In addition,
relevant information is disclosed through public channels
to enable employees to fully understand and protect their
legitimate rights and interests. Meanwhile, the Corporate Social
Responsibility Best Practice Principles have been formulated to
protect the basic human rights of all employees, customers, and
related parties so as to safeguard the public interests.
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53

President Securities Corporation

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Implementation Status Deviations from
Corporate Social
Evaluation Item Responsibility(CSR)
Yes No Abstract Explanation Best Practice Principles of TWSE/GTSM Listed
Companies” and Reasons
B. Has the company formulated ✓ B. The Company has established various salary and benefit None
and implemented reasonable measures for employees in accordance with the Labor
employee benefit measures Standards Act and relevant regulations, and provides market-
(including salary, leave, competitive benefits to motivate employees, while conducting
and other benefits), and periodic performance evaluations and linking performance with
appropriately reflected operating bonuses to share surpluses and results with its employees.
performance or results in
employee compensation?
C. Does the company provide ✓ C. We focuses on the safety and health of the employees’ working None
a healthy and safe working environment. Aside from improving the dangerous factors
environment and organize within the environment, we also hire a health management
training on health and safety specialist, establish health consulting room, and offer employee
for its employees on a regular health inspections on annual basis, with hope to let employee
basis? understand and manage their own health status in advance.
President Securities provides health counseling, followed by
follow-up health assessments. We organize regular health
seminars and an online health and sanitation guidance system
that provides preventative health information; we offer an
employee activity center, gym, table tennis and billiards
room, and we actively encourage employee clubs and groups,
all to promote the physical and emotional wellbeing of our
employees.
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2019 Annual Report

III. Corporate Governance

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Implementation Status Deviations from
Corporate Social
Evaluation Item Responsibility(CSR)
Yes No Abstract Explanation Best Practice Principles of TWSE/GTSM Listed
Companies” and Reasons
D. Does the company provide ✓ D. The company provides a series of employee training in respone None
its employees with career to the trends of financial market. We create career planning
development and training and career development base on indivisual needs of staff’s
sessions? positions, such as the project of cross-selling for diversified
products, human capacity building, stregthening occupational
management and so on.
None
E. Does the company comply ✓ E. The Company implements personal data protection and
with relevant laws, regulations, management measures, abides by the relevant provisions of
and international standards the Personal Data Protection Act, and protects customers’
related to customer health and rights in terms of their personal data. This is designed to
safety, customer privacy, as reduce the impact of infringement on any personal data
well as marketing and labeling files, while continuing to operate and improve the personal
of products and services, and data management system. A personal data protection policy
does the company formulate statement was issued in 2012. The company-wide “Education
relevant protection policies and Training Session on the Personal Data Protection Act”
of consumers’ rights and is offered at least once a year, and a test will be given after
interests as well as complaint each session to examine the learning efficacy of participants
procedures? and to ensure that employees have a full understanding of the
importance of protecting personal data and understands the
operating regulations related to personal data.
In order to provide customers with the most comprehensive
services, the Company has a dedicated customer service
department—the Customer Service Center, which provides
customers with complaint channels, dedicated lines, and
dedicated personnel to help customers solve their problems.
The Customer Service Center is designed to ensure that
the Company provides high quality and reliable services
to customers. Through the three major operating aspects
(personnel, systems, and processes) and the support of superior
service systems, customers’ needs can be effectively addressed.
In the process of providing services, when problems are
discovered the processes are constantly improved. The goal is
to improve customers’ satisfaction with their interaction with
the Company, so that the management of customer relationships
can reach the best possible state.
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55

President Securities Corporation

Implementation Status Implementation Status Implementation Status Deviations from
Corporate Social
Responsibility(CSR)
Best Practice Principles
of TWSE/GTSM Listed
Companies” and Reasons
Evaluation Item Yes No Abstract Explanation
F. Has the company formulated
supplier management policies
that requires suppliers to
follow relevant regulations on
issues, such as environmental
protection, occupational safety
and health, or labor rights? How
are these policies implemented?

F. In order to maintain the quality of suppliers’ services, the
Company conducts assessments of its existing partner’s
operations in accordance with the Supplier Evaluation and
Management Regulations each year. This effort is divided into
initial, regular, and irregular evaluations; the results can be
divided into four-levels of suppliers, namely levels A, B, C,
and D, as the basis for considerations for future cooperation. In
addition, the Company has required its main suppliers to sign
a “Supplier Social Responsibility Commitment Letter.” The
suppliers are clearly committed to complying with international
human rights conventions and labor laws, providing employees
with a fair, healthy, and safe workplace environment,
prohibiting discrimination and unequal differential treatment,
and complying with relevant environmental protection
regulations. For suppliers who violate this commitment letter,
the Company may request termination of the related contract
or suspension of the partnership. In 2019, the Company used
a total of 216 suppliers, of which 76 of these suppliers had
sales and purchase contracts and/or maintenance contracts.
The remaining suppliers were involved in one-time or online
purchases. The figure is mainly based on the sales and purchase
contracts along with maintenance contracts. A total of 78% of
the suppliers have signed a commitment letter.
None
V. Does the company refer to the international common reporting standards or guidelines to compile reports, such as CSR reports that
disclose the company’s non-financial information? Have the quality of the said reports been confirmed a third-party verification
entity?
In 2011, the Company published its first “President Securities 2010 Securities Corporate Responsibility Report”, and has produced
subsequent annual reports ever since. The reports are available online for download at the Company’s corporate website, www.pscnet.com.
tw. Our corporate social responsibility report for 2018 was published in August 28th, 2019 and was certified by a third party (PwC Taiwan),
using the “Non-Financial Information Auditing and Certification Letter” format suggest the report is in compliance with the GRI Standards
and that covers all items required by GRI Standards reporting policies.
VI. If the Company has established the corporate social responsibility principles based on “the Corporate Social Responsibility
Best-Practice Principles for TWSE/TPEx Listed Companies”, please describe any discrepancy between the Principles and their
implementation:
For the implementation of the corporate governance, the Company’s Board of Directors approved the "President Securities Corporate Social
Responsibility Best practice Principles" on July 2, 2012. Implemental reports of "President Securities Corporate Responsibility Principles"
were proposed in board meeting every year, and report of the year 2019 was proposed in the 12th meeting of the 11th Board of the company.
VII. Other important information to facilitate better understanding of the Company’s corporate social responsibility practices:
A. Environmental Protection Measures
Although the Company is a securities firm that does not produce any environmental pollutants, we still care deeply about protecting the
environment, about reducing our impact on the environment, and about our responsibility for sustainability.
B. Participation in Public Service
President Securities Corp. has been a long-standing supporter of important social charitable activities and, for its efforts, has been recognized
with the 7th annual Wenxin Award and the 6th National Civic Service Award, and Top 50 by the Commonwealth magazine in 2013, 2015,
2016, and 2017. Besides, the Company was recognized and reward by the Taiwan Fund for Children abd Families in 2013.
The Company has taken concrete actions to cooperate with the Taiwan Fund for Children and Families from 2007 to 2019 to help children
from financially challenged families with their studies. The Company also mobilized all employees and customers for joint participation
and invested actual funds and various equipment to social welfare activities to fulfill corporate social responsibilities. The Company raised a
total of NT$2.3 million from 1,226 participants in 2019.

56

2019 Annual Report

III. Corporate Governance

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Implementation Status Deviations from
Corporate Social
Evaluation Item Responsibility(CSR)
Yes No Abstract Explanation Best Practice Principles of TWSE/GTSM Listed
Companies” and Reasons
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Since 2001, the Company has organized all employees in PSC, PFC, PAMC, PCHC, PIAC, and PSC Venture Capital as well as allowing customers to participate in the “Love Delivery Activities” that provide children from financially challenged families with scholarships. A total of approximately 8,798 elementary school, junior high school, and senior high school students were beneficiaries. The activities have provided school children from poor families with opportunities to explore different academic disciplines for their own development and growth. In 2019, the Company launched President Securities Volunteer Day, with 333 employees from three departments of the headquarters and 15 branches (42% of the branches) who participated enthusiastically. Volunteering services include community street sweeping, mountain cleaning activities, elder care, receipt collection, and library administrative services. At the Double-ninth Festival, the Company donated NT $100,000 to the Eden Social Welfare Foundation to provide meals for the disadvantaged elderly, and the Company’s volunteers went to the Pei-Ta Elderly Care Center in Sanxia to enjoy meals with the disadvantaged elderly. The volunteers participated in the Tainan Diamond Wedding Charity Event and “Hometown x Taiwan Christmas Charity Event” organized by the Uni-President Corporation’s foundation, through which they gave a total of 200 gifts to the elderly and children who had been invited to enable them to feel the festive atmosphere while the Company could put its corporate social responsibility actions into practice. C. Customer Rights We have assigned a spokesperson to be responsible for providing information to shareholders and investors, and for posting periodical and non-periodical financial and operating information on the government-operated MOPS website. We have also setup an "Investor Section" on our website where investors and shareholders can obtain information on the following: (1) President Securities’ design and sale of financial products adheres to all relevant laws and regulations. (2) Company introduction in Chinese and English. (3) Company financial statements. (4) Board of Director meeting Minutes. (5) Investor Suggestion Box, which is manned by Public Affairs personnel who are responsible for replying to all comments received. D. Employee Rights and Hiring Concerns (1) To boost work efficiency and solidarity among our employees, we place particular emphasis on benefits programs and labor relations, and thus ensure employee welfare in a comprehensive manner. (2) General accident insurance has been purchased for each of our branches and work premises so as to protect customer rights. Employer insurance has also been purchased so as to protect the interests of all employees. E. Rights of the stakeholders The Company respects rights of the stakeholders in expressing their opinions and has established a stakeholder section on the official website to build up a communication channel and to explain the Company’s corporate social responsibility (CSR) ideas and policies. For investors, employees, suppliers, customers, competent authority and community/NGO, the Company has established a communication platform, on which there are dedicated personnel to respond to any questions, to maintain good communication with the employees. F. Customer policy (1) Policy: “3 Goods and 1 Fair” ─ “Good Quality”, “Good Credibility”, “Good Service”, and “Fair Price”. This is combined with “Professional Leadership, Kind Service”, in providing all customers with comprehensive services. (2) Implementation: We have established a Customer Services Department—The Customer Service Center, which offers customers an avenue through which to register complaints, which operates a customer service hotline which is manned by customer service specialists who help to solve customer problems, and which ensures that all account correspondence sent to clients includes clear product risk warnings.

G. Ethical business operation at the Company and related implementation and Deviations from “Ethical Corporate Management Best Practice Principles for TWSE/GTSM Listed Companies”

1. Ethical business operation

Our company has always applied the principle of “integrity and sustainable management”, to serve our customers sincerely. We also inherit the spirit of “3 Goods and 1 Fair”. We protect clients’ rights with flawless service. We pursue long-term, steady and balanced growth in the spirit of integrity management.

57

President Securities Corporation

  • (1) The company has established “Ethical Corporate Management Best Practices Principles” and “Fair Client Treatment Principles”, and strives to adhere to these concepts.

  • (2) The Company makes its corporate management and financial data publically available in a transparent manner as is required by the competent authority and underwent the authority’s 3rd annual corporate governance evaluation in 2016, scoring in the top-5 percent among listed company in Taiwan.

  • (3) Insure company directors, supervisors, and managers’ liability insurance, also employees’ credit insurance.

  • (4) The Company is active in participating in community activities, and in fostering sustainable development sustainable development.

2. Ethical Corporate Management:

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Implementation Status Deviations from the
Ethical Corporate
Evaluation Item Management Best
Yes No Abstract Illustration Practices Principles
for TWSE listed
companies and reasons
I. Establishment of ethical corporate
management policies and programs
None
A. Does the company declare its ethical ✓ A. On August 23, 2012, the Board of Directors issued "Ethical
corporate management policies and Corporate Management Best Practice Principles" and
procedures, formulate the Ethical revealed the principle in 2013 shareholders’ meeting.
Corporate Management Policy This proves the management’s commitment to Integrity
approved by the Board of Directors management. And in March 2020, the Board of Directors
has been formulated, and, in its approved the establishment of an ethical corporate
guidelines and external documents, as management task force which served under the Board of
well as the commitment from its board Directors. In addition, the Company’s 2019 Corporate
and management level to implement Social Responsibility report delivers information regarding
the policies? the Company’s efforts in and contributions to fulfilling
its social responsibilities to stakeholders. The Company’s
senior management and board members are responsible
during supervision in line with the principle of integrity
in the execution of business, in order to create a business
environment in support of sustainable development.
B. Has the company established an ✓ B. The Company has explicitly prohibited any direct or None
assessment mechanism designed to indirect offering, promising, requesting, or receiving
address the risk of unethical conduct, of any improper benefits.To prevent unethical conduct,
regularly analyzed and evaluated in addition to what is set out in the Ethical Corporate
business activities with a high risk of Management Best Practice Principles, the Company has
unethical conduct within the business clearly stipulated measures in the work rules that are
scope, as well as formulated unethical designed to facilitate the adoption of preventive measures
conduct prevention programs and the Company offers education sessions, to implement
accordingly? Such measure should at the ethical corporate management policy.
least covers activities stated in Article
2, Paragraph 7 of the ethical corporate
management best-practice principles
for TWSE listed companies.
C. Does the company establish policies ✓ C. To execute integrity management and prevent dishonesty, None
to prevent unethical conduct with the company adds related rules to corporate governess
clear statements regarding relevant (Chapter 10 article 48) in 2012, which authorized by the
procedures, guidelines of conduct, Ministry of Labor and publicly announced. Later in 2016,
punishment for violation, rules of the Company established Measures for Whistle-blowing
appeal, the commitment to implement related to Illegal and Unethical Conduct and revised these
the policies, and reviewe/ revise the documents related to the Measures for Reporting of Illegal
policies regularly? and Unethical Conduct in 2019. In order to implement the
Company’s work rules and ethical corporate management
principles, the Company has encouraged the reporting of
any illegal and unethical conduct as well as established
internal and external reporting channels and processing
procedures of the Company to ensure integrity and ethical
conduct within the Company.
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2019 Annual Report

III. Corporate Governance

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Implementation Status Deviations from the
Ethical Corporate
Evaluation Item Management Best
Yes No Abstract Illustration Practices Principles
for TWSE listed
companies and reasons
II. Fufill ethical management
A. Does the company evaluate business ✓ A. Before engaging in any business relationship with None
partners’ ethical records and include any agent, supplier, customer, or any other enterprise,
ethics-related clauses in business we conduct a thorough examination of that party’s
contracts? creditworthiness, so as to avoid entering into any
transactions with non-creditworthy parties. Included in all
agreements with third parties are provisions which allow
for the early termination of such agreement in the event of
any deceitful acts by that party.
B. Does the company establish an ✓ B. The Company has established the “Ethical Corporate None
exclusively dedicated unit supervised Management Practice Team” under the Board of Directors
and appointed the supervisor of Administration Department
by the Board to be in charge of
as the convener, who is responsible for assisting the Board
corporate ethical management, and on
and the management level to establish and supervise the
a regular basis (at least once a year), implementation of ethical corporate management policies
report the status of unethical conduct and protective measures and to ensure the execution of
prevention programs, and the status of Ethical Corporate Management Best Practice Principles.
The team reports to the Board of Directors annually
the supervision of implementation of
related ethics policies to the Board of  The implementation of ethical corporate management
Directors. policies in 2019:
A. Policy announcement:
The Company announce and promote the policies to the
employees. The Administration Department announced
“Developing the corporate culture under ethical corporate
management” policy to prevent unethical behavior to
17,376 people in 2019.
B. Training:
(1) 2019 Corporate Governance courses: Following Economic
trends – the changes and challenges of corporate operation:
70 people and 210 hours in total; prevention of money
laundering and insider trading to stabilize corporate
governance: 51 people and 153 hours in total.
(2) 2019 Insider Trading Examples: 1,462 people and 365.5
hours in total.
(3) 2019 Anti-money Laundering and Counter-terrorism
Training: 1,438 people and 891.5 hours in total
C. Examination: Online exam for 2019 Anti-money
Laundering and Counter-terrorism Training: scoring 95 in
average.
D. The Company has established clear reporting channels,
procedures, and confidentiality measures:
(1) Reporting line: (02) 2748-8173
(2) Reporting email: [email protected]
(3) In written form: delivery to auditing office chief auditor
(4) address: 13F., No. 8, Dongxing Rd., Songshan Dist., Taipei
City 105
C. Does the Company establish policies ✓ C. President Securities’ board is subject to a high degree None
to prevent conflicts of interest and of self-regulation, whereby any board motion that is
provide appropriate communication suspected of having the potential to create any conflict of
channels for complaints and interest with the board or with any of its representatives or
implement it? proxies must undergo evaluation and may not be included
in the board agenda or voted upon by such party, and also
may not be voted on by any representative or proxy of
such party. Board members should exercise self-regulation
and should not conspire to support one another’s improper
actions.
In addition, in order to enable the Directors’ and managers’
conduct to be in line with the ethical standards and
stakeholders to better understand the Company’s ethical
standards, the Company has established the “Codes of
Ethical Conduct for Directors and Managers of President
Securities Corp.” in August 2018.
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President Securities Corporation

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Implementation Status Deviations from the
Ethical Corporate
Evaluation Item Management Best
Yes No Abstract Illustration Practices Principles
for TWSE listed
companies and reasons
D. Has the company established effective ✓ D. In order to ensure healthy and honest operations, the None
systems for both accounting and auditing office is required to submit a report on the
internal control to facilitate ethical adoption of the company’s principles for honest operation
corporate management, has the in its annual audit report, and should ensure that such
internal audit unit developed relevant principles are included in the company’s Work Rules. The
audit plans based on the assessment Committee should also publish on the company website
results of the analysis of the risk of procedures for reporting problems and the corresponding
unethical conduct, and inspect for punishments for such offenses.
compliance with the unethical conduct
prevention programs accordingly, or
has the company appointed CPAs to
perform audits.?
E. Does the company regularly hold ✓ E. The company regularly publishes honest operation None
internal and external educational standards, and implements training courses on these
trainings on ethical management? standards for all new employees.
III. Whistle-blowing system The Company has established “Guidelines for Handling
Reports of Unlawful or Unethical Behavior”.
A. Does the company establish a clear ✓ A. We have established a clear channel for receiving None
whistleblowing and reward system complaints:
and set up a convenient channel for
(1) Complaint Hotline: (02) 2748-8173
reporting unethical activities and
(2) Complaint Email: [email protected]
reward system? Can the accused be
reached by an appropriate person for (3) Written Complaints: Complaints can be mailed or faxed
to our auditing office.
follow-up?
None
B. Has the company established standard ✓ B. Clear protocols for handling complaints have been
operating procedures for investigating established as have confidentiality measures.
any reported misconduct, follow-
up measures to be adopted after
investigations, and relevant
confidentiality mechanisms?
None
C. Does the company provide proper ✓ C. Clear measures have been put in place to protect those who
whistleblower protection? register complaints.
IV. Strengthening information
disclosure
Does the company disclose its ethical ✓ In keeping with the company’s honest operation principles, None
corporate management policies and we endeavor to disclose procedures for ethical corporate
results of its implementation on the management both via intranet and via our offical website
company's website and MOPS? (www.pscnet.com.tw).
V. If the company has established the ethical corporate management policies based on the Ethical Corporate Management
Best-Practice Principles for TWSE/TPExListed Companies, please describe any discrepancy between the policies and their
implementation: There have been no differences.
VI. Other important information to facilitate a better understanding of the company's ethical corporate management practices (e.g.,
review and amend its policies): None.
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H. Corporate Governance Guidelines and Regulations

Except for the Corporate Governance Best Practice Principles, the Company has disclosed relevant rules and regulations that shall be established by law on the Company’s website (Investor Section/Corporate Governance) and the Market Observation Post System (MOPS).

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2019 Annual Report

III. Corporate Governance

I. Other Important Information Regarding Corporate Governance

The Company has disclosed relevant important information regarding corporate governance on the Company’s website (Investor Section/Corporate Governance) and the Market Observation Post System (MOPS).

J. Internal Control Systems:

1. Internal Control Declaration:

Internal control declaration

Implementation of the internal control system of President Securities Corp.

Date: March 26, 2020.

The Company hereby declares the following based on its self -assessment result on the internal control system of 2019: I. The Company is fully aware that the Board of Directors and the management are responsible for the establishment, implementation, and maintenance of the internal control system and it is established accordingly. The purpose of establishing the internal control system is to reasonably ensure the fulfillment of operational effectiveness and efficiency (including profit, performance, and protection of assets safety), financial report reliability, timeliness, transparency and compliance with applicable rules, laws and regulations. II. The internal control system is designed with inherent limitations. No matter how perfect the internal control system is, it can only provide a reasonable assurance to the fulfillment of the three objectives referred to above. Moreover, the effectiveness of the internal control system could be affected by the changes of environment and circumstances. The Company’s internal control system is designed with a self-monitoring mechanism; therefore, the Company will take corrective actions upon identifying any nonconformity. III. The Company has assessed the design and operating effectiveness of the internal control system in accordance with the criteria provided in the “Regulations Governing the Establishment of Internal Control Systems by Service Enterprises in Securities and Futures Markets” (referred to as “the Regulations” hereinafter). The criteria defined in “the Regulations” include five elements depending on the management control process: 1. environment control, 2. risk assessment, 3. control process, 4. information and communication, and 5. supervision. Each of the five elements is then divided into a sub-category. Please refer to “the Regulations” for details. IV. The Company has implemented the criteria of the internal control system referred to above to inspect the design and operating effectiveness of internal control system. V. The Company, based on the inspection approach referred to above, has concluded that the internal control system (including the supervision and management over the subsidiaries) on December 31, 2019 is reasonably effective in achieving the objectives of operational effectiveness and efficiency, financial report reliability, timeliness, transparency and compliance with applicable rules, laws and regulations. Except for the attachment all above mentioned are valid. VI. The Statement is the main contents of the Company’s annual report and prospectus and will be made public. Any illegalities such as misrepresentations or concealments in the published contents mentioned above will be considered a breach of Articles 20, 32, 171, and 174 of the Securities and Exchange Act and Article 115 of Futures and Exchange Act, and entail legal responsibilities. VII. The Statement was resolved in the directors’ meeting with the 0 objection from the 18 attending board directors on March 26, 2020. The contents of the Statement have been accepted without any objection. President Securities Corp. Chairman: Lin, Kuan-Chen President: Tsai, Sen-Bu CFO: An, Chi-Li Chief Auditor: Huang, Sha-Mei

2. If the company has commissioned external auditors to review the company’s internal control system, the external auditor’s report should be disclosed: Not applicable.

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President Securities Corporation

  • K. Conviction of corporate or employees’ wrongdoings, Company’s punishment on employee for violation of internal control, major faults and improvements during recent fiscal period and to the publish date of the annual report. (If the result of any disciplinary action may have a significant impact on shareholders’ rights and interests or the price of securities, the content of the said action shall be specified.)

1. Punishments imposed on the Company and its internal personnel in accordance with laws

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Major faults Improvements
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Major faults Improvements
According to the Taiwan Stock Exchange Official Letter No. Fu—1080502457 issued on
September 10, 2019
The Taiwan Stock Exchange went to the Sanchung Branch on August 5, 2019 to inspect
deficiencies and items requiring improvement; the deficiencies in the operations that were
discovered are as follows:
1. Salesperson Lu, ○-Chen was involved in advertising on the community app known as
LINE without the Company’s consent; the advertisement content was not part of the
advertisements that were approved to take effect by the Taiwan Securities Association
through the Company’s application and that are still valid.
2. This was in violation of Paragraph 2, Article 18 of the Operating Rules of the Taiwan Stock
Exchange Corporation, the CA-18800 Advertising for Business Solicitation and Business
Promotion Management Activities 6 of the Standard Regulations on the Internal Control
System of Securities Firms, stipulating that, “the members of this association agree that
the advertisements posted by their employees on relevant personal blogs or in online chat
rooms (including but not limited to personal blogs or online chat rooms) and other relevant
social networking websites shall only be limited to the sharing of any advertisements that
were previously approved to take effect by the Taiwan Securities Association through an
application filed by the members’ headquarters and that are still valid; personnel must not
alter the content shared and shall not add advertising text related to securities business to
the content of an advertisement,” as well as the internal control system established by the
Company in accordance with the aforementioned regulations.
1. Salesperson Lu, ○-Chen received two
admonitions, and the manager ○-Min
Chang received one admonition.
2. The deficiency was reviewed, addressed,
and announced to raise the awareness of
other personnel; relevant regulations will
be implemented and disciplinary measures
will be intensified in the future.
According to Official Letter No. Fu—1080503017 issued on November 1, 2019 by the Taiwan
Stock Exchange:
The Taiwan Stock Exchange conducted a review of the written documents submitted by the
Company on September 26, 2019, and a deficiency in operations discovered is as follows:
1. Salesperson Li, ○-Mei failed to conduct a customer due diligence visit, allowing an insider
of the securities issuing company, who received a loan, to engage in a securities lending
transaction.
2. This was in violation of Paragraph 2, Article 18 of the Company’s operating rules,
Paragraph 1, Article 37-1 of the Operating Rules for Securities Lending by Securities
Firms, and the Standards and Regulations of the Internal Control System of the Securities
Dealer, CA-18100 Anti-Money Laundering Operation (including international securities
business) (4)-1 of the Standard Regulations on Internal Control Systems of Securities
Firms, stipulating, “for existing customers with the risk level determined, the identity
information of existing customers shall be reviewed according to the importance and risk
level of the customers, and the existing business relationship shall be reviewed to adjust the
level of risk promptly,” as well as the internal control system established by the Company
in accordance with the aforementioned regulations.
1. Salesperson Li, ○-Mei received an
admonition.
2. The deficiency was reviewed, addressed,
and announced to raise the awareness of
other personnel; relevant regulations will
be implemented in the future.

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2019 Annual Report

III. Corporate Governance

  • Major faults Improvements

  • According to Official Letter No. Fu—10905000469 issued by the Taiwan Stock Exchange on 1. The violator Huang, ○-Jen , VP of the February 27, 2020: Quantitative Trading Department, received The Taiwan Stock Exchange went to the Company on January 15, 2020 for inspection; the an admonition. deficiencies in operations that were discovered are as follows: 2. The deficiency was reviewed, addressed,

    1. Huang, ○-Jen, VP of the Quantitative Trading Department, was buying or selling securities and announced to raise the awareness of through the securities account with the Xindian Branch of Masterlink Securities on behalf other personnel; relevant regulations will of her sister. be implemented in the future.
  • This was a violation of Paragraph 2, Article 18, Subparagraph 4, Article 75 of the Operating Rules of the Taiwan Stock Exchange Corporation and Paragraph 5, Article of the Regulations Governing Insiders of Securities Firms Opening Accounts at Their Securities Firms for Securities Brokerage Trading.

L. Major Resolutions of Shareholders Meeting and Board of Directors Meeting

1. Major resolutions of 2019 General Shareholders Meeting: Executed according to the resolution of the General Shareholders Meeting.

  • 2019 Annual General Shareholders Meeting

  • (1) Matters to be ratified

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Proposal 1 Proposed for approval of 2018 Business Report and Consolidated and Individual Financial Statements
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Proposal 1
Proposed for approval of 2018 Business Report and Consolidated and Individual Financial Statements
Proposal 1
Proposed for approval of 2018 Business Report and Consolidated and Individual Financial Statements
Explanation 1. 2018 Consolidated and Individual Financial Statements of the Company was audited and certified by accountant
Lin, Se-Kai, Hsiao, Chin-Mu from PwC.
2. Business Report as well as Consolidated and Individual Financial Statements were approved by the 6th Meeting
of the 11th Board of Directors on March 22, 2019, and reviewed by the Audit Committee.
3. Business Report as well as Consolidated and Individual Financial Statements please refer to the appendix.
Resolution The Company's shareholders present have total votes of 1,001,746,135, of which approval votes 975,000,148
(including electronic votes of 721,205,092), disapproval votes 391,869 (including electronic votes of 391,869),
abstention votes/no votes 26,354,118 (including electronic votes of 20,576,547), and invalid votes 0; the approval
votes account for 97.33%, over half of the total votes of the shareholders present. The proposal made by the Board
of Directors was approved as it was.

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President Securities Corporation

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Proposal 2 Proposed for approval of 2018 profit distribution
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Proposal 2
Proposed for approval of 2018 profit distribution
Proposal 2
Proposed for approval of 2018 profit distribution
Explanation 1. The Company's 2018 earnings distribution was conducted in accordance with laws and the Company's Articles
of Incorporation. (see the appendix)
For the calculation of the 2018 profit to be distributed, an adjustment of NT$17,538,290 ( due to the impact
of the adaption of IFRS 9 ) and NT$23,270,549 in the remeasurement of defined benefit plan shall be made
in advance; in addition, legal reserve (10%) and special reserve (20%) shall be listed by law. In accordance
with Jin-Guan-Zheng-Tou No. 10500278285 and Zheng-Qi-Tou No. 1060005703, special reserve (0.5%)
shall be allocated for the transformation of employees in response to the development of financial technology.
With the special reserve reversed in accordance with the provisions of the official letters, for the year of 2018,
distributable earnings amounted to NT$972,063,563, and the cash dividends to be paid was NT$959,395,340; a
cash dividend of NT$0.69 would be paid per share. After approved at the shareholders' meeting, it is planned to
invite the shareholders' meeting to authorize the Board of Directors to set the base date for ex-dividends.
2. In the future, if there is a change in the number of outstanding shares, it is planned to authorize the Board of
Directors to adjust the allocation ratio according to the total number approved by the the shareholders' meeting
via resolution and the number of the Company's ordinary shares actually in circulation on the record date for
ex-dividends; if the dividend allocated to shareholders is less than NT$1, the amount will be transferred to the
Company's Employee Welfare Committee.
Resolution The Company's shareholders present have total votes of 1,001,746,135, of which approval votes 976,971,614
(including electronic votes of 723,176,558), disapproval votes 451,225 (including electronic votes of 451,225),
abstention votes/no votes 24,323,296 (including electronic votes of 18,545,725), and invalid votes 0; the approval
votes account for 97.52%, over half of the total votes of the shareholders present. The proposal made by the Board
of Directors was approved as it was.
Execution On June 18, 2019, the Company announced that the ex-dividend date was July 22, 2019, and the payout of cash
dividends was completed on August 15, 2019.

(2) Matters to be discussed

Proposal 1
Amendments to the Articles of Incorporation are proposed for discussion.
Proposal 1
Amendments to the Articles of Incorporation are proposed for discussion.
Explanation 1. In accordance with the latest amendment to the first paragraph of Article 392-1 of the Company Act, the
Company may apply to the competent authorities for registration of the Company’s name in other languages.
2. Summary of amendments: A change from “President Securities Corp.” to “President Securities Corporation”
has been proposed.
3. Please see appendicx for related information.
Resolution The Company’s shareholders present have total votes of 1,001,746,135, of which approval votes 977,006,228
(including electronic votes of 723,211,172), disapproval votes 394,877 (including electronic votes of 394,877),
abstention votes/no votes 24,345,030 (including electronic votes of 18,567,459), and invalid votes 0; the approval
votes account for 97.53%, over half of the total votes of the shareholders present. The proposal made by the Board
of Directors was approved as it was.
Proposal 2
In response to the official letter from the competent authorities, the procedures for acquiring or disposing of
assets should be amended, which is put forward for discussion.
Explanation 1. Amended in accordance with the Financial Supervisory Commission Official Letter No. Zheng-
Fa—1070341072.
2. The FSC issued an official letter on November 26, 2017 regarding amendments to the “Regulations Governing
the Acquisition and Disposal of Assets by Public Companies.” The Company has amended the relevant
provisions of its procedures for acquiring or disposing of assets accordingly.
3. Please see appendicx for related information.
Resolution The Company’s shareholders present have total votes of 1,001,746,135, of which approval votes 977,013,695
(including electronic votes of 723,218,639), disapproval votes 393,166 (including electronic votes of 393,166),
abstention votes/no votes 24,339,274 (including electronic votes of 18,561,703), and invalid votes 0; the approval
votes account for 97.53%, over half of the total votes of the shareholders present. The proposal made by the Board
of Directors was approved as it was.

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2019 Annual Report

III. Corporate Governance

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In order to comply with the standard regulations of the securities firm’s internal control system, amendments
Proposal 3
to the Regulations Governing Implementation of Endorsement are proposed for discussion.
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Proposal 3
In order to comply with the standard regulations of the securities firm’s internal control system, amendments
to the Regulations Governing Implementation of Endorsement are proposed for discussion.
Proposal 3
In order to comply with the standard regulations of the securities firm’s internal control system, amendments
to the Regulations Governing Implementation of Endorsement are proposed for discussion.
Explanation 1. In order to comply with the standard regulations of the securities firm’s internal control system and strengthen
the supervision of subsidiaries, an amendment to the Company’s Regulations Governing Implementation of
Endorsement has been proposed.
2. Please see appendicx for related information.
Resolution The Company’s shareholders present have total votes of 1,001,746,135, of which approval votes 977,037,556
(including electronic votes of 723,242,500), disapproval votes 393,166 (including electronic votes of 393,166),
abstention votes/no votes 24,315,413 (including electronic votes of 18,537,842), and invalid votes 0; the approval
votes account for 97.53%, over half of the total votes of the shareholders present. The proposal made by the Board
of Directors was approved as it was.

(3) Election matters

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Proposal An election of a director to full a vacancy on the 11th Board of Directors.
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Proposal
An election of a director to full a vacancy on the 11th Board of Directors.
Proposal
An election of a director to full a vacancy on the 11th Board of Directors.
Explanation 1. Director Kao, Shiow-ling resigned as a director of the Company on July 6, 2018, creating a vacancy on the
Board of Director. An election is planned to fill the vacancy at the 2019 shareholders’ meeting.
2. An election for one director will be held. The term of office of the director will be from June 18, 2019 through
June 20, 2021 when the term of the 11th Board of Directors expires. The election of the Company’s director will
be based on a candidate nomination system; shareholders will be able to vote for one from the listed candidates.
3. The list of candidates for Directors and Independent Directors and their basic information approved by the
Board of Directors.
4. The election procedure will follow the company’s rule. See appendix for reference.
5. Please vote accordingly.
Resolution The director elected is account number: 42740; account name: Kai Nan Investment Co., Ltd.; Representative: Chen,
Yi-Ling.

Note: Please refer to the Market Observatory Post System—Annual Reports and Shareholders Meetings (including depositary receipt information) for relevant appendices of the meeting.

65

President Securities Corporation

2. Major Resolutions during the Board of Directors Meetings in 2019 and to the Publish Date of the Annual Report: Executed according to the resolution of the Board of Directors Meeting.

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Meeting Item Resolution
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Meeting Item Resolution
2019.03.22
The 6th Board
meeting of the 11th
Board of Directors
1. Review of 2018 Business Report and Consolidated and Individual Financial
Reports.
2. Proposal regarding 2018 Employees and Directors Bonus Distribution Ratio.
3. Proposal regarding 2018 Employees and Directors Bonus Allocation.
4. The proposal regarding appropriation of 0.5% profit after taxes for 2018 as
special capital reserve.
5. Profit distribution of year 2018.
6. Submitted the Statement of the 2018 Internal Control System.
7. Disclosed qualitative information about risk management.
8. Application for signing GMRA of foreign bond with financial institutions.
9. Revised the Internal Control System of Information System Department.
10. Submitted the Overall Information Security Implementation Statement.
11. Amended the joint venture agreement and charter regarding the Jin Yuan
President Securities Corporation Ltd..
12. Periodic review and evaluation of the policy and structure for the remuneration of
the senior executives and managers.
13. Changes in department supervisors.
14. Changes in managers.
15. Formulated the internal control system of conducting the discretionary investment
business through trust while operating the securities investment consulting
business by the head office.
16. Reduced the business area of Xin Taichung Branch.
17. The Xindian Branch terminated its business.
18. Amended the Articles of Incorporation.
19. Revised the Company’s money laundering and terrorist financing risk assessment
report.
20. Submitted the statement of the Internal Control of anti-money laundering and
counter-terrorist financing.
21. Amended Corporate Governance Best Practice Principles.
22. Accountant independence and competency evaluation.
23. Amended the Regulations Governing the Acquisition and Disposal of Assets.
24. Amended the Regulations Governing Implementation of Endorsement.
25. Applied for credit line for short-term loans from financial institutions.
26. Applied for credit line for short-term loans in foreign currencies from financial
institutions for OSU.
27. Applied for foreign currencies interbank call loan limits from financial
institutions.
28. Applied for credit line for short-term loans from financial institutions for overseas
subsidiaries.
29. Adjusted the Company’s foreign currency risk limits upward.
30. Proposal regarding holding the General Shareholders Meeting of 2019.
31. Director by-election for the 11th Board of Directors.
32. Shareholders’ proposals and nominations for Director by-election in 2019.
33. Proposal regarding candidates nominated by the Board of Directors.
All Directors present voted in
favor of the resolution without
any objection.
2019.05.03
The 7th Board
meeting of the 11th
Board of Directors
1. Applied for conducting the business of creating customer ledgers of securities
firms’ settlement accounts.
2. Amendments to the performance bonus for the Proprietary Trading Department.
3. Amendments to the performance bonus for the Financial Product Department.
4. The proposal regarding re-appointment and remuneration of consultants.
5. Establishment of a corporate governance officer position.
6. Changes in managers.
7. Applied for credit line for short-term loans from financial institutions.
8. Applied for credit line for short-term loans in foreign currencies from financial
institutions for OSU.
9. Applied for credit line for short-term loans from financial institutions for overseas
subsidiaries.
10. Retirement of the 12th redemption of treasury stocks.
11. Formulated a standard operating procedures for handling the Company’s
Directors’ requests.
For proposal 1 to 4 and 6 to 11,
all Directors present voted in
favor of the resolution without
any objection.
For proposal 5, all Directors
present (Assistant Vice
President Chen, Nai-Chen
avoided) voted in favor of
the resolution without any
objection.

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2019 Annual Report

III. Corporate Governance

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Meeting Item Resolution
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Meeting Item Resolution
2019.06.18
The 8th Board
meeting of the 11th
Board of Directors
1. Revised the Internal Control System.
2. Application for launching structured products (capital guaranteed) with foreign-
currency principal linked to foreign currency interest rate options
3. Applied for credit risk limit for carrying out derivative financial product
transactions with financial institutions.
4. Amended the joint venture agreement and charter regarding the Jin Yuan
President Securities Corporation Ltd..
5. Increased the number of upstream securities firms in placing order on foreign
securities on behalf of clients.
6. The Xinzhuang Branch terminated its business.
7. Changes in managers.
8. Amended the Directors Performance Evaluation Measures.
9. Proposal regarding the amount of bonuses distributed to managers and employees
of 2018.
10. Changes in department supervisors.
11. The proposal regarding the Company’s representatives (managers) serving as
Directors of investee enterprises.
12. Proposal for setting a base date for ex-dividends and adjusting the rate of
shareholder dividends
13. Applied for foreign currencies interbank call loan limits from financial
institutions.
All Directors present voted in
favor of the resolution without
any objection.

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President Securities Corporation

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Meeting Item Resolution
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Meeting Item Resolution
2019.08.28
The 9th Board
meeting of the 11th
Board of Directors
1. Review of the 2019 semi-annual Individual Financial Statements and 2019 second
quarter Consolidated Financial Statements.
2. Revised the Internal Control System.
3. Formulation of information security policy
4. Revision of the type and scope of business of the subsidiary PSC Venture Capital
Corp.
5. Amendments to the business risk management rules of the Quantitative Trading
Department
6. Amendments to the operating standards for OTC trading of derivative financial
products
7. Application for the issuance of an ETN linked to the “TIP Enhanced Low
Volatility High Dividend Total Return Index”
8. Application for the issuance of an ETN linked to the “STOXX CHINA A50
Return Index”
9. Application for the issuance of an ETN linked to the “MSCI USA Minimum
Volatility Net Total Return Index”
10. Application for the issuance of an ETN linked to the “MSCI USA IMI
Information Technology Net Total Return Index”
11. Applied for credit risk limit for carrying out derivative financial product
transactions with financial institutions.\
12. Proposal for the amount of a loan in the application for securities lending to KGI
Securities
13. The Kuting Branch terminated its business.
14. The Xin Taoyuan Branch terminated its business.
15. The Fengyuan Branch terminated its business.
16. The Dunnan Branch expand its operation space.
17. Changes in managers.
18. Periodic review and evaluation of the policy and structure for the remuneration of
the Directors.
19. Proposal for OSU organizational adjustment and changes of managerial officers
20. Proposal for managerial officers to serve concurrently as the directors of
subsidiaries in which the Company has invested
21. Renewal of liability insurance for Directors and key personnel.
22. Revision of the Directions of the Company’s money laundering and terrorist
financing.
23. Revision of the Procedure and Plans Regarding money laundering and terrorist
financing.
24. Applied for credit line for short-term loans from financial institutions.
25. Applied for credit line for short-term loans in foreign currencies from financial
institutions for OSU.
26. Applied for foreign currencies interbank call loan limits from financial
institutions.
27. Applied for credit line for short-term loans from financial institutions for overseas
subsidiaries.
All Directors present voted in
favor of the resolution without
any objection.
2019.11.05
The 10th Board
meeting of the 11th
Board of Directors
1. Application for the issuance of an ETN linked to the”iSTOXX China A 50 Daily
Leverage Index’
2. Application for the issuance of an ETN linked to the”iSTOXX China A 50 Daily
Short Index”
3. Amendments to the internal control system for the operation of establishing
ledger accounts
4. Changes in managers.
5. Proposal for the write-off of bad debt for 2019
6. Proposal for an increase in capital for President Capital Management Corp.
7. Applied for credit line for short-term loans from financial institutions.
8. Applied for credit line for short-term loans in foreign currencies from financial
institutions for OSU.
9. Applied for credit line for short-term loans from financial institutions for overseas
subsidiaries.
10. Proposal for the Chairman’s housing allowance
For proposal 1 to 9, all
Directors present voted in
favor of the resolution without
any objection.
For proposal 10, all Directors
present (Chairman excluded)
voted in favor of the resolution
without any objection.

68

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III. Corporate Governance

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Meeting Item Resolution
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Meeting Item Resolution
2019.12.20
The 11th Board
meeting of the 11th
Board of Directors
1. Submitted the Audit Plan of 2019.
2. Revised the Internal Control System of Information System Department.
3. Set the 2020 risk limit for the Company as a whole and each department.
4. Application for the issuance of an ETN linked to the “TIP Customized Value
Growth Total Return Index”.
5. Amendments to the OSU procedures for trading in foreign currency securities and
other approved foreign-currency financial products.
6. Amended the operating procedures for the wealth management business.
7. Increased the number of upstream securities firms in placing order on foreign
securities on behalf of clients.
8. Proposal for authorized personnel regarding cooperation and changes to overseas
bond transactions.
9. Changes in managers.
10. Budget and operating plan of 2020.
11. Periodic review and evaluation of the policy and structure for the remuneration of
the senior executives and managers.
12. Proposal for changes in the PSC employee shareholding trust.
13. Proposal for adjusting the profit bonus system.
14. Changes in department supervisors.
15. The proposal regarding the adjustments of Independent Directors’ remuneration.
extempore motion:
1. Revision of the Chinese name of the indexes to which ETNs are linked.
For proposal 1 to 14, all
Directors present voted in
favor of the resolution without
any objection.
For proposal 15, all Directors
present (Independent Directors
excluded) voted in favor of
the resolution without any
objection.
2020.03.26
The 12th Board
meeting of the 11th
Board of Directors
1. Review of 2019 Business Report and Consolidated and Individual Financial
Reports.
2. Proposal for acquisition of overseas equity held by PSBVI and liquidation of
PSBVI.
3. Proposal for reversal of the special capital reserve balance.
4. Proposal regarding 2019 Employees and Directors Bonus Distribution Ratio.
5. Proposal regarding 2019 Employees and Directors Bonus Allocation.
6. Profit distribution of year 2019.
7. Convert retained earnings to capital.
8. Proposal regarding holding the General Shareholders Meeting of 2020.
9. Submitted the Statement of the 2019 Internal Control System.
10. Amendments to the policies and strategies of the principle of fair hospitality.
11. Application for the issuance of an ETN linked to the “TIP FactSet Taiwan 5G
Total Return Index”.
12. Revised the Internal Control System of Information System Department.
13. Submitted the Overall Information Security Implementation Statement.
14. Revised the Risk Management Measures.
All Directors present voted in
favor of the resolution without
any objection.

69

President Securities Corporation

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Meeting Item Resolution
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Meeting Item Resolution
2020.03.26
The 12th Board
meeting of the 11th
Board of Directors
15. Disclosed qualitative information about risk management.
16. Amendments to the Management Crisis Response Policy.
17. Abolition of the Company’s procedures for derivative transactions.
18. Applied for credit risk limit for carrying out derivative financial product
transactions with financial institutions.
19. Amendments to matters to be followed by OSU in advertising and solicitation
activities.
20. Amendments to the OSU customer acceptance standards and the Know-Your
Customer (KYC) review procedures.
21. Amended the operating procedures for the wealth management business.
22. Increased the number of upstream securities firms in placing order on foreign
securities on behalf of clients.
23. Proposal for the loan amount in the application for securities lending to Cathay
Securities Corporation.
24. Changes in managers.
25. Establish a Ethical Corporate Management promotion team.
26. Proposal for people in authority (managerial officers) to serve as the directors and
supervisors concurrently at subsidiaries in which the Company has invested.
27. Proposal for people in authority (managerial officers) to serve as the directors
and supervisors concurrently at joint ventures as well as for authorizing the
appointment of independent directors.
28. Amended the Articles of Incorporation.
29. Proposal for amendments to the rules governing Board Meetings.
30. Proposal for amendments to the Audit Committee Charter.
31. Proposal for amendments to the procedures for handling the Company’s internal
material information.
32. Revision of the Directions of the Company’s money laundering and terrorist
financing.
33. Proposal for updating of the report on the Company’s anti-money laundering and
anti-terrorist-financing risk assessment.
34. Proposal for formulation of the Company’s compliance risk evaluation report.
35. Submitted the statement of the Internal Control of anti-money laundering and
counter-terrorist financing.
36. Accountant independence and competency evaluation.
37. Applied for credit line for short-term loans from financial institutions.
38. Applied for credit line for short-term loans in foreign currencies from financial
institutions for OSU.
39. Applied for foreign currencies interbank call loan limits from financial
institutions.
40. Applied for credit line for short-term loans from financial institutions for overseas
subsidiaries.
41. Status of the implementation of the principle of fair hospitality in 2019.
All Directors present voted in
favor of the resolution without
any objection.

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Meeting Item Resolution
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Meeting Item Resolution
2020.05.07
The 13th Board
meeting of the 11th
Board of Directors
1. Revised the Internal Control System.
2. Revised the procedures for acquiring or disposing of assets.
3. Revised the Internal Control System for electronic account opening.
4. Changes in managers.
5. Search of backup office site for futures proprietary merchants.
6. Proposal regarding 2019 Manager and Employees Bonus Allocation.
7. Proposal regarding the discharge of the Company’s representatives (managers)
serving as Directors of investee enterprises.
8. The nomination of the independent directors of Jin Yuan President Securities
Corporation Ltd.
9. Relieve the non-compete limitation for the directors.
10. Reviced the minute of 2020 shareholder meeting.
11. Dismiss of Xiamen office.
12. Applied for foreign currencies interbank call loan limits from financial
institutions.
13. Applied for credit line for short-term loans in foreign currencies from financial
institutions for OSU.
14. Applied for credit line for short-term loans from financial institutions for overseas
subsidiaries.
For proposal 1 to 8 and 10
to 14, all Directors present
voted in favor of the resolution
without any objection.
For proposal 9, all Directors
present (Chairman excluded)
voted in favor of the resolution
without any objection.
  • M. Document or written statement that states different opinions by board members or supervisors against the approved major resolutions by the board meeting in recent fiscal period and to the publish date of the annual report: None.

  • N. Resignation or Dismissal of the Company’s Key Individuals, Including the Chairman, CEO, and Heads of Accounting, Finance, Internal Audit, Corporate Governance Officer and R&D: None.

IV. Information Regarding the Company’s Audit Fee and Independent Auditor

A. Range of Auditing Fee

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Period Covered by
Accounting Firm Name of CPA Remarks
CPA’s Audit
Lin, Se-Kai
Attestation of Financial Statements
Hsiao, Chin-Mu
PwC Taiwan 2019.01.01- 2019.12.31
Chen, Li-Yuan Attestation of Tax Returns
Unit: NT$ thousands
Fee Items Non-audit
Audit Fee Total
Fee Range Fee
Under NT$ 2,000 0 1,400 1,400
NT$2,000 ~ NT$4,000 0 0 0
NT$4,000 ~ NT$6,000 0 0 0
NT$6,000 ~ NT$8,000 6,230 0 6,230
NT$8,000 ~ NT$10,000 0 0 0
Over NT$10,000 0 0 0
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71

President Securities Corporation

B. Disclosure of Auditing Fee

Unit: NT$ thousands

Accounting
Firm
Name of CPA Audit Fee Non-audit Fee Non-audit Fee Non-audit Fee Non-audit Fee Non-audit Fee Period
Covered by
CPA’s Audit
Remarks
System of
Design
Company
Registration
Human
Resource
Other Subtotal
PwC Taiwan Lin, Se-Kai
Hsiao, Chin-Mu
5,250 0 20 0 1,380
(Note)
1,400 2019 Attestation of
Financial Statements
Chen, Li-Yuan 980 Attestation of Tax
Returns

Note: Non-audit expenses include CSR report verification and counselling, certification service for salary information checklist for non-executive full-time employees, financial indicator description, and transfer pricing profit indicator analysis.

C. The amount of non-auditing relevant fees charged by the appointed independent auditors and the related parties reach 25 % of the Company’s annual auditing expenses: Not Applicable.

  • D. If there is any change in the appointed in dependent auditors and the Company’s annual auditing expenses decreased simultaneously, information regarding the amount, percentage and reasons for the decrease in auditing expenses shall be disclosed: Not Applicable.

E. Auditing expenses decreased by 15% in comparison to the previous year, information regarding the amount, percentage and reason for the decrease in auditing expenses shall be disclosed: Not Applicable.

V. Replacement of CPA:

According to the Statements on Auditing Standards No.46, the CPA shall be replaced on a regular basis. Starting from the beginning of 2020, the financial report CPA Hsiao, Chin-Mu was replaced with Lo, Chiao-Sen.

A. Regarding the Former CPA

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Replacement Year 2020
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Replacement Year 2020 2020 2020 2020
Replacement reasons and explanations PricewaterhouseCoopers (PwC) Taiwan job rotation.
Describe whether the Company terminated
or the CPA did not accept the appointment
Parties CPA The
Company
PricewaterhouseCoopers
(PwC) Taiwan job rotation
Attestation of Financial Statements:
Lin, Se-Kai
Hsiao, Chin-Mu
PSC
Other issues (except for unqualified
issues) in the audit reports within the last
two years
None
Differences with the company Yes - Accounting principles or practices
- Disclosure of Financial Statements
- Audit scope or steps
- Others
None V
Remarks/specify details: None
Other Revealed Matters (The provisions
of Item 1-4 of Subsection 6 of Article 10
of the Guidelines shall be disclosed.)
None

72

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III. Corporate Governance

B. Regarding the Successor CPA

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Name of accounting firm PricewaterhouseCoopers (PwC) Taiwan
----- End of picture text -----

Name of accounting firm PricewaterhouseCoopers (PwC) Taiwan
Name of CPA Attestation of Financial Statements: Lin, Se-Kai andLo, Chiao-Sen.
Year of appointment 2020
Consultation results and opinions on
accounting treatments or principles with
respect to specified transactions and the
company's financial reports that the CPA
might issue prior to the engagement.
None
Succeeding CPA’s written opinion of
disagreement toward the former CPA
None
  • C. The official letter from former CPA in response to the provisions of Item 1 and 2-3 of Subsection 5 of Article 10 of the Guidelines: None.

VI. If the Company’s Chairman, President, or managers responsible for financial and accounting affairs have held any position in the accounting firm or its affiliates during the past year, all relevant information should be disclosed: None.

VII. Net Change in shareholdings and in shares pledged by directors, supervisors, management, and shareholders holding more than a 10% share in the Company.

Unit: Share

2019 2019 As of Mar. 31, 2020 As of Mar. 31, 2020
Title Name Holding
Increase
(Decrease)
Pledged Holding
Increase
(Decrease)

Holding
Increase
(Decrease)
Pledged Holding
Increase
(Decrease)
Director
Kai Nan Investment Co., Ltd.
0
0
0
0
Director
Canking Investment Co., Ltd.
0
0
0
0
Director
Leg Horn Investment Co., Ltd.
0
0
0
0
Director
Hui Tung Investment Co., Ltd.
0
0
0
0
Director
Ta Le Investment Holding Co., Ltd.
0
0
0
0
Director
Lee, Shy-Lou
0
0
0
0
Director
Duh, Bor-Tsang
0
0
0
0
Director
Juang, Jing-Yau
0
0
0
0
Director
China F.R.P. Corp.
0
0
267,585
0
Independent Director
Pai, Chun-Nan
0
0
0
0
Independent Director
Song, Yung-Fong
0
0
0
0
Independent Director
Horng, Yuan-Chuan
0
0
0
0
Independent Director
Liang, Yann-Ping
0
0
0
0
President
Tsai, Sen-Bu
0
0
0
0
Proprietary Trading
Department Executive Vice
President
Yang , Kai-Chih
0
0
0
0
Finance Department Vice
President
An, Chi-Li
0
0
0
0
Quantitative Trading
Department Vice President
Huang, Jung-Jen
0
0
0
0
Financial Product
Department Vice President
Pu, Chien-Heng
0
0
0
0
Capital Market Department
Sales Vice President
Chueh, Chih-Chung
0
0
0
0
President Office Project
Vice President
Lin, Chung-Heng
0
0
0
0

73

President Securities Corporation

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2019 As of Mar. 31, 2020
Title Name Holding Pledged Holding Holding Pledged Holding
Increase Increase Increase Increase
(Decrease) (Decrease) (Decrease) (Decrease)
Auditing Office Chief
Huang, Sha-Mei 0 0 0 0
Auditor
Administration Department
Senior Assistant Vice Yu, Hung-Chieh 0 0 0 0
President
Fixed Income Department
Senior Assistant Vice Yeh, Ming-Chieh 0 0 0 0
President
Settlement & Clearing
Department Assistant Vice Wu, Sheng-Yu 0 0 0 0
President
Compliance Division
Hung, Ying-Che 0 0 0 0
Assistant Vice President
President Office Corporate
Governance Assistant Vice Chen, Nai-Chen 0 0 0 0
President
Mainland China Business
Division Assistant Vice Chen, Long-Chien 0 0 0 0
President
Finance Department
Lu, Chia-Chen 0 0 -2,343 0
Assistant Vice President
Capital Market Department
Chang, Chin-Yung 0 0 0 0
Assistant Vice President
Capital Market Department
Tsai, Pao-Sheng 0 0 0 0
Assistant Vice President
Finance Department
Su, Wei-Lun 0 0 0 0
Assistant Vice President
Financial Product
Department Assistant Vice Chang, Chung-Lin 0 0 0 0
President
Shareholder Services
Department Assistant Vice Chang,Shao-Ping 0 0 0 0
President
Information System
Department Assistant Vice Lin, Jung-Hui 0 0 0 0
President
Quantitative Trading
Department Assistant Vice Lee, Chien-Hsin 0 0 0 0
President
Quantitative Trading
Department Assistant Vice Chien, Pang-Yen 0 0 0 0
President
Capital Market Department
Chen, Chia-Chang 0 0 0 0
Assistant Vice President
Risk Control Office
Chang, Ping-Chuan 0 0 0 0
Senior Manager
Brokerage Department
Senior Assistant Vice Chang, Hung-Shuo 0 0 0 0
President
Brokerage Department
Lin, Li-Lin 0 0 0 0
District Supervisor
Brokerage Department
Chien, Chia-Nan 0 0 0 0
District Supervisor
Brokerage Department
Liao, Chen-Yin 0 0 0 0
Vice District Supervisor
Brokerage Department
Chiu, Shyh-Tyng -6,000 0 0 0
Assistant Vice President
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III. Corporate Governance

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2019 As of Mar. 31, 2020
Title Name Holding Pledged Holding Holding Pledged Holding
Increase Increase Increase Increase
(Decrease) (Decrease) (Decrease) (Decrease)
Wealth Management and
Trust Department Assistant Chu, Po-Lin 0 0 0 0
Vice President
Corporate Client Dept.
Chang, Hung-Shuo 0 0 0 0
Manager
Corporate Client Dept.
Chen, Min-Ping 0 0 0 0
Assistant Vice President
Senior Manager Tsai, Chen-Yuan 0 0 0 0
Global Institutional Service
Chung, Chih-Hung 0 0 0 0
Dept. Manager
Tunghsing Equity
Chen, Chih-Lung 0 0 0 0
Department Manager
Tunghsing Equity
Tsai, Shu-Mei 0 0 0 0
Department Manager
Kaohsiung Branch
Wu, Huan-Chung 0 0 0 0
Manager
Dunnan Branch Manager Chiang, Chia-Jung 0 0 0 0
Dunnan Branch Manager Sung, Yu-Chih 0 0 0 0
Zhongli Branch Manager Chiang, Tsong-Shyan 0 0 0 0
Chengzhong Branch
Chiu, Hsiao-Chi 0 0 0 0
Manager
Chengzhong Branch
Chao, Cheng 0 0 0 0
Manager
Tainan Branch Manager Hsieh,Chia-Hsi 0 0 0 0
Taichung Branch Manager Liao, Chen-Yin 0 0 0 0
Taichung Branch Manager Fang, Wu-Hsin 0 0 0 0
Hsinchu Branch Manager Lee, Chin-Yi 0 0 0 0
Chiayi Branch Manager Tai, Kuo-Chun 0 0 0 0
Pingtung Branch Manager Wang, Chien-Min 0 0 0 0
Keelung Branch Manager Yu, Ping-Tse 0 0 0 0
Yonghe Branch Manager Chang, Chih-Hsiang 0 0 0 0
Xin Taichung Branch
Yang, Kuo-Chen 0 0 0 0
Manager
Hsinying Branch Manager Hsiao, Po-Ming 0 0 0 0
Changhua Branch Manager Yu, Fu-Tsun 0 0 0 0
Taoyuan Branch Manager Hsiao, Ju-un 0 0 0 0
Yuanlin Branch Manager Chen, Hung-Tsai 0 0 0 0
Sanchung Branch Manager Chang,Shih-Min 0 0 0 0
Sanchung Branch Manager Kao, Ming-Chou 0 0 0 0
Shilin Branch Manager Hsu, Fu-Chiang 0 0 0 0
Panchiao Branch Manager Lo, Shih-Hong 0 0 0 0
Sanduo Branch Manager Tsai, Yi-Chen 0 0 0 0
Szichih Branch Manager Huang, Ming-Fa 0 0 0 0
Ilan Branch Manager Chiang, Jen-Chu 0 0 0 0
Nanjing Branch Manager Chou, Da-Kuang 0 0 0 0
Kinmen Branch Manager Chung, Hui-Ju 0 0 0 0
Tucheng Branch Manager Chen, Chun-Ming 0 0 0 0
Songjiang Branch Manager Tai, Hung-Da 0 0 0 0
Songjiang Branch Manager Wu, Han-Ching 0 0 0 0
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75

President Securities Corporation

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2019 As of Mar. 31, 2020
Title Name Holding Pledged Holding Holding Pledged Holding
Increase Increase Increase Increase
(Decrease) (Decrease) (Decrease) (Decrease)
Neihu Branch Manager Hu, Wen-Chieh 0 0 0 0
Renai Branch Manager Yang, Chun-Chen 0 0 0 0
Pingzhen Branch Manager Li, Shu-Jung 0 0 0 0
Zhunan Branch Manager Su,Yung-Sheng 0 0 0 0
Offshore Securities Unit
Cheng, Yao-Tung 0 0 0 0
Branch Manager
10% Shareholder Uni-President Enterprises Corp 0 0 0 0
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VIII. Information Disclosing the Relationship between any of the Company’s Top Ten Shareholders

2020.4.21

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Shareholding
The relationship between any of the
Shareholding Spouse & Minor by Nominee
Name Arrangement Company’s Top Ten Share holders Remarks
Shares % Shares % Shares % Name Relation
1. President Chain
Store Corp. Investees for whom
Uni-President valuation is conducted
Enterprises Corp. 393,586,559 28.68 0 0 0 0 2. Kai Nan under the equity NA
Investment Co., method
Ltd.
Lo, Chih-Hsien
Kao, Shiow- Ling
Delegate of
0 0 3,788,631 0.28 0 0 Delegate of Kao Spouse NA
Uni-President
Chyuan Inv. Co., Ltd.
Enterprises Corp.
President Securities
Corporation - Trust 45,766,703 3.33 0 0 0 0 NA NA NA
Account
Kai Nan Investment Uni-President
39,831,460 2.90 0 0 0 0 Note 2 NA
Co., Ltd. Enterprises Corp.
Lo, Chih-Hsien
Kao, Shiow- Ling
Delegate of Kai
0 0 3,788,631 0.28 0 0 Delegate of Kao Spouse NA
Nan Investment
Chyuan Inv. Co., Ltd.
Co., Ltd.
President Chain Uni-President
38,221,259 2.79 0 0 0 0 Note 2 NA
Store Corp. Enterprises Corp
Lo, Chih-Hsien
Kao, Shiow- Ling
Delegate of
0 0 3,788,631 0.28 0 0 Delegate of Kao Spouse NA
President Chain
Chyuan Inv. Co., Ltd.
Store Corp.
Eternal Materials
34,252,383 2.50 0 0 0 0 NA NA NA
Co., Ltd.
Tainan Spinning Hsin Yung Hsing
32,141,877 2.34 0 0 0 0 Note 3 NA
Co., Ltd. Investment Co., Ltd.
Kao Chyuan Inv.
31,098,066 2.27 0 0 0 0 NA NA NA
Co., Ltd.
Kao, Shiow- Ling Lo, Chih-Hsien
Delegate of Kao Delegate of Uni-
3,788,631 0.28 0 0 0 0 Spouse NA
Chyuan Inv. Co., President Enterprises
Ltd. Corp.
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76

2019 Annual Report

III. Corporate Governance

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Shareholding
The relationship between any of the
Shareholding Spouse & Minor by Nominee
Name Arrangement Company’s Top Ten Share holders Remarks
Shares % Shares % Shares % Name Relation
Dr. C. Y. Kao’s
Non-Profit
Foundation
of Culture & 17,887,785 1.30 0 0 0 0 NA NA NA
Education (In
Memory of His
Mother)
Canking
Investment Co., 16,918,851 1.23 0 0 0 0 NA NA NA
Ltd.
Hsin Yung Hsing
Tainan Spinning Co.,
Investment Co., 14,811,318 1.08 0 0 0 0 Note 3 NA
Ltd.
Ltd.
----- End of picture text -----

Note 1: The shareholding ratio was calculated based on the 1,390,428,028 shares of the share capital of President Securities Corp.

Note 2: Affiliates of Uni-President Enterprises Corp.

Note 3: Hsin Yung Hsing Investment Co., Ltd. is director of Tainan Spinning Co., Ltd.

IX. Ownership of Shares in Affiliated Enterprises

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As of March 31, 2020
Ownership by the Direct or Indirect Ownership by
Total Ownership
Affiliated Enterprises Company Directors, Supervisors, Managers
Shares % Shares % Shares %
President Futures Co., LTD 63,817,303 96.69 0 0 63,817,303 96.69
President Capital Management Corp. 30,000,000 100.00 0 0 30,000,000 100.00
President Securities (Hong Kong) Limited 10,000,000 5.19 182,600,000 94.81 192,600,000 100.00
President Securities (BVI) Limited 67,746,000 100.00 0 0 67,746,000 100.00
Uni-President Asset Management Corporation 14,904,630 42.46 12,000 0.03 14,916,630 42.49
President Insurance Agency Co., Ltd. 1,000,000 100.00 0 0 1,000,000 100.00
PSC Venture Capital Investment Company Limited 30,000,000 100.00 0 0 30,000,000 100.00
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X. Name and position of the employees with the top ten amounts of bonuses as well as the total amounts of the top ten bonuses

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Unit: NT$ thousands
Name Title Bonuses (Note)
Tsai, Sen-Bu President
An, Chi-Li Vice President
Lee, Wen-Sheng Vice President
Lin, Chung-Heng Project Vice President
Lin, Li-Lin District Assistant Vice President
1,147
Chung, Chih-Hung District Assistant Vice President
Kuo, Li-Yun Vice President
Chang, Hung-Shuo Senior Assistant Vice President
Huang, Jun-Jen Vice President
Yang, Kai-Chih Executive Vice President
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Note 1: Receive employee bonuses for 2018 in 2019.

Note 2: The sequence above is arranged based on the number of strokes of the last name in Chinese.

77

President Securities Corporation

XI. Directors and Corporate Auditors Training

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----- Start of picture text -----

Date of
Title Name Date Organization Course Credit
Inauguration
Prevention of Money
Taiwan Institute of Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate
Governance
”The Rise of the Innovative
Taiwan Institute of Economy—Transformation
2019.05.03 3
Directors and Challenges in Business
Lin, Kuan-Chen
Management”
Delegate of Kai
Chairman 2018.06.21
Nan Investment
“The New Version of the
Co., Ltd
Blueprint of Corporate
Taiwan Institute of
2019.04.26 Governance and Analysis of 3
Directors
Latest Amendments to the
Company Act”
“2019 Economic Outlook and
Taiwan Institute of
2019.01.25 Major Decisions of the Board 3
Directors
of Directors”
Prevention of Money
Taiwan Institute of Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate
Liu, Tsung-Yi
Governance
Delegate of Kai
Director 2018.06.21
Nan Investment
”The Rise of the Innovative
Co., Ltd.
Taiwan Institute of Economy—Transformation
2019.05.03 3
Directors and Challenges in Business
Management”
Prevention of Money
Taiwan Institute of Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate
Governance
”The Rise of the Innovative
Taiwan Institute of Economy—Transformation
2019.05.03 3
Directors and Challenges in Business
Chen, Kuo-Hui
Management”
Delegate of Kai
Director 2018.06.21
Nan Investment
“The New Version of the
Co., Ltd.
Blueprint of Corporate
Taiwan Institute of
2019.04.26 Governance and Analysis of 3
Directors
Latest Amendments to the
Company Act”
“2019 Economic Outlook and
Taiwan Institute of
2019.01.25 Major Decisions of the Board 3
Directors
of Directors”
”The Rise of the Innovative
Taiwan Institute of Economy—Transformation
2019.05.03 3
Directors and Challenges in Business
Management”
Hsieh Hong, Hui-
“The New Version of the
Tzu
Blueprint of Corporate
Director Delegate of Kai 2018.06.21 Taiwan Institute of
2019.04.26 Governance and Analysis of 3
Nan Investment Directors
Latest Amendments to the
Co., Ltd.
Company Act”
“2019 Economic Outlook and
Taiwan Institute of
2019.01.25 Major Decisions of the Board 3
Directors
of Directors”
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78

2019 Annual Report

III. Corporate Governance

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Date of
Title Name Date Organization Course Credit
Inauguration
”The Rise of the Innovative
Taiwan Institute of Economy—Transformation
2019.05.03 3
Directors and Challenges in Business
Lu, Li-An Management”
Delegate of Kai
Director 2018.06.21
Nan Investment “The New Version of the
Co., Ltd. Blueprint of Corporate
Taiwan Institute of
2019.04.26 Governance and Analysis of 3
Directors
Latest Amendments to the
Company Act”
The Legal Matters that the
Board Should Understand in
Taiwan Corporate
the Supervision of Business
2019.09.24 Governance 3
Activities: Be Careful not to
Association
Commit Concerted Action by
Accident
Prevention of Money
Chen, Ching-Yi 2019.08.28 Taiwan Institute of Laundering and Insider 3
Delegate of Kai Directors Trading for Stable Corporate
Director 2019.06.18
Nan Investment Governance
Co., Ltd.
Taiwan Corporate The Roles and Responsibilities
2019.07.26 Governance of Directors, Supervisors, and 3
Association Managerial Officers
“2019 Annual Meeting
Taiwan Institute of of the Taiwan Institute of
209.06.26 3
Directors Directors—A+ Companies X
Shareholder Value”
Taiwan Corporate Legal Due Diligence of
2019.09.27 Governance Business M&A and Business 3
Association Contract Introduction
Prevention of Money
Taiwan Institute of Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate
Chen, Yi-Ling
Governance
Delegate of Kai
Director 2019.06.18
Nan Investment
Corporate Governance and
Co., Ltd. Taiwan Corporate
Practical Operations of
2019.06.21 Governance 3
the Board of Directors and
Association
Functional Committees
Taiwan Corporate
How Directors Maintain Due
2019.06.21 Governance 3
Diligence and Remain Loyal
Association
Prevention of Money
Taiwan Institute of Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate
Teng, Wen-Hwi
Governance
Delegate of Kai
Director 2018.06.21
Nan Investment
”The Rise of the Innovative
Co., Ltd.
Taiwan Institute of Economy—Transformation
2019.05.03 3
Directors and Challenges in Business
Management”
“How to Apply Big Data
Taiwan Securities
2019.11.20 Analysis to the Management 3
Association
Lee, Che-Ming of Corporate Operations”
Delegate of Hui
Director 2018.06.21
Tung Investment Prevention of Money
Taiwan Corporate
Co., Ltd. Laundering and Insider
2019.08.28 Governance 3
Trading for Stable Corporate
Association
Governance
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President Securities Corporation

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Date of
Title Name Date Organization Course Credit
Inauguration
Prevention of Money
Taiwan Institute of Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate
Chang, Ming-Chen
Governance
Delegate of Leg
Director 2018.06.21
Horn Investment
”The Rise of the Innovative
Co., Ltd.
Taiwan Institute of Economy—Transformation
2019.05.03 3
Directors and Challenges in Business
Management”
Prevention of Money
Taiwan Institute of Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate
Tu, Li-Yang
Governance
Delegate of Ta
Director 2018.06.21
Le Investment
”The Rise of the Innovative
Holding Co., Ltd.
Taiwan Institute of Economy—Transformation
2019.05.03 3
Directors and Challenges in Business
Management”
Prevention of Money
Taiwan Institute of Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate
Lee, Shu-Fen Governance
Director Delegate of China 2018.06.21
F.R.P. Corp. ”The Rise of the Innovative
Taiwan Institute of Economy—Transformation
2019.05.03 3
Directors and Challenges in Business
Management”
“Taiwan Information
Taiwan Securities Disclosure System and Legal
2019.11.07 3
Association Liability for False Financial
Reports”
Director Duh, Bor-Tsang 2018.06.21
Prevention of Money
Taiwan Institute of Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate
Governance
Prevention of Money
Taiwan Institute of Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate
Governance
Director Lee, Shy-Lou 2018.06.21
”The Rise of the Innovative
Taiwan Institute of Economy—Transformation
2019.05.03 3
Directors and Challenges in Business
Management”
Prevention of Money
Taiwan Institute of Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate
Governance
Director Juang, Jing-Yau 2018.06.21
”The Rise of the Innovative
Taiwan Institute of Economy—Transformation
2019.05.03 3
Directors and Challenges in Business
Management”
Prevention of Money
Taiwan Institute of Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate
Governance
Independent
Liang, Yann-Ping 2018.06.21
Director
”The Rise of the Innovative
Taiwan Institute of Economy—Transformation
2019.05.03 3
Directors and Challenges in Business
Management”
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2019 Annual Report

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----- Start of picture text -----

Date of
Title Name Date Organization Course Credit
Inauguration
Prevention of Money
Taiwan Institute of Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate
Governance
Independent
Pai, Chun-Nan 2018.06.21
Director
”The Rise of the Innovative
Taiwan Institute of Economy—Transformation
2019.05.03 3
Directors and Challenges in Business
Management”
Prevention of Money
Taiwan Institute of Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate
Governance
Independent
Song, Yung-Fong 2018.06.21
Director
”The Rise of the Innovative
Taiwan Institute of Economy—Transformation
2019.05.03 3
Directors and Challenges in Business
Management”
Prevention of Money
Taiwan Institute of Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate
Governance
Independent Horng, Yuan-
2018.06.21
Director Chuan
”The Rise of the Innovative
Taiwan Institute of Economy—Transformation
2019.05.03 3
Directors and Challenges in Business
Management”
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XII. Manager Learning

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Title Name Date Organization Credit Course
Taiwan Institute of Prevention of Money Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate Governance
”The Rise of the Innovative Economy—
Taiwan Institute of
2019.05.03 3 Transformation and Challenges in Business
Directors
Management”
Chairman Lin, Kuan-Chen
“The New Version of the Blueprint of Corporate
Taiwan Institute of
2019.04.26 3 Governance and Analysis of Latest Amendments
Directors
to the Company Act”
Taiwan Institute of “2019 Economic Outlook and Major Decisions
2019.01.25 3
Directors of the Board of Directors”
Taiwan Institute of Prevention of Money Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate Governance
President Tsai, Sen-Bu
”The Rise of the Innovative Economy—
Taiwan Institute of
2019.05.03 3 Transformation and Challenges in Business
Directors
Management”
Taiwan Institute of Prevention of Money Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate Governance
Executive
Vice Yang, Kai-Chih
President Taiwan Institute of ”The Rise of the Innovative Economy—
2019.05.03 3 Transformation and Challenges in Business
Directors
Management”
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81

2019 Annual Report

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Title Name Date Organization Credit Course
”The Rise of the Innovative Economy—
Vice Taiwan Institute of
Lee, Wen-Sheng 2019.05.03 3 Transformation and Challenges in Business
President Directors
Management”
Taiwan Institute of Prevention of Money Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate Governance
Vice
An, Chi-Li
President ”The Rise of the Innovative Economy—
Taiwan Institute of
2019.05.03 3 Transformation and Challenges in Business
Directors
Management”
Vice Taiwan Institute of Prevention of Money Laundering and Insider
Huang, Jun-Jen 2019.08.28 3
President Directors Trading for Stable Corporate Governance
Vice Taiwan Institute of Prevention of Money Laundering and Insider
Kuo, Li-Yun 2019.08.28 3
President Directors Trading for Stable Corporate Governance
Taiwan Institute of Prevention of Money Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate Governance
Vice
Pan, Chun-Hsien
President ”The Rise of the Innovative Economy—
Taiwan Institute of
2019.05.03 3 Transformation and Challenges in Business
Directors
Management”
Taiwan Institute of Prevention of Money Laundering and Insider
2019.08.28 3
Directors Trading for Stable Corporate Governance
Chief
Huang, Sha-Mei
Auditor ”The Rise of the Innovative Economy—
Taiwan Institute of
2019.05.03 3 Transformation and Challenges in Business
Directors
Management”
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82

2019 Annual Report

IV. Capital Structure

IV. Capital Structure

I. Shareholders’ equity

A. Source of Capital

Types of shares issued in the most recent year prior to the publication date of this annual report

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Authorized Share Capital Capital Stock Remark
Month/ Issue Price
Capital Increase
Year (Per Share) 1,000 Amount (NT$ 1,000 Amount (NT$ Sources of
by Assets Other Other
shares thousands) shares thousands) Capital
than Cash
Apr- Treasury Stock
10 1,500,000 15,000,000 1,185,706 11,857,062 None Note 1
2009 Retired
Aug- Capital Increase
10 1,500,000 15,000,000 1,231,933 12,319,334 None Note 2
2010 by Earning
Aug- Capital Increase
10 1,500,000 15,000,000 1,304,646 13,046,456 None Note 3
2011 by Earning
Dec- Treasury Stock
10 1,500,000 15,000,000 1,284,582 12,845,816 None Note 4
2011 Retired
Aug- Capital Increase
10 1,500,000 15,000,000 1,323,119 13,231,191 None Note 5
2012 by Earning
Mar- Treasury Stock
10 1,500,000 15,000,000 1,303,796 13,037,961 None Note 6
2016 Retired
May- Treasury Stock
10 1,500,000 15,000,000 1,295,248 12,952,481 None Note 7
2016 Retired
July- Capital Increase
10 1,500,000 15,000,000 1,335,666 13,356,657 None Note 8
2016 by Earning
Aug- Capital Increase
10 1,500,000 15,000,000 1,390,428 13,904,280 None Note 9
2017 by Earning
May- Treasury Stock
10 1,500,000 15,000,000 1,372,390 13,723,900 None Note 10
2019 Retired
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Note 1: Approved by the Financial Supervisory Commission Jin Kuan Cheng3 Tzu No.0980003793 on January 23, 2009.

  • Note 2: Approved by the Financial Supervisory Commission Jin Kuan Cheng1 Tzu No.0990037293 on July 19, 2010.

  • Note 3: Approved by the Financial Supervisory Commission Jin Kuan Cheng1 Tzu No.1000033006 on July 15, 2011.

  • Note 4: Approved by the Financial Supervisory Commission Jin Kuan Cheng1 Tzu No.0970064519 on November 24, 2008 and approved by the Financial Supervisory Commission Jin Kuan Cheng1 Tzu No.1010002095 on January 18, 2012 for the capital change.

  • Note 5: Approved by the Financial Supervisory Commission Jin Kuan Cheng1 Tzu No.1010030875 on July 12, 2012.

  • Note 6: Approved by the Financial Supervisory Commission Jin Kuan Cheng Jiao Tzu No.1040048944 on November 23, 2015.

  • Note 7: Approved by the Financial Supervisory Commission Jin Kuan Cheng Jiao Tzu No.1050010487 on March 31, 2016.

  • Note 8: Effective after reporting to the Financial Supervisory Commission on July 5, 2016 and approved by Ministry of Economic Affairs Jin So Sun Tzu No.10501197070 on August 10, 2016.

  • Note 9: Effective after reporting to the Financial Supervisory Commission on July 3, 2017 and approved by Ministry of Economic Affairs Jin So Sun Tzu No.10601121960 on August 28, 2017.

  • Note 10: Approved by the Financial Supervisory Commission Jin Kuan Cheng Jiao Tzu No.1080305980 on March 5, 2019.

  • Note 11: As of May 31, 2020, there are no cases where the shares are issued below the par value, and nothing other than cash is used as payments and private placement.

1. Type of Stock

Unit: Share

Type of Stock Authorized Share Capital Authorized Share Capital Authorized Share Capital Remark
Issued Shares (Note) Unissued Shares Total
Common Stock 1,372,390,028
127,609,972
1,500,000,000
Listed on TWSE

83

President Securities Corporation

Shelf Registration: None.

B. Structure of Shareholders

As of April 21, 2020

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Structure of Foreign
Shareholders Government Financial Other Personal Institutions
Institutional Total
Agencies Institutions Shareholders and Personal
Quantity Shareholders Shareholders
Number of Holders 0 0 164 39,946 206 40,316
Shares 0 0 749,368,911 480,474,434 142,546,683 1,372,390,028
% 0 0 54.6% 35.1% 10.3% 100%
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C. Distribution Profile of Share Ownership

1. Common Shares

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As of April 21, 2020
Shareholders Ownership Number of
Ownership Ownership (%)
(Unit:Share) Shareholders
1 ~ 999 22,370 2,044,467 0.149
1,000 ~ 5,000 9,275 21,370,726 1.557
5,001 ~ 10,000 2,895 21,792,558 1.558
10,001 ~ 15,000 1,514 18,681,789 1.361
15,001 ~ 20,000 831 14,742,936 1.074
20,001 ~ 30,000 877 21,896,324 1.595
30,001 ~ 40,000 454 15,855,592 1.155
40,001 ~ 50,000 356 16,319,241 1.189
50,001 ~ 100,000 771 55,095,361 4.015
100,001 ~ 200,000 443 62,358,573 4.544
200,001 ~ 400,000 279 76,774,052 5.594
400,001 ~ 600,000 85 41,261,919 3.007
600,001 ~ 800,000 38 25,450,371 1.854
800,001 ~ 1,000,000 38 34,302,327 2.499
Over 1,000,001 90 944,443,792 68.817
Total 40,316 1,372,390,028 100.000
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2. Preferred Shares: None.

D. Major Shareholders

As of April 21, 2020

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Shareholding Shareholders Number of Shares Ownership (%)
Uni-President Enterprises Corp. 393,586,559 28.678
President Securities Corporation - Trust Account 45,766,703 3.334
Kai Nan Investment Co., Ltd. 39,831,460 2.902
President Chain Store Corp. 38,221,259 2.785
Eternal Chemical Co., Ltd. 34,252,383 2.495
Tainan Spinning Co., Ltd. 32,141,877 2.342
Kao Chyuan Investment Co., Ltd. 31,098,066 2.265
Dr. C. Y. Kao’s Non-Profit Foundation of Culture &
17,887,785 1.303
Education (In Memory of His Mother)
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84

2019 Annual Report

IV. Capital Structure

Shareholding Shareholders Number of Shares Ownership (%)
Canking Investment Co., Ltd.
16,918,851
1.232
Hsin Yung Hsing Investment Co., Ltd.
14,811,318
1.079

Note: The shareholding ratio was calculated based on the 1,390,428,028 shares of the share capital of President Securities Corp.

E. Market Price Per Share, Net Value, Earnings & Dividends for Latest Two Years

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Years
2018 2019 2020Q1
Item
Highest 14.5 14.6 14.95
Market Price
Per Share Lowest 10.85 11.8 10.65
(Note 1)
Average 12.97 13.38 13.65
Before Distribution 18.44 19.455 18.784
Net Worth
Per Share
- - -
After Distribution (Note 2)
Weighted Average Shares
1,390,428 1,373,457 1,372,390
(thousand shares)
Earnings Per
Share Before Adjustment 0.87 1.72 -0.673
Earnings
Per Share
- - -
After Adjustment
Cash Dividends (NT$) 0.69 1.0 -
Retained Earnings - 0.2 -
Stock
Dividends
Dividends Additional Paid-in
Per Share - - -
Capital
Accumulated Undistributed
Dividend - - -
Price/Earnings Ratio (Note 3) 14.90 7.77 -
Return on
Price/Dividend Ratio (Note 4) 18.79 13.38 -
Investment
Cash Dividend Yield (Note 5) 5.32% 7.47% -
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Note 1: The market price per share is adjusted retrospectively based on earnings distribution.

  • Note 2: The net worth per share after distribution is filled in based on the distribution determined via resolution at the shareholders’ meeting in the next year.

Note 3: Price / Earning Ratio = Average Market Price / Earnings per Share

Note 4: Price / Dividend Ratio = Average Market Price / Cash Dividends per Share

Note 5: Cash Dividend Yield Rate = Cash Dividends per Share / Average Market Price

F. Dividend Policy and Implementation Status

1. Dividend Policy

We take a policy of dividend payment to maintain sound long-term financial structure and stabilize continual growth to maximize benefits to shareholders, in the following manners:

  • (1) With regard to the surplus for the year (net of taxes payable and losses from previous years), after portions have been set aside in surplus reserves in accordance with the law and set aside or transferred to the special reserve in accordance with regulations, the balance and undistributed earnings (beginning of the year) may not be distributed if they do not make up at least five percent of paid-in capital.

  • (2) The total amount of dividend shall not be below 70% of the allocable profit as per the preceding paragraph.

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President Securities Corporation

  • (3) Out of the dividend which can be allocated according to the preceding paragraph, stock dividend shall not be below 50% and cash dividend shall not exceed 50%.

  • (4) Taking the operation situation of the year and the fiscal plan of next year into consideration, the company may decide the best stock and cash dividend on its discretion.

2. Proposed Distribution of Dividend

The Board adopted a proposal for 2019 profit distribution at its Meeting on March 26, 2020, and the proposal to distribute 2019 profits is a cash dividend of NT$1 per share and stock dividend of NT$0.2 per share.

G. Impacts of Stock Dividends on Operation Results and EPS: Not Applicable.

H. Compensation of Employees, Directors and Supervisors

1. Information Relating to Compensation of Employees, Directors and Supervisors in the Articles of Incorporation

The Board of Directors passed a motion on January 27, 2016 amending the Company’s Articles of Incorporation, which stated the company will distribute compensation to employees and the Directors from pre-tax profits. Where the company has pre-tax profits, the total value of funds to be distributed among employees shall not be less than 1.6% of pre-tax profits; while the total value of funds to be distributed among the Directors shall not be more than 2% of pre-tax profits. If the company has losses carried forward, compensation should only be paid to employees and Directors after funds have been set aside as reserve for such losses. This amendment was approved in the 2016 shareholders’ meeting.

2. Estimate Foundation of Employee Compensation and Directors’ Remuneration

The Company’s profit in 2019 was based on the income before taxes after deducting the bonuses to the employees and Directors; it was estimated that the bonuses for the employees and Directors accounted for 2% of the income before taxes, respectively. If there were differences between the actual amount and the estimated figures, the profit and loss of 2020 would be adjusted accordingly.

3. Profit Distribution of Year 2019 Approved in Board of Directors Meeting for Compensation of Employees and Directors

  • (1) The amount of bonuses to the employees, Directors, and Supervisors in the forms of cash or shares. If differences are found in the estimated expenses of the year, the differences, cause, and handling of the differences shall be disclosed.

On March 26, 2020, our Board of Directors passed the proposed allocation of 2% employees’ compensation and 2% remuneration for directors and supervisor in 2019 as follows:

Total employees’ compensation of NT$52,103,124 and total directors’ remuneration of NT$52,103,124.

There was no difference between the estimates and the actual distributions approved at the Board Meeting for Employee bonus and Director/Supervisor compensation.

(2) Ratio of employee bonuses in shares on net profit and total employee bonuses for the period:

There were no employee bonuses in shares for the current period.

4. Information of 2018 Distribution of Compensation of Employees, Directors and Supervisors

On March 22, 2019, the Board of Directors passed the proposed allocation of employees’ compensation and remuneration for directors and supervisor in 2018 as follows: Employees and directors bonus appropriation ratio was 2%, respectively, and distributed in cash.

Employees’ compensation amounted to NT$28,867,634 while remuneration for directors and supervisors amounted to NT$28,867,634. There was no difference between the estimates and the actual distributions approved at the Board Meeting.

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2019 Annual Report

IV. Capital Structure

I. Buyback of Treasury Stock:

On December 28, 2018, at the 5th meeting of the 11th Board of Directors, it was decided to repurchase treasury stocks via resolution. It was planned to repurchase 30,000,000 shares and actually repurchased 18,038,000 shares from January 2, 2019 to February 27, 2019.

Repurchase of shares by the Company

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Number of Repurchases No. 12
To maintain the Company’s creditability and
Purpose of Repurchasing
shareholders’ interests
Date of Repurchase January 2, 2019 - February 27, 2019
Price Range of Shares to be Repurchased 8.05~18.36
Type and Amount of Shares Repurchased 18,038,000 shares
The Ratio of the Quantity Repurchased to the Quantity
60.13%
Scheduled to be Repurchased (%)
Number of Retired and Transferred Shares 18,038,000 shares
Cumulative Number of Shares of the Company 0
Ratio of the Cumulative Number of Shares Held to Total
0
Shares Issued (%)
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II. Long-Term Borrowings: None.

  • A. Unpaid corporate bonds: None.

  • B. Corporate bonds due within one year: None.

III. Issuance of Preferred Stocks: None.

IV. Issuance of Global Depositary Receipts: None.

V. Issuance of Employee’s Stock Options: None.

VI. Merge and Acquisition: None.

VII. Working Capital Plans:

Any incomplete share issuance or private placement or any completed share issuance or private placement over the past three years from which benefits have not yet been reported as of March 31, 2020: None.

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President Securities Corporation

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2019 Annual Report

V. Business Environment

V. Business Environment

I. Description of Business Activities

A. Business Scope

1. Main areas of Business Operations

  • Underwriting business

  • Proprietary trading of listed securities

  • Brokerage for listed securities

  • Proprietary trading of listed securities through retail locations

  • Brokerage for listed securities through retail locations

  • Consignment trading of foreign securities

  • Securities margin purchase and short sale

  • Money borrowing or lending in connection with securities business

  • Securities borrowing and lending

  • Non-restricted purpose loan business

  • Shareholder services coordination

  • Support for futures trading through equity-related business

  • Concurrent operation of futures proprietary trading

  • Wealth Management business

  • Trust business

  • Financial derivatives products approved by the SFC

  • Offshore Securities business

  • Other relevant operations approved by the competent authority

2. Breakdown of Revenues for Latest Three Years

Unit: NT$ thousands

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2017 2018 2019
Item Operating Operating Operating
% % %
Revenue Revenue Revenue
Brokerage 2,338,014 36.76 2,483,267 52.97 2,221,924 35.67
Proprietary
3,771,989 59.31 2,006,020 42.79 3,726,001 59.81
Trading
Underwriting 249,982 3.93 198,603 4.24 281,992 4.53
Total 6,359,985 100.00 4,687,890 100.00 6,229,917 100.00
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3. Products and Services

We offer a comprehensive range of financial services-brokerage, underwriting, proprietary trading, fixed income dealing, financial product development, wealth management, and shareholder services. The following is a brief description of our primary business units.

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President Securities Corporation

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Business Area Products and Services Description
1. Accept orders from clients to buy/sell 1. The market share of brokerage business was 3.25% in 2019,
listed securities and forward to TWSE ranked 10th among the top ten Taiwanese securities firms.
for execution.
2. The Company has 31 branches in total. The market share in
2. Accept orders from clients to buy/sell a single location is 0.1% and ranked 3rd among the top ten
listed securities and forward to TPEx Taiwanese securities firms, indicating that the Company’s
for execution. operational efficiency was better than other firms.
3. Manage custodial services for clients. 3. The Company has been active in promoting electronic
trading, where proportion of transactions through electronic
4. Provide margin financing for securities
trading in the entire Company was 43.43% in 2014, 45.05%
trading.
in 2015, 49.71% in 2016, 54.44% in 2017, 64.79% in
5. Securities Borrowing and Lending average in 2018 and 68.29% in 2019. The proportion of
Brokerage Business. transactions through electronic trading has demonstrated
significant growth every year.
6. Non-restricted purpose loan business
4. The trading system has integrated the trading functions of all
7. Accepting orders to trade Foreign
products, and customers can use the same electronic trading
Securities.
platform for trading securities, futures, options, OTC stocks,
8. Futures Introducing Broker Business. sub-brokerage, fund, and overseas futures products.
5. By offering a more all-inclusive market monitoring and order
entry environment, we can provide services to a larger client
base.
6. We integrate our sales of all types of products available in the
market and thereby offer more value to our existing clients.
1. Trading of publicly listed securities on 1. Market Position
the TWSE and TPEx, using President Over the past 10 years, our proprietary trading department
Securities’ own funds. has been among the top every year. Regardless of the market
2. Hedge positions via futures and options trend, our proprietary trading department is able to accurately
markets. read the market and adjust its strategy accordingly and pick
out the key trends and sectors. And, they are able to match
Proprietary 3. Legally-permitted foreign marketable this with effective futures hedging, risk management, and a
securities trading; international diverse range of product trading strategies, resulting in big
Trading investment expanding, such as gains, and small losses. This has allowed us to retain a core
American stocks, Hong Kong stocks, proprietary trading team with considerable experience, which
A-shares in Shanghai-Hong Kong Stock has become the envy of the industry.
Connect and Shenzhen-Hong Kong
Stock Connect, Japan stocks, global 2. Specialty Product
ETFs. System application is supported by quantitative analysis and
technical indicator modules.
1. Use own capital to trade domestic and The Fixed Income Department mainly focuses on fixed
foreign corporate and government income proprietary trading business, sales, and DCM business,
bonds in the OTC market. supplemented with the issuance of structured products. The
proprietary trading business is mainly based on foreign
2. Offer tendering services of Taiwan
currency-denominated notes, supplemented by New Taiwan
government bonds.
dollar-denominated notes. The main products are US dollar-
3. Repo and Reverse-Repo transactions. denominated and euro-denominated notes. The fixed income
Fixed Income 4. Trade overseas and domestic convertible sales, underwriting and issuance of structured products are
being developed continuously. To expand fee businesses via
Business bonds.
proprietary trading business support.
5. Provide debt capital market services for
overseas and domestic issuers.
6. To trade government and corporate
bonds with customers.
7. Interest rate structured products trading,
design and sales.
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90

2019 Annual Report

V. Business Environment

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Business Area Products and Services Description
1. Futures Proprietary Trading Division: 1. Operating Performance
Market making and trading of legally- In 2019, profitability of our futures proprietary trading
permitted foreign futures and options division was among the top in the industry.
Quantitative contracts.
2. New Products/Services in Development
Trading 2. Strategic Trading Division: As regulators continue to liberalize the industry and allow
ETF arbitrage, market making, new financial products, we stand ready to add these new
structured products issuing and trading. products to our trading and, in turn, to add to our revenue
streams.
1. Equity Warrants (including OTC In 2019, our Financial Products Division was primarily
contract-based warrants) and issuance engaged in issuing new warrants, structured note products, and
of callable bull/bear contracts. other derivative products authorized by the Taiwan’s regulators.
2. Structured products trading. 1. Market Position
3. Convertible bond asset swap business. (1) Equity Warrants: A total of 1,705 warrants were issued in
2019, for a total dollar value of NT$26,296,705 thousand,
4. Trading of equity derivatives. ranked 6th in the market. Up to March of 2020, 345
warrants were issued by PSC, for a total dollar value of
5. Exchange Traded Note, ETN
NT$3,577,225 thousand, making PSC ranked 7th among
6. Other derivatives financial products the market .
approved by the competent authority.
(2) Structured note products: For the year of 2019, the
Company undertook contracts amounting to a principal
of NT$23,576,202 thousand and was ranked 6th in the
market. A total of NT$2,765,935 thousand in structure
note products were outstanding at the end of 2019,
ranked 7th in the market. Up to March of 2020, the
Company undertook contracts amounting to a principal
of NT$4,906,800 thousand and was ranked 5th, and
NT$2,199,632 outstanding, ranked 7th.
2. New Products/Services in Development
In the fourth quarter of 2019, the Company’s call warrants
Financial
were rated Grade A in the market making evaluation by the
Products responsible authorities. In the future, the Company will still
maintain an excellent quality in market making, provide
better warrant services to investors, and look forward to
building consumer trust in the brand so as to elevate the
status of President Securities’ warrants in the market.
In addition, Exchange-traded notes (ETNs) are new products
released by the responsible authorities in 2019. PSC also
issued two ETN products in April and December 2019, which
were President Increased Dividend 150N and President Low-
Volatility High-Interest-Rate Selection 20N, respectively.
Two ETNs linked to overseas investment targets have been
launched since March 2020, namely the MSCI USA IMI
Information Technology Net Total Return Index and the
MSCI USA Minimum Volatility Net Total Return Index.
Investors can thus participate in investing in classic American
high-quality companies in small amounts to allocate assets
easily. By carefully selecting stock targets, a basket of targets
were combined into an ETN to provide investors with a
good choice of asset allocation. President Securities plans to
develop detailed media-based self-teaching lessons, to make
it easier for novice investors to understand the ETN business,
so as to continue to differentiate itself from competitors in
the sector and to expand its market share of new products.
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Business Area Products and Services Description
1. Assist corporations in application for 1. Market Position
public listing on TWSE or TPEx. In 2019, PSC had 42 lead and co-lead underwriting deals, for
a total dollar value of NT$2.558 billion.
2. Assess and advise clients with respect to
capital increase plans. 2. New Products/Services in Development
3. Underwrite domestic and foreign bonds. Our goal is to provide professional corporate financial
services, to simultaneously act as both an effective market
Underwriting 4. Assist in M&A activities. maker and also as a top-notch service provider, all with the
(Capital Market) 5. Assess and advise clients with respect aim of increasing the company’s overall added value. Going
to applications to convert private equity forward we will continue to focus our energy on landing
into publicly traded stocks, treasury mid- and large-sized deals, and will continue to bolster our
stocks, capital increase plans and presence within the Greater China Region (i.e., TDRs, IPOs
employee’s stock options. (including primary listings on the TWSE/TPEx Market,
M&A, Private Equity, and consulting, etc.), so as to become
6. Other businesses relate to underwriting
a more competitive securities firm.
and consulting.
1. Coordinate shareholder services on 1. The scale of the Company’s agency
behalf of publicly listed companies. (1) The number of serviced companies in 2019 was 158,
2. Assist in the coordination of where 89 were listed companies, amounted to 56.32 %.
shareholders’ meetings. (2) The scale of the Company’s agency is larger. The average
number of shareholders we serviced in 2019 was 1.82
3. Coordinate the distribution of cash and/
million.
or stock dividends to shareholders.
2. Operating Performance
4. Manage the issuance and delivery of tax
forms to shareholders. (1) The number of serviced companies in 2019 had a 7.48%
Shareholder growth compared to the number of service companies in
5. Respond to shareholder enquiries and 2018.
Services
legal issues.
(2) The number of shareholders’ agents in 2019 was
comparable to that in 2018, thus allowing us to
continuously achieve a high economy of scale and
efficient operations.
3. Long-term Objectives
Actively expand the number of serviced companies to
increase revenues.
1. Provide customers with the most 1. Market Position
complete asset arrangement and finance At the end of 2019, the number of customers in the wealth
service planning service. management trust account reached 12,620; the client trust
2. Conduct asset allocation for customers assets reached NT$4.576 billion, including NT$4.367 billion
Wealth through trust. for non-discretionary money trust assets and NT$209 million
Management & for marketable securities trust assets. The asset size ranked
Trust 3. Coordinate the funds of domestic and 9th among securities firms.
foreign commodities, marketable
securities, and structured products on 2. Long-term Objectives
the Trust Platform. Establish "wealth management platform" for Taiwan
customers through wealth management and trust.
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4. New Products/Services in Development

The Company will continue to promote digitalization and adopt information technology to transform internal processes, strengthen digital management capabilities, as well as increase business momentum and decision-making efficiency. In addition, in the financial product business, the Company will continue to issue ETNs, strive to take advantage as a pioneer in the ETN market, and create product differentiation to establish a brand image.

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V. Business Environment

B. Industry Overview

1. Overall Economic Environment

Over the past year, the global economy recovered slowly under the haze of the US-China trade war. In order to reduce the US-China trade deficit, the US continued to increase the import tariffs on products from China. Meanwhile, sanctions were imposed on companies, including ZTE and Huawei, which created many uncertainties related to global trade activities. However, with increasing consumption and employment in the US, the Fed’s preventive interest rate cuts also created and continued an optimistic outlook for financial markets. In Europe, under the influence of global trade tensions and rising policy uncertainties, economic growth continued to slow. Under the continued economic downturn, the European Central Bank was expected to continue the loosen monetary policy. As for China, because the escalation of the US-China trade war led to sanctions imposed on private companies that resulted in weak exports, the central government implemented fiscal policies designed to stabilize the Chinese economy.

In Taiwan, the domestic economic growth rate decreased from 2.75% in 2018 to 2.71% in 2019, mainly because of the expansion of the U.S.-China trade conflict and the conservative wait-and-see approach adopted by businesses and manufacturers, which weakened global economic demand. In the domestic stock market, driven by the US’s preemptive interest rate cuts and the government’s policy of attracting investments made by overseas Taiwanese business people to return to Taiwan, the annual TAIEX rose from 9,727 to 11,997 points, an increase of 23.3%. The average daily volume of the stock exchange market decreased to NT$120.1 billion from NT$130.2 billion.

Looking forward to 2020, the IMF increased its forecast for the rate of global economic growth from 2.9% to 3.3% in January, mainly because the US and China reached a first-stage trade agreement. In Taiwan, the production capacity of high-end semiconductor manufacturing has been gradually expanded operations, and the positive effects of the returning of investments from overseas Taiwanese business people to Taiwan to expand their factories have continued to ferment. When these are coupled with the continuous development of global 5G mobile communications, artificial intelligence, and other emerging applications, as well as the end of the US-China trade conflict, the Directorate-General of Budget, Accounting, and Statistics has estimated that the economy will grow by 2.37% this year. However, with the outbreak of the novel coronavirus that occurred in China at the end of January, China implemented various measures, including lockdowns and a postponement of the start of production. Others have also witnessed outbreaks in their countries and various nations have adopted a number of epidemic prevention and control measures accordingly. It is expected that the epidemic will affect normal economic activity, such as production, consumption, and trading, which will drag down the global economic performance and affect trade activities. The economic growth rate may be further revised downward.

2. Current Status and Future Development

(1) Primary Market

Unit: NT$ 100 Million

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Corporate Bond
Over-The-Counter
Listed Company Government Bond
Year (OTC) Company Ordinary Corporate Convertible Bond
Bond
Total
Number Capital Number Capital Number Net total Number Net total Number Net total
1993 669 47,252.8 423 6,394.7 80 25,870.7 2,666 7,998.5 235 1,218.1 9,216.6
1994 697 50,580.8 466 6,261.0 86 28,506.7 2,882 8,993.8 349 1,522.1 10,515.9
1995 691 54,159.6 503 6,431.8 88 31,417.2 2,784 9,355.2 322 1,549.0 10,904.2
1996 688 55,226.7 531 7,262.0 90 33,823.2 2,397 9,710.2 292 1,830.1 11,540.3
1997 698 56,016.2 547 7,148.1 88 35,184.7 1,744 8,773.4 276 2,108.0 10,881.4
1998 718 57,354.4 539 7,030.7 91 37,351.7 1,142 9,476.1 269 1,857.7 11,333.8
1999 741 58,695.9 546 7,727.3 93 39,708.5 783 9,413.9 208 1,405.2 10,819.1
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----- Start of picture text -----

Corporate Bond
Over-The-Counter
Listed Company Government Bond
Year (OTC) Company Ordinary Corporate Convertible Bond
Bond
Total
Number Capital Number Capital Number Net total Number Net total Number Net total
2000 758 59,279.5 564 7,059.9 94 43,341.5 512 10,002.1 246 1,373.7 11,375.8
2011 790 61,523.8 607 7,319.2 97 46,441.5 425 11,242.6 299 1,660.3 12,902.9
2012 809 63,849.5 638 6,674.5 100 49,343.0 433 13,641.2 314 1,594.5 15,235.7
2013 838 66,100.3 658 6,618.5 103 52,209.5 468 15,776.1 294 1,542.4 17,318.5
2014 854 67,834.0 685 6,795.6 108 54,401.7 519 17,197.8 277 1,507.7 18,705.5
2015 874 69,509.0 712 7,061.9 113 55,693.7 500 17,081.5 297 1,554.1 18,635.6
2016 892 70,217.0 732 7,152.6 116 56,053.3 500 16,776.4 270 1,483.1 18,259.5
2017 907 71,361.9 744 7,223.6 119 56,363.3 512 17,436.6 193 1,172.6 18,609.1
2018 928 71,588.9 766 7,385.0 124 56,024.7 535 18,120.0 157 1,173.5 19,293.4
2019 942 71,556.4 775 7,466.6 129 55,509.6 569 19,012.0 166 1,186.1 20,198.1
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Reference: Securities and Futures Bureau, FSC

(2) Overview of total market value of the securities market in the past three years

Unit: NT$ billions

Item 2017 2018 2019
Taiwan Stock Exchange
Stocks 23,972.2 29,608.9 26,464.6
ETF 1,231.7 1,834.1 2,080.5
Beneficiary
Securities
4.3 4.2 10.0
Equity Warrants 584.5 712.6 497.1
TDR 6.2 2.7 2.4
Subtotal 25,798.9 32,162.4 29,056.6
Taipei Exchange
Stocks 7,683.5 8,145.5 7,607.5
Equity Warrants 226.5 211.7 145.4
ETF 68.1 316.8 854.0
Bonds 45,815.3 48,217.5 44,677.1
Subtotal 53,793.4 56,891.4 53,284.7
Total 79,592.2 89,053.8 82,341.3
TAIEX 10,642.86 9,727.41 11,997.14

Reference: Securities and Futures Bureau, FSC

The three-year extension of the reduction of the stock transaction tax for day trading by half and the inclusion of proprietary traders have motivated investors to trade, making the total trading volume of Taiwan Stock Exchange and Taipei Exchange in 2018 increase by 11.9% compared with the previous year.

3. Relationship with Up-, Middle- and Downstream Companies

The securities market is a part of the financial market as a direct transaction channel between fund seekers and fund providers; industrial and commercial enterprises usually raise funds through the issuance of marketable securities, and investing in marketable securities has become an important way for people to manage their savings and personal wealth. The mission of the securities market is to pool savings and turn them into investment, and thus facilitate economic growth.

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2019 Annual Report

V. Business Environment

Upstream
Funds Suppliers
Individual Investors
Institutional Investors
Funds
Securities
Midstream
Mediator
Securities Firms
Funds
Securities
Downstream
Funds Suppliers Mediator Funds Demanders
Individual Investors
Institutional Investors
Securities Firms Listed Companies
Financial
Institutions
Government

4. Product Trends and Relevant Competition

  • Proprietary Trading

(1) Equities Markets

The global stock markets witnessed an abundant harvest in 2019 and a total of ten stock markets hit new highs, including New Zealand, Brazil, S&P 500, Nasdaq, Switzerland, PHLX Semiconductor Sector (SOX), Dow Jones, Canada, India, and Australia Indices; the performance of the Taiwan Stock Exchange’ was also excellent in 2019, with an annual increase of 23.3%, which was also the best performance over the past 10 years. Benefiting from the anticipation of interest rate cuts in the U.S. in the first half of last year, the Taiwan Stock Exchange rose from 9729 in the beginning of the year to 11096 in May, with an increase of 14%. From May through September, due to Trump’s ban on Huawei, the Taiwan Stock Exchange fluctuated inside the box with a low of 10300 and a high of 11000. After the first phase of the US-China trade agreement was completed in September, trade negotiations between the US and China was resumed, major central banks around the world adopted a loose monetary policy, and the effect of orders transferred to other supply chains increased, The Taiwan Stock Exchange increased in value by another 1100 points in the fourth quarter. In 2019, the Taiwan Stock Exchange increased by 2268 points, an increase of 23.3%, ranking first among Asian stocks. Because of the inclusion of MSCI and a gradually increasing the weighting ratio, China’s stock market still witnessed a surge of 22.3% despite an economic growth rate of 6%. The Taiwan Stock Exchange rose 23.3% compared to 5-10% in emerging markets, so the performance was relatively strong. The performance was better than expected because of the influx of funds caused by the appreciation of the Taiwan dollar. In addition, the Taiwan stock yield rate of 4.5% was much better than in developed countries where it yielded 2 to 2.5%. Coupled with the transfer of supply chains due to the trade war and the introduction of 5G networks, the business sectors of mobile phones and semiconductors were picking up, driving the Taiwanese stocks to remain high, from the liquidity-driven rally in the first half of the year through the performance-driven rally in the fourth quarter; for example, the TAIEX rose 2268 points and the OTC index grew 20.9% in 2019.

The Proprietary Trading Department has kept abreast of the status of the progress of 5G, AI, and IoT in 2019, the ending of semiconductor inventory correction, as well as the acceleration of the trend of enterprises’ development and use of the cloud. And took long-term investment and quick short-term investment positions to make flexible adjustments to the stock inventory positions in accordance with changes in the stock market to minimize systemic risks in 2018. It also remained vigilant of the changes in the fundamentals of listed companies to conduct real-time adjustments of positions to exchange weak positions for strong positions. Coupled with hedging positions in futures to lower risks and losses, its performance in the TWSE led the industry. Overseas stock market operations also performed well overall with the Department’s investment of vast numbers of personnel for research to fully grasp emerging international trends. Overall performance was better than index fluctuations. In the future, the Department will continue to intensify global macroeconomic research and flexibly adjust domestic and foreign positions and strategies as the foundation of its operations. It will grasp opportunities for profits in bull markets and diversify investments to expand sources for Department revenue. The Department plans to be among the leaders of profitability in the industry while maintaining its past competitive advantages.

(2) Risk Management

In addition to using VaR figures provided by the proprietary trading department’s risk control office,

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President Securities Corporation

stop losses and limit alerts are set for the stocks that each trader trades. Each trader is given trading limits and trading performances are updated in real time and, when necessary, trading authorizations can be immediately revoked. The effect of all of these measures is to ensure maximum protections for our shareholders.

(3) Hedging Operations

Futures and options are our primary hedging tools. Going forward, we will continue to use these financial products to adequately hedge our proprietary trading department’s exposure.

Fixed Income Dealing

(1) Outright Purchases and Sales of Government Bonds

Due to the different time zones for trading of the US Treasury, it is difficult to grasp the short-term risk of price increases, and this year the Fed’s interest rate cut is expected to be smaller. Therefore, the trading operation is mainly based on buying during rallies and range trading. In terms of the domestic government bond market, the overall economic and bond aspects are conducive for long position holding. However, the government bond interest rate is very close to the re-purchase (RP) cost, and there is limited space for it to decrease. Therefore, the trading of domestic government bonds this year will be conducted discreetly, and attention will be paid to liquidity risks.

(2) Convertible Bonds, Futures and Options

For convertible bonds, two strategies will be carried out. The first is to invest in bonds with large issuance size and limited downside risk, because better liquidity, capital structure, and limited risk are good for long term strategy to capture the trend. The second is to invest in notes with rally potential for short term trading. Because of high volatility, traders will control total positions for risk managing. Keep following equity market performance to make investment decision, CB issuers with large market capital will be influenced by macro economy significantly.

(3) Foreign Bonds

Last year, with the turmoil created by the global trade war, central banks around the world adopted monetary easing policies, driving credit spreads and public debt rates down sharply. Based on the situation this year, either the intensification of the risk of geopolitical conflicts or the decline of the global economy caused by the novel coronavirus pneumonia will be more unfavorable to the credit market. Therefore, this year the Fixed Income Department will adopt a more conservative approach to trade targets with better fundamentals within a certain range based on the value of the US Treasury.

Financial Products Business

(1) Equity Warrants

In 2019, there was a strong expansion in Taiwan’s equity warrant market, with all securities firms aggressively issuing warrant products. A total of 32,362 equity warrants were issued in 2019, for a total dollar value of NT$383.3 billion. Up to March of 2020, a total of 9,846 equity warrants were issued for a total dollar value of NT$112.4 billion.

The total dollar value of all equity warrants issued by the company in 2019 was NT$26.2 billion and the market share was 6.86%, ranked 6th in the market.In addition, due to the increased volatility of the overall securities market in the first quarter in 2020, the pace of issuance in the warrant business has been slowed. The total dollar value of all equity warrants issued by the company up to March, 2019 was NT$3.577 billion and the market share was 3.18%, ranked 7th in the market. Issue focuses mainly on the selection of stock performance with good Return on Equity (ROE) to create a win-win situation with investors and stable profits through different derivatives, futures, and options, etc., with hope to effectively lower hedging costs.

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2019 Annual Report

V. Business Environment

(2) Structured Note Products

The amount of contracts oustanding by the end of 2019 was NT$60.691 billion, for a trading volumn of NT$270.26 billion. The Company undertook contracts amounting to a principal of NT$23.57 billion and was ranked 6th in the market. Up to March of 2020, the amount of contracts oustanding was NT$55.402 billion, for a trading volumn of NT$79.274 billion. The Company undertook contracts amounting to a principal of NT$4.906 billion and was ranked 4th in the market.

(3) Exchange Traded Note (ETNs)

ETNs provide a new product released by the responsible authorities in 2019. As of December 2019, a total of 15 ETNs had been issued on the market, and the Company has also launched two main ENTs, namely the President Increased Dividend 150N on April 30, 2019 (020003) and President Low-Volatility High-Interest-Rate Selection 20N (020011) on December 31, 2019. One involves a selection of stocks that issue cash dividends; the other is a selection based on low volatility and the dividend rate so as to form a basket of high-quality indices with a high yield rate or low volatility. The President Increased Dividend 150N (020003) also set a new high listing price at the end of 2019; from the original listing date to December 28 it had the highest return rate (14%), and the return on investment is among the top three in the market. Two ETNs linked to overseas investment targets have been launched since March 2020, namely the MSCI USA IMI Information Technology Net Total Return Index and the MSCI USA Minimum Volatility Net Total Return Index. Investors can thus participate in investing in classic American high-quality companies in small amounts to allocate assets easily.

Underwriting Business (Capital Markets)

(1) Domestic Bond and Equity Underwriting

As of the end of 2019, there were a total of 941 companies listed on the TWSE and a total of 775 companies listed on the Taipei Exchange Market, representing a growth of 1.4% and 1.3% in comparison to 928 and 766 companies in 2018. The Department has actively fought for cases while maintaining risk management. The President Securities’ underwriting cases, which were listed in 2019, included OK Biotech Co., Ltd. with NT $250 million of secured convertible bonds, ACON Holding Inc. with NT $300 million of secured convertible bonds, Luxe Co., Ltd., which raised NT $300 million in cash capital, Arlitech Electronic Corp. with NT $200 million of secured convertible bonds, Gudeng Precision with NT $300 million of secured convertible bonds, and Tatung System Technologies Inc., which raised NT $180 million in cash capital. The Company shall continue to attentively screen cases, carefully select industries, and focus on company credit risks to provide public listing/OTC listing and fundraising services for companies with healthy finances or those in industries with an excellent outlook.

(2) Financial Advisory

We take great pride in providing professional corporate finance services. In recent years, our financial advisory business has also made great progress and expanded into advisory services dealing with employee stock option exercise prices, offering price for preferred stocks and stock repurchase by listed companies. We will no doubt continue to develop our financial advisory services business with a particular emphasis securities related consulting (i.e., IPOs, mergers, private placements, and other consulting services) around the Greater China Region.

(3) Offshore Underwriting

The Company is actively pursuing public listing and OTC listing operations of Taiwanese companies returning from China, Hong Kong, and Southeast Asia in accordance with market conditions.

(4) Emerging Market Exchange

The domestic economy faced a moderate growth in 2019. There were 248 companies listed on the Emerging Stock Board, a 3.13% decrease from 2018 with 256 companies listed. To capture more IPOs, the department has also been actively positioning itself with respect to emerging board targets. However, the IFRS’s launch in 2013 has changed the way emerging board stocks will be assessed, and to take risk

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control into account, the number of officially recommended emerging board companies is 22 at the end of 2019. This year, the division will continue to compete for quality clients while maintaining risk control, and issue recommendations for emerging stocks based on the progress of its client counseling.

Wealth Management & Trust

The total assets under overall securities firms’ non-discretionary individual management in 2019 was NT$123.29 billion(YoY +18.2%). The total assets in securities trust management was NT$27.05 billion(YoY -18.6%). The total assets under management was NT$150.4 billion, which was a 9.3% increase of NT$12.84 billion from the NT$137.5 billion at the end of 2018. Among them, the money trust business continued to grow, while the negotiable securities trust lending business was replaced by the “new two-way securities lending of Taiwanese stocks for natural persons” which continued to shrink.

The assets under the Company’s non-discretionary money trusts by the end of 2019 amounted to NT$4.367 billion. The total assets in securities trust management were NT$209 million. The total assets under management were NT$4.576 billion. This ranked the Company 9th among securities firms.The tradable products in wealth management included domestic and overseas funds, domestic and overseas structured products, bonds with repurchasing agreements, and foreign bonds.

In 2019, the Wealth Management and Trust Department continued to expand its product lines; the newly released domestic and overseas funds included Allianz, Fidelity, BNP Paribas, Union Securities Investment Trust, and Huan Nan China Investment Trust, to make the coverage of fund product lines more complete as funds are available with excellent performance in all major investment sections for customers to choose from. In addition, the overseas structured products issued by BNP Paribas were introduced and the “Employee Stock Ownership Trust” business has been launched to diversify the revenue sources.

C. Research and Development Overview

  • In line with the competent authority’s requirements for the professionalism of underwriting personnel, this year, based on the courses offered by the Taiwan Securities Association, on-the-job training and further training are arranged; personnel are sent to participate in the professional courses offered by the Taiwan Stock Exchange Corporation (TWSE) and Taipei Exchange on a quarterly basis for intermediaries to be equipped with the knowledge of relevant laws and professionalism as the country is increasingly open to overseas business.

R&D for Derivative Product

  1. Various Technical Expertise and R&D

We have a complete financial engineering team that brings together talented individuals from finance and statistics with access to top-notch trading and valuation software, so that they can develop innovative product and trading strategies. With cutting-edge financial engineering at the forefront, we bring together comprehensive product development and advanced trading experience in designing new products, and in providing sophisticated derivatives products and consulting services for our customers. Plus, every year, we invest heavily in modernizing our warrant software so as to make our systems faster and more stable, and so as to offer a broader range of services to our customers.

  1. Our Research Analysts, Their Training, and Our R&D Costs for the Most Recent 5 years

The company has been aggressively developing new products and working diligently to secure regulatory approvals for new products. Over the past 5-year period, we have spent an average of NT$4.5 million per year on R&D efforts.

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V. Business Environment

Unit: Person

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----- Start of picture text -----

Year 2017 2018 2019 Mar. 31, 2020
Number Number Number Number
Education level % % % %
of people of people of people of people
Master&PhD 38 84.45 39 81.25 38 79.17 41 80.39
Bachelor 5 11.11 6 12.50 7 14.58 7 13.73
Others 2 4.44 3 6.25 3 6.25 3 5.88
Total 45 100.00 48 100.00 48 100.00 51 100.00
Average
years of 3.94 4.53 4.61 4.56
service
----- End of picture text -----

  1. New products or Techniques Successfully Developed Within the Last 5 years

  2. (1) The company has been successful in the design and pricing of many structured note products, equity swaps, credit derivative products, as well as equity-linked derivative products, bonds and interest rates, and we stand ready to issue these products whenever appropriate market timing emerges.

  3. (2) We have successfully developed several market operating strategies, as well as option market making models and strategies.

  4. Strengthened the electronic trading and relevant information systems

The electronic trading market continues to grow and the company is able to raise customer service quality through an e-trading platform that is stable, convenient and diversified.

  • (1) President Securities 2019 Electronic Trading and Information System Relevant R&D Plan

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System R&D Capabilities
1. Provide the “securities lending service” function with which customers could open
an account for securities lending, signing lending agreements, and make changes in
securities lending online
2. Add a query function for securities collateral information
3. Online inquiry related to a balance in a settlement bank
Enhanced electronic 4. Add an online “credit user contract renewal” service
customer services 5. Provide information on securities lending products and market interest rates of the day
6. Enhance digital services so customers do not have to visit a branch office
7. Provide a demo trading platform in response to the promotion of the new system of
continuous trading
8. Launch a new official website, to provide more extensive information and an improved
browsing flow to provide investors with a better use experience
1. FIX is converted the Continuous trading format; the user interface is adjusted to be in line
with the Continuous trading format.
2. Network equipment in regional centers and branches is updated, and the network
bandwidth has increased.
Continuous trading
3. The interface and structure of each electronic trading platform are adjusted to be in line
with Continuous trading
4. Relevant programs and files in the front and back ends are adjusted and developed to be
in line with Continuous trading
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Information security 1. Wireless systems have been updated.
2. Network management as well as monitoring equipment and systems have been updated.
3. Source codes have been inspected and tested.
4. Information security has been inspected.
5. Information Security Monitoring Center
6. Hardware and software equipment has been updated in accordance with information
security regulations.
Computer room adjustment 1. The computer room in the North 1 Center has been modified.
2. The computer center equipment (host and network) has been modified.
3. All electronic trading systems have been moved to IDC.
4. Account inquiry hosts and services have been moved to IDC.
Core system (AS/400)
transformation
1. Front and back ends of systems have been separated.
2. Heterogeneous databases are now synchronized.
3. CRMS system has been optimized.
4. Trading hosts in the northern region have been merged.
5. Centralized order processing center
6. Front end of the ETN marketing
Digitalization of process
flow
1. Template sheet for derivative financial products of ETN
2. Online verification of subpoenas
3. Digitalization of services
4. Revision of the performance evaluation system
5. Digitalization of relevant application forms
6. Statistics documenting accounts with a high risk of money laundering
7. Annual review of the money laundering prevention system
Optimization of the wealth
management trading
functions
1. Integrate FISC’s real-time “Nationwide bill/tax payment system” for purchasing mutual
funds
2. Wealth management website revision is in progress

(2) 2019 R&D investment plan and progress

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Expected Critical
Current Expected
Project Name Details of Plan and Benefits Project Plan Cost Success
Progress Completion
Outlay Factors
The first two
points are Completed
1. Continuous trading
Modify the expected to project and
System reforms 2. The securities trading price field is
schedule in line provide services all testing
of the Taiwan enlarged. 25 million Ongoing
with the security in first-quarter, process
Stock Exchange 3. New bidding system for odd lot
exchange 2020; the third finished step
trading point will be in by step
forth-quarter.
1. The host connection is changed to
FIX to speed up the efficiency of
commissioned securities trading Respond to the
services. roll out of new Completed
business areas
2. Payments have been digitalized at Expected to design
Core system and improve
(AS / 400) the settlement end to optimize the service quality 10 million Ongoing provide services process;
tansformation accounting mechanism. while optimizing in third-quarter, business
3. Customer account opening has 2020 process
processes and
been digitalized and integrated to intergrading planning
streamline the process, shorten the systems
time needed to open an account, and
improve the quality of service.
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V. Business Environment

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----- Start of picture text -----

Expected Critical
Current Expected
Project Name Details of Plan and Benefits Project Plan Cost Success
Progress Completion
Outlay Factors
1. CRS tax declaration
2. Direct data exchange with the Taiwan
Depository and Clearing Corporation Respond to the
3. Accounting information of roll out of new Completed
business areas
transactions fully commissioned is design
and improve Expected to
Digitalization of compiled and integrated. process;
service quality 10 million Ongoing provide services
process flow 4. Human resources system has been business
while optimizing during 2020
digitalized. process
processes and
5. Foreign exchange declaration intergrading planning
platform has been digitalized. systems
6. Verification of relevant forms has
been digitalized.
1. Credit release penalty has been
optimized.
2. Lending without restricted purpose
has been optimized.
3. Management of ledger accounts for Respond to the
settlement payments roll out of new Completed
business areas
4. Transaction settlement system for design
and improve Expected to
System foreign currency ETFs process;
service quality 15 million Ongoing provide services
optimization 5. Customer online signing on website business
while optimizing during 2020
6. Online smart text customer service processes and process
has been established to provide intergrading planning
investors with uninterrupted 24-hour systems
services.
7. An “mobile salesperson” app has been
developed to improve the mobility of
salespeople.
1. A backup trading server room in a
center with a different location has
been established as a backup for the Respond to
Completed
main IDC server room in Banqiao. the authorities’
Establishment Expected to design
2. A complete off-site backup requirement
of an off-site provide services process;
mechanism has been established to ,and the risk 25 million Ongoing
backup server in fourth- business
room ensure uninterrupted trading. and security quarter, 2020 process
3. An offsite backup structure for issues regarding planning
electronic transactions has been e-trading
established to increase transaction
security.
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D. Future Business Development

In an effort to establish our core competiveness, it is essential that we have a clear understanding of future trends in the securities industry and then establish a corresponding business development plan. We must also develop strategies that will allow us to accommodate business areas newly approved by regulators so that we are in a position to move quickly in these new markets. Accordingly, we see our business developing in the following ways:

  • Continue to recruit exceptional talent, and thereby improve our competiveness and, in doing so, increase our market share.

  • Implement risk management practices and technologies, thereby improving profitability and stabilizing overall business operations.

  • Improve IT and enhance e-business infrastructure.

  • Offer professional asset management and provide personalized financial planning services.

  • Develop foreign market to maximize proprietary trading profit.

  • Be ready to move on market liberalizations and, in particular, business opportunities across the Hong Kong-PRCTaiwan market.

  • Cultivate talented researchers and thus raise our abilities in designing new products.

  • Synergize our business units and enhance our wealth management services.

  • Build and maintain alliances with financial institutions and corporations outside of the finance industry, relationships that allow for mutual cooperation and mutual benefit.

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Business Short-term Development Long-term Development
1. Promote marketing activities to increase customer transaction 1. Provide professional research and service quality
frequency and increase revenue. to acquire institutional and foreign investor
2. Enhance the construction of various transaction platforms to provide customers.
customers with a more convenient and real-time transaction system. 2. Promote cross (and regional) marketing.
3. Enhance risk management to lower rates of errors. 3. Integrate electronic transaction platforms for
4. Enhance operators' ordering system. diversified products.
5. Optimize the customer relationship management system. 4. Increase smart self-help services.
6. Construct a self-help service framework. 5. Conduct periodic personnel training and replace
Brokerage
7. Communicate with customers and revitalize static accounts. ineffective employees.
8. Implement operators' education and training to cultivate versatile 6. Promotion and integration of wealth management
operators. services.
9. Promote the wealth management business and provide customers
with professional and diversified financial wealth management
services.
10. Promotion of two-way natural person bond loan businesses.
11. Promotion of non-restricted purpose loan business
1. Intensify operations in international stock markets: in addition to 1. Enhance internal division of labor and use the
authorization of transactions in the existing US and Hong Kong risk management system to increase performance
stock markets, A shares, and overseas funds, transaction targets in of operations and aid supervisors in adjusting
A shares of Shenzhen-Hong Kong Stock Connect were added in strategies and positions at appropriate times.
December 2016. 2. Conduct more extensive company visits and
2. Implementation of various instruments: Use foreign options to maintain information exchanges with other
Proprietary
conduct hedging and non-hedging transactions. companies in the industry to increase the
Trading
3. Usage of bear-side channels: Use the sales of borrowed bonds to Company's knowledge of individual listed
increase resistance to bear markets. companies and thereby increase profits.
3. Expand international investment businesses in
foreign spot transactions as well as research and
investment in futures market that are permitted by
laws.
1. Diversify the scope of transactions by developing different types of 1. Construct a complete global financial product
foreign currencies note trading. database and a comprehensive foreign bond
2. Increase domestic and foreign trade counterparties to acquire better transaction platform.
opportunities. 2. Strengthen the judgment of global trends and risk
3. Increase Ropo counterparties to enhance foreign currencies funding. awareness and strengthen sovereign debt trading to
4. Enhance control over the supply end in international bonds to diversify the risks of trading corporate bonds.
increase opportunities for profits. 3. Expand customers for bonds denominated
Fixed Income
5. Increase the proportion of foreign currencies bond trading to achieve in foreign currencies and provide them with
Business
better performance than trading in domestic market. diversified bond products.
6. Increase the proportion of secured convertible bonds with strictly 4. Develop a product line for structured products and
risk management to keep high profits. strengthen the ability to develop products to satisfy
7. Enhance the sales and underwriting capabilities in fixed income risk preferences and requirements of different
products to expand fee profits other than proprietary trading. customers.
8. Expand corporate-related business and strengthen the connection. 5. Increase relevant commission revenue to balance
the risk-related revenue from proprietary trading.
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Business Short-term Development Long-term Development
1. Warrants business 1. Provide diversified customized financial products
(1) Increase the efficiency in the issuance and sales of warrants and based on customer requirements.
carefully formulate issuance strategies based on main investment 2. Strictly execute risk-monitoring system for
targets in stocks with good historical performance in shareholders' derivatives.
return on equity. Provide diversified product lines with different 3. Diversify hedging products and flexibly implement
strike prices and different maturity dates. options in stocks with the same targets, convertible
(2) Enhance hedging transaction skills and increase the performance bonds, equity options etc. to effectively lower
of transaction systems to increase profits in warrant hedging. various Greeks risks of derivatives.
(3) Diversify hedging products and flexibly implement options in 4. Comply with the openness of the competent
stocks with the same targets, convertible bonds, equity options authority in the future and continue to issue or
etc. in addition to warrant subjects in current stocks to effectively sell domestic and foreign derivative financial
lower various Greeks risks. products as an agent. Continue to demonstrate
2. Structured products the performance of the Company's financial
(1) Design products that are suited for various market situations, engineering team and integrate expertise in
Financial demand-oriented, and profitable, with the aim of allowing financial, information, mathematical disciplines to
Products customers to achieve stable profitability through carrying out enrich the product line of financial products and
transactions of quality target products. disperse revenue sources.
(2) Provide customized products for individuals and institutions.
(3) Establish stable transaction strategies for hedging.
3. ETNs
(1) ETNs are guaranteed by the issuer’s credit to provide
compensation for the indices tracked. Compared with ETFs, there
is no tracking error, which can be a good choice for investors in
asset allocation.
(2) In the future, various types of constituent stocks will be issued.
In addition to the existing filtering indicators, including cash
dividends, low volatility, and dividend yields, future-oriented
technology indices, such as 5G, will also be planned to be
included to aim to issue domestic and foreign target indices with
great potential.
1. Continue to develop transaction strategies and modules to create 1. Enhance strategic real-time measurement and
profits for the department. analysis capabilities and build a comprehensive
2. Strengthen the automated risk control ability for each strategic foreign remuneration risk decision-making and
module. analytical system module.
Quantitative 3. Expand cross-market arbitrage and price difference transactions for 2. Completely systemize and automate the order-
Trading foreign products. placing module and the risk control mechanism.
4. Actively seek market maker qualifications for domestic and foreign
futures and options.
5. Increase the ratio of automated ordering in the department program.
6. Design and issue structured products to increase the source of profit.
1. Respond to changes in the underwriting market, actively seek lead 1. Seek private equity businesses and actively operate
underwriting cases for IPOs, enhance fixed profits; carefully select related investment banking businesses in the
SPO (including CB and ECB) industries and focus on lowering the Greater China Region.
Company's credit risks while targeting medium to large projects. 2. Collaborate across industries for the group to
Underwriting
2. Seek public listing (OTC listing) operations of returning Taiwanese expand customer base in the Greater China Region.
(Capital
companies.
Market)
3. Coordinate with OSU operations in expansion of related investment
banking operations. Cooperate with the Fixed Income Department
to invite foreign financial institutions to issue international bonds in
Taiwan.
1. Assisting companies with handling stock-related affairs as an agent. 1. Actively expand the number of serviced companies.
Shareholder 2. Update operating models in accordance with laws at any time.
Services
1. Continue to increase the product lines for the non-discretionary 1. Develop a wealth management platform for the
money trust and marketable securities trust. development of the whole asset allocation through
Wealth 2. Actively promote FinTech to provide more real-time and convenient financial management trusts.
Management cross-device service models and diversified electronic transaction 2. Expand the international financial business and
& Trust platforms. increase the competitiveness through offshore
3. Actively explore corporate business and strive for stable sources of securities units.
profit in response to the launch of employee welfare trusts.
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II. Market Conditions

A. Analysis of the Securities Industry

1. Sales and Services Area

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Unit: NT$ thousands
2017 2018 2019
Area
Amount % Amount % Amount %
North 1,732,693 71.47% 2,413,724 73.48% 2,124,885 73.13
Central 438,569 18.09% 498,522 15.18% 317,315 10.92
South 253,006 10.44% 372,741 11.34% 463,492 15.95
Total 2,424,268 100% 3,284,987 100% 2,905,689 100
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  • Note 1: The amounts in the table above are brokerage fee revenue.

  • Note 2: The distribution area of the headquarters and branches is as follows: Northern area: Taipei Headquarters and branches in Hsinchu and north of Hsinchu. Central area: Branches extending from south of Miaoli to north of Chiayi. Southern area: Branches south of Tainan and in Kinmen.

2. Breakdown of Market Share According to Business Area

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Business Area Component Market Share Rank
Equity Brokerage Trading
3.25% 10
Volume
Brokerage
Individual Branch 0.10% 3
Warrants Issued (Volume) 6.86% 6
Financial Products
Structure Commodity
8.72% 6
Business Volume
Domestic Bonds 0.99% 13
Fixed Income Business
International Bond 13.97% 1
Lead Underwriting Deals 6 (3.26%)/
9/12
(No./ Volume) 1.005 billion (1.43%)
Underwriting
(Note)
Co-Lead Underwriting Deals 42 (5.12%)/
6/8
(No./ Volume) 2.559 billion (3.04%)
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Note: Due to the difference of calculation base date, the number or volumn of deals may be different from the content of other chapters.

3. A Look at Future Growth as well as Supply and Demand in the Market

The Financial Supervisory Commission (FSC) continues to expand the business scope and the types of business activity securities firms are allowed to engage in. The FSC promulgated the Directions Governing the Application for Pilot Programs of Business for Securities and Futures Industry last October, allowing securities firms to apply for pilot business programs of the business to FSC, so that securities firms may have basis to follow and launch their innovative business activities. In addition, securities proprietary traders are permitted to operate the business of trading virtual currencies with the nature of securities on their own starting in January of this year, with the goal of driving the application of blockchain technology in the country and promoting the development of FinTech. The Company will evaluate business opportunities and cost-effectiveness as well as submit applications in accordance with related regulations.

In the brokerage business, the Financial Supervisory Commission has been studying diversified financial products, such as “permitting securities dealers to launch ETNs” and “Promotion of the return of overseas funds to Taiwan”, so as to continue to expand the size of the capital market, build a well-

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V. Business Environment

developed securities market, and enhance the competitiveness of the securities and futures industry in 2018. The opening of new business means new opportunities that could stimulate increased market transactions. The Company has also remained active in planning related business in hopes of providing customers with more comprehensive product services.

Furthermore, the competent authority cut the stock transaction tax for day trading by half and implemented the policy for one year; extension of the implementation period to the end of 2021 was passed through the third reading in the Legislative Yuan Sittings on April 13, 2018. The overall trading volume has increased significantly since the implementation of the reduction of the stock transaction tax for day trading, helping to improve market liquidity. Therefore, the daily average turnover of Taiwan stocks in 2019 has increased to NT$151.44 billion. This measure breathed life into the securities brokerage business. The authority also enabled Odd-lot trading during the intraday session on October 26, 2019. Such a measure would make people with mediocre incomes easier to invest with a small amount. Thus would attract young people to join the market, slow down the aging trend of Taiwanese stock market, and bring new/young customers for the Company.

In response to Finance 3.0 trends, the Company shall continue to enhance electronic ordering businesses and integrate functions on the transaction platform. The ratio of electronic transaction operations has reached 64.79% in 2018 and 68.29% in 2019. The Company will provide customers with safer information transactions to ensure the promptness and accuracy of orders and create advantages for the Company’s electronic orders. In addition, the Company shall continue to develop a global transaction platform and provide customers with more international and diversified options once business development matures. It shall also provide quality services to increase customer satisfaction and build company reputation to achieve better performance.

As for our underwriting business, with competition for corporate funds raising deals increasingly intense, many corporations are learning that they have many options available to meet their financing needs, and that equity issues are not always their best opinion. As a result, companies that are properly screened and that demonstrate sufficient creditworthiness, as well as the preferred stock that issued by financial holdings companies and commercial banks, can often be better off turning to convertible bonds. Plus, with the number of large companies that have not already publicly listed shrinking and the demand for integration due to competition within industries increasing, financial advisory business and corporate funding such as private equity, mergers and acquisitions, capital reductions are growing.

The Taiwan government has also recently been actively encouraging foreign companies to consider Taiwan for primary and secondary listings, forcing most domestic underwriting departments to think more broadly and internationally. Add to this the regulators opening up of Offshore Securities Units (OSU), which allow domestic brokerage houses to become more international in scope. Going forward, the Company intends to pursue more international integrated investment banking business in the Greater China Region, and to pursue more foreign companies to list in Taiwan, thereby breathing new energy into Taiwan’s equity markets.

In terms of the President Securities’ proprietary trading business, the biggest variables in 2020 are the subsequent development of the novel coronavirus pneumonia, the pace of work resumption and the slowdown in demand related to this virus, the progress of the second round of negotiations in the US-China trade war and whether the restrictions on Huawei will increase. Additional variables include whether US President Trump’s fiscal policy before the election will continue to increase and overweight as well as changes in the situation after the US November election, the speed and extent of global interest rate cuts, as well as whether China can bottom out smoothly in terms of the policy and the economy, which will all affect the future development of global stock markets. At this stage, US economic growth has been gradually declining from the plateau period, and the relative growing space is limited. Therefore, in the face of the systemic risks of a downward revision of economic growth, a 10-year government bond yield hitting a record low and a 20% drop in oil prices, the stock market may bottom out during three to six months, and the time suitable for investment will fall in the second half of the year, when there are fewer variables and the fundamentals rebound. Looking at various variables

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President Securities Corporation

and risks, uncertain remains related to whether this year’s market situation will improve and the growth of momentum to return to normal after the epidemic slows down. In the second half of the year, there will be a greater opportunity for the stock market to have more room for operations when the epidemic slows down, so long-range strategies have been adopted, and the fundamentals rebound. The Proprietary Trading Department will still adopt a steady approach to investing and defend carefully to maintain the department’s maximum profit.

As for our financial products business, we will continue to pursue increasingly tailored products to meet the needs of our clients as the regulators open up new areas of business. This will require enhancing our hedging activities a risk management models, so as to lower risk and ensure stable returns. Going forward, as the regulators allow greater access to Offshore Securities Units business, we will pursue global equity business and develop foreign derivatives services so as to better diversify our revenue streams.

In the wealth management business, the Compnay actively motivates salespeople to provide wealth management services to customers and expand the breadth of business penetration. Meanwhile, the Company has expanded product lines, including domestic and overseas funds and new structured products on the wealth management platform to provide customers with more choices in asset allocation. The employee benefit trust business has been launched to increase new revenue sources.

In terms of the business in China, Jin Yuan President Securities Corporation Limited in which the Company invests equity was approved to be established by the China Securities Regulatory Commission (CSRC) on February 17, 2020 as the first joint venture securities company that has been approved to be set up in China in Taiwan’s securities industry, which is also a landmark event in the history of crossstrait securities and financial cooperation.

According to the establishment approval letter issued by the CSRC, Jin Yuan President Securities Corporation Limited is now registered in Xiamen City, Fujian Province, with a registered capital of CNY$1.2 billion, and its business activities include securities brokerage, securities proprietary trading, as well as securities underwriting and sponsorship. Shareholder Xiamen Jinyuan Investment Group Co., Ltd. contributed CNY $612 million, or 51% of the capital investment; shareholder President Securities Corporation invested CNY $588 million, or 49% of the capital investment. Both shareholders made capital contributions in currency, while the President Securities Corporation invested in equivalent and freely convertible currencies.

The Jinyuan Group and President Securities are currently actively making relevant preparations for the joint venture. There will be six months for preparation. They expect to launch and operate the joint venture in the second half of 2020.

4. Market Supply forecast, growth opportunity, and business competitiveness

  • (1) Our Competitive Strengths

  • Our corporate image is solid.

  • We respect professional management and leadership.

  • Our horizontal organization and human resource costs are well-controlled.

  • Our brokerage business market share is steady.

  • Our position management performance is outstanding in winning percentage.

  • Our operating costs and risk management are both well-controlled.

  • (2) Positive Factors

  • The global economy is in recovery; consumption and investment are picking up, which will drive domestic economic growth.

  • Capital is readily available and the cost of capital is quite low.

  • FSC permits day trading to boost volume of market, and increase company profit.

  • With competent authorities gradually widening the business scope of securities firms, the breadth of the company’s operations will also be increased as well.

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V. Business Environment

  • Flexibility in proprietary trading business with industry-leading performance.

  • Free from the shackles of a financial holding company and from restructuring and consolidation activities that would result from such M&A activities, employees can focus more on tasks at hand and the organization can enjoy smooth and unfettered development.

  • Growth in online trading shows no signs of slowing down. The company’s fast and reliable online trading technology is well-positioned to attract a new, young client base.

  • The level of computerization and automation of information and processes is one of the highest in the industry leading to management practices with high efficiency.

  • Through President Group, the firm and our employees have access to superb sales channels and myriad resources.

  • With structured note products now available, products can be custom designed for either retail clients or institutional clients, thereby retaining clients who would have otherwise been drawn to banks and financial holding companies.

  • The government is planning to establish tax policies on financial products in line with international standards and this will encourage financial product innovation and drive new business.

  • The company encourages a corporate culture that emphasizes innovation and rising to challenges.

  • As financial markets continue to mature and the numbers of participants continue to increase, market liquidity and efficiency keep rising.

  • (3) Weakness

  • Financial holding companies have the advantage of capital employment and crisscross integration.

  • It is hard to mark up brokerage handling charge due to fierce competition.

  • The Fed is gradually normalizing interest rates.

  • Foreign investors are an increasing proportion of the market; domestic firms are at a disadvantage in terms of developing overseas clients.

  • The aging of domestic population lowers demand for investments.

  • The salary growth rate of the youth population grows slowly and the low amount of savings makes it difficult to begin investments.

  • (4) Strategies for Dealing with the Weakness Identified

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Business Unit Strategy
1. Encourage various departments and subsidiaries to work together to develop new business.
2. Transformation into a multi-functional branch to expand the market share and profit.
3. Develop our institutional client business, using asset management business to pursue corporate clients and
combine that with our OSU business, and provide added-value services beyond our conventional securities
services.
4. Expand our spread trading business, increase mid-level customer trading volumes and position turnovers
rates.
5. Enhance internal auditing procedures, reduce client complaints.
6. Customized online brokerage system for institutional and mid-level investors.
7. Increase revenues from securities lending service to investors.
8. Identify under-performing brokers and refocus them towards “Marketing” efforts as a means of making a
breakthrough, or refocusing their efforts on cross-selling of non-traditional products.
9. Cultivate all employees’ abilities to cross-sell a range of financial products, particularly personal financial
planning products and wealth management services.
10. Focus on tiered, wealth management sales efforts that take into consideration client preferences, trading
Brokerage habits, and that provide appropriate product information and that increase trading frequency.
11. Push forward with online brokerage business; implement comprehensive platform that integrates both
information and trading systems. Upgrade online trading system stability and order entry quality.
12. Improve our employee training, assistance in preparation for related licenses, performance management,
and information system knowledge, to upgrade our brokers’ professionalism and productivity.
13. Continue to recruit new employees, cultivate strong management trainees and financial planning
professionals who are familiar with a wide range of products. Train back-office staff to take on sales roles
thereby streamlining HR costs.
14. Evaluate the feasibility of digitizing all back-office operations so as to increase efficiency and to control
costs at individual branches.
15. Implement succession mechanisms for each level of the organization, strengthen our incubation center
functions, retain good talent, solid management training programs, set incentive programs, encourage
successors, smooth generational gaps.
16. Set break-even point for each branch, consider the linkage between target customers and brokers’
performance and branches’ operation outcome, evaluate potential for future profitability, and adjust business
direction.
1. Recognize and adjust to different market conditions, switching between “Range Trading” and “Trend
Trading” strategies, thereby maintaining an optimal market position.
Proprietary 2. Strictly implement risk control regulations to effectively reduce the impact of systemic risk.
Trading 3. Improve our research and trading of Emerging Market Exchange equities, foreign-listed equities, and futures
markets, to create more diverse sources of revenue.
4. Add quantitative analysis and technical indicator model analysis to our operating systems.
1. Make good use of macroeconomic databases and develop systematic tools to enhance profitability.
2. Appropriately adjust traders’ mandate and increase traders’ mandates gradually.
3. Enhance traders’ decision making and trading ability.
Fixed Income
4. Strengthen foreign bond research and trading team to meet the growing needs of expanding businesses.
Business
5. Recruit experts for sales and debt capital market to expand the business scope in fixed income market.
6. Develop structured products in different themes with the advantages in the proprietary trading business.
7. Strengthen corporate-related business and diversify the risk of proprietary trading business.
1. In terms of future opening to daily trade of stocks and warrants, we have already increased tools of futures
and options, enhance transaction system effectiveness, lower transaction cost, and maximize profit.
Financial
2. Be more consumer-oriented and develop new products to meet these demands.
Products
3. Strengthen market research and investment analysis of foreign market objectives and issue a variety of
derivative products to provide customers with diverse options for asset allocation.
1. Diversify our trading strategies to better react to market changes.
2. Aggressively pursue market-maker roles in foreign futures and options markets.
Quantitative
3. Expand our range of foreign products traded and increase profitability in foreign products.
Trading
4. Increase the proportion of order placements via automatic trading programs.
5. Increased the integration of resources across multiple departments, thereby creating better synergies.
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Business Unit Strategy
1. Prior to taking initial steps on a given underwriting deal, consultations should be conducted with colleagues
throughout the company’s various departments and divisions so as to accurately access to the realistic profit
opportunities and risks of the deal. Once a deal is ongoing, regular reassessments and revisions should be
made in order to ensure the quality of the overall project.
2. When acting as exclusive sales agent for an issue, a risk assessment report must be generated to determine
if risks fall within the firm’s accepted parameters. Afterwards, daily risk values should be generated and
Underwriting
market simulations should be conducted to as so have a clear and timely picture of risk exposure and thus
(Capital
determine when to initiate stop losses or when to take profits. The net effect of all of these efforts will be to
Markets)
lower overall risk while pursuing the largest possible profit.
3. As for the domestic business, customers of several departments, including Brokerage, Corporate Client,
Wealth Management, Financial Product, and Shareholder Services have been integrated; platforms for
corporate and personal financial services have been established and activated.
4. Actively work with foreign business entities to seek IPOs or fundraising operations for foreign companies in
Taiwan.
1. Improve quality of service:
(1) Respond quickly to legal changes which affect procedures and materials. Improve efficiency of training
cycles. Develop employee knowledge on various regulations and procedures. Enhance mutual support and
Shareholder flexibility among employees. Increase efficiency of human resource utilization.
Services (2) Enhance inter-department cooperation and verifications, thereby ensuring accuracy and security of
Coordination
processes.
2. Enhance efficiency of operations:
Follow the internal objective of “Customer satisfaction, unceasing improvement and innovation”, we will
keep increasing the satisfaction rate of agency business.
1. Help business personnel to obtain the relevant professional licenses and raise their wealth management
Wealth competence.
Management & 2. Aside from providing multiple products, we focus more on the depth of product service.
Trust 3. Construct cross-device platforms that allow orders to be placed for all types of products, thereby offering
clients added convenience and achieving Bank 3.0 objectives.
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B. Productions Procedures of Main Products

The Company is a securities service provider. The business and services provided by the Company do not involve the production processes for physical products, so it is not applicable.

C. Supply Status of Main Materials

The securities business and services conducted by the Company are in accordance with the laws and regulations of the competent authority. There is no supply of physical materials, so it is not applicable.

D. Major Suppliers and Clients

The Company’s main customers include individuals, legal entities, approved foreign professional investment institutions and natural persons. In the past two years, each customer’s purchase (sales) of products failed to reach 10% of the purchase (sales) of products of the Company per year.

E. Production in the Last Two Years

The value of the securities business and services conducted by the Company cannot be provided as in the general manufacturing industry.

F. Shipments and Sales in the Last Two Years

The value of the securities business and services conducted by the Company cannot be provided as in the general manufacturing industry. The revenue and its ratio of the Company’s main businesses in the past two years are as follow:

Unit: NT$ thousands

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Item 2018 % 2019 %
Brokerage 2,483,267 52.97% 2,221,924 35.67%
Proprietary Trading 2,006,020 42.79% 3,726,001 59.81%
Underwriting 198,603 4.24% 281,992 4.53%
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III. Employee Data

Analysis of Average Tenure, Age and Education, for Sales Force in 2018, 2019, and the first quarter of 2020

Unit: Person

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Year 2018 2019 2020Q1
Management 111 111 114
Number of
Regular Staff 1353 1313 1297
Employees
Total 1464 1424 1411
Average Age 45.05 45.49 46.11
Average Tenure 13.09 13.49 13.76
Doctorate Degree 0.20 0.21 0.21
Master’s Degree 13.46 14.4 14.81
Bachelor Degree / Junior
Education (%) 71.86 71.98 71.94
College Graduate
Senior High School 14.48 13.41 13.04
-- -- --
High School or Less
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Note: Directors and part-time employees are excluded.

Revenue Per Employee

Note: Directors and part-time employees are excluded.
Revenue Per Employee
Note: Directors and part-time employees are excluded.
Revenue Per Employee
Note: Directors and part-time employees are excluded.
Revenue Per Employee
Unit: NT$ thousands
Item 2018 2019
Revenue Per Employee 3,202 4,375

Note: Revenue per employee = total revenue /number of employees

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V. Business Environment

IV. Environmental Protection and Corporate Citizenship

A. Environmental Protection

Based on governmental order #0950007006, each company is required to disclose in its annual report its compliance with the European Union’s Restriction of hazardous Substances Directive (RoHS). The Company is in the securities service industry, so there is no signification environmental pollution nor losses incurred because of environmental pollution (including no compensation and environmental protection audit results documenting any violation of environmental regulations).

B. Corporate Citizenship

President Securities Corporation has been a long-standing supporter of important social charitable activities and, for its efforts, has been recognized with the 7th annual Wenxin Award and the 6th National Civic Service Award, and Top 50 by the Commonwealth magazine in 2013, 2015, 2016 and 2017. The Company has taken concrete actions to cooperate with the Taiwan Fund for Children and Families from 2007 to 2019 to help children from financially challenged families with their studies, and has received a certificate of Appreciation in 2013. The Company also mobilized all employees and customers for joint participation and invested actual funds and various equipment to social welfare activities to fulfill corporate social responsibilities. The Company raised a total of NT$2.3 million from 1,226 participants in 2019. Since 2001, the Company has organized all employees in PSC, PFC, PAMC, PCMC, PIAC, and President Securities Venture Capital as well as allowing customers to participate in the “Love Delivery Activities” that provide children from financially challenged families with scholarships. A total of approximately 8,798 elementary school, junior high school, and senior high school students were beneficiaries. The activities have provided school children from poor families with opportunities to explore different academic disciplines for their own development and growth.

The Company organized the first employee blood donation event in 2006 and received a passionate response. Starting in 2007, the Company has organized two employee blood donation events every year and expanded the event to include community residents who have provided strong support. Starting in 2010, the Company organized three blood donation activities every year and a total of 244 bags of blood were donated in 2019. A total of 3,517 bags of blood have been donated from 2006 to 2019 and the Company has become a permanent partner of the Blood Center. The Company receives a letter of gratitude and commendation from the Blood Center every year.

In 2019, the Company launched President Securities Volunteer Day, with 333 employees from three departments of the headquarters and 15 branches (42% of the branches) who participated enthusiastically. Volunteering services include community street sweeping, mountain cleaning activities, elder care, receipt collection, and library administrative services. At the Double-ninth Festival, the Company donated NT $100,000 to the Eden Social Welfare Foundation to provide meals for the disadvantaged elderly, and the Company’s volunteers went to the Pei-Ta Elderly Care Center in Sanxia to enjoy meals with the disadvantaged elderly. The volunteers participated in the Tainan Diamond Wedding Charity Event and “Hometown x Taiwan Christmas Charity Event” organized by the Uni-President Corporation’s foundation, through which they gave a total of 200 gifts to the elderly and children who had been invited to enable them to feel the festive atmosphere while the Company could put its corporate social responsibility actions into practice.

President Securities Corp. upholds the spirit of “giving back to the community what we take”, and we continue to dedicate ourselves to helping disadvantaged groups and to promote social welfare activities.

C. Work Environment Safety and Precautions

The Headquarters has formulated relevant preventive plans in accordance with the “Regulations Governing the Occupational Safety and Health Management” promulgated by the Ministry of Labor to protect the employees’ work environment. We set up AED devices in the public space for emergency use for our employees and clients.

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V. Labor Relations & Employee Benefit

A. Employee Benefits, Education and Training

1. Employee Benefits

The company has always maintained a harmonious relationship with its employees. We have spared no expense in providing attractive employee benefits, in providing opportunities for personal growth, in providing a pleasant work environment, and in providing clear and accessible communication channels to all levels of management.

In addition, we go beyond simply offering benefits prescribed by Labor Standard Act, such as annual leave time and number of working hours. Employees also enjoy additional benefits such as group insurance for worker’s compensation, accident medical care, and department dining subsidy. As well, we offer employees funds for weddings and in time of bereavement, and organizes and subsidized employee outings aimed at strengthening relationships between the firm and our employees, and among employees themselves.

The company is committed to creating a reasonable, friendly, and efficient work environment for its employees, an environment that includes strong lines of communication for employees to express opinions and suggestions about the firm. With this in mind, the firm has established an “Employee Suggestion Center” and also organizes regular employee workshops to actively solicit, discuss, and then respond to employee concerns and suggestions. The Company has also dedicated itself to building a safe and equal work place with a proper complaint channel.

In January of 2004, the company expanded its employee benefits to include an “Employee Stock Ownership Trust, (ESOT)”, allowing those employees who participate to have a set portion of their monthly pay automatically deducted and placed in a special trust account, where matching funds will be provided by the company. The aim of this program is to promote long-term commitments from employees as well as encourage healthy savings habits and encourage responsible retirement planning.

To encourage employees to live healthier lives, the Company provides all employees with a smoke-free work environment and arranges annual health checks for employees to improve their physical health. The arrangements are superior to legal requirements. In addition, the Company also conducts periodic blood donation activities and physical and spiritual health seminars from time to time to improve employees’ overall health. The activities include sanitation education, policy, and the environment.

The Company also provides a spacious 200-ping sports center which is equipped with comprehensive sports facilities. It also actively promotes various club activities to promote healthier lifestyles for employees. Essentially, all such benefits and programs are designed to foster a harmonious relationship between employees and the company. In addition, the Company was awarded two stars as Best Companies to work for by Department of Labor, Taipei City Government in 2012. The Company was also selected as an Enterprise of Happiness by 1111 Job Bank. Going forward, we are optimistic to continue to improve upon these relationships, always with the ultimate aim of allowing both the company and our employees to enjoy mutual benefit and growth.

2. Education and training courses, expenditures, and number of hours

The Company values education, training, and talent development. The effects of training in 2019 are described as follows:

Assisting the brokerage system with training and project execution

  • (1) Wealth management consulting program

In order to consider the direction of transformation of the brokerage business and expand the development of the wealth management business, the Company will commission professional consultants to execute a wealth management consulting program. This program will assist in the planning and development of transformation of the wealth management business so as to accelerate the development of wealth management business.

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  • (2) Financial advisor training course

This course aims to strengthen the expertise of salespeople and develop their skills in financial planning and the ability to guide high-net-worth customers to invest in a variety of products and business activities. The course will also assist salespeople in transforming themselves from the current salesoriented salespeople into becoming demand-oriented financial consultants. In addition, a performance management mechanism will be adopted, along with the continuous incentives provided by supervisors, so as to strengthen management measures and to achieve performance targets of other products in cooperation with the Brokerage Department.

  • (3) Professional training for business activities dedicated to institutional clients

To assist in the promotion of this type of business activity, professional training related to helping institutional clients manage their business activities is offered to improve the quality of service and increase the sources of profit from corresponding diversified business activities.

  • (4) Talent training:

Continue to advance industry-academia collaboration with finance departments of major universities to reduce the gap between students’ studies and their careers and fulfill our corporate social responsibilities.

  • (5) Industry trends:

The monthly President Class focuses on analyses of trending industries to provide colleagues with a greater understanding of industry trends to provide better service to our customers.

  • Finance 3.0 Digital Transformation Training Program

  • (1) FinTech lectures:

In response to the advent of the era of financial technology, the Company strives to inspire employees through the dangers, customer type, behavior patterns, and service methods in the future development in the securities industry and will continue to promote personnel transformation and grasp the future development trends of FinTech.

  • (2) Digital marketing application courses:

These courses help departments plan effective content marketing strategies and uses content marketing to increase the “stickiness” of customers. It effectively uses content marketing to reduce marketing costs and improves marketing impacts and improves sales performance.

  • Program for improving management by supervisors

  • (1) In order to continuously improve the ability of supervisors to management personnel, classroom teaching using a case-study approach has been adopted. The goal is to stimulate discussion, sharing, and reflection in class so as to strengthen the ability of supervisors to understand management concepts and to provide them with the skills needed to lead their teams in making changes and to reach a consensus on management.

  • (2) In order to reach a consensus on management methods among senior supervisors, a supervisor consensus camp is held. This camp is based on organizational transformation and business development, to help supervisors think about new concepts and practices collectively so as to meet future business challenges.

E-training

  • (1) The training system has been upgraded to version LMS6.4 and its functions are upgraded to improve the Company’s management and implementation of training programs.

  • (2) The Company purchases and produces training materials based on job requirements, integrates free resources, and selects various online materials suitable for various roles to encourage employees to learn on their own at any time. This allows learning to be more diverse and spontaneous.

  • (3) Marketing activities are used to encourage employees to make use of online resources and cultivate habits for continuous learning. The goal is to strengthen motivation for learning and improve their ambitions for improving digital transition.

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Cross-department communication

  • (1) The Company organized wealth management project discussion meetings in 2019 to learn about business departments’ strategies and key business goals of the current year to plan suitable courses and options to ensure the efficacy of studies and performance output. It also allowed employees to learn about the departments’ ideas on training and establishes good communication channels.

  • (2) High-efficiency cooperation workshops for information system development are held. The goals include helping participants to establish correct concepts and attitudes by helping them break the habit of mutual blaming. Additional goals include deepening their understanding of system development operating procedures, shortening development exploration time, increasing the probability of successful system development, and establishing efficient cooperation models of system development

  • Application for government subsidies to reduce training expenditures

Human resources improvement program: NT$251,560

  • The Company participates in a TTQS evaluation held by the Ministry of Labor. This has ensured the consistency and stability of training quality according to the TTQS talent development quality management system for 10 consecutive years as the only company in the securities industry that has won the Silver Medal for the six consecutive years in the category of business enterprises.

B. Retirement System and Implementation Status

  1. To encourage employees’ long-term services and professional development, protect employee rights, and improve work efficiency, the Company has established the Employee Retirement Regulations in accordance with the approval granted in the National Taxation Bureau’s (1989) Cai-Bei-Guo-ShiuShen-1 No. 112955 Letter dated November 12, 1989.

  2. The Company established the Employee Pension Fund Management Committee on October 11, 1994 with the approval of the Department of Labor of the Taipei City Government. After the implementation of the Labor Standards Act in March 1998, the Company established the Supervisory Committee of Labor Retirement Reserve in accordance with the laws. Related organization charters and retirement regulations have been approved by the Department of Labor of the Taipei City Government. The Company appropriates funds to the Trust Department of the Bank of Taiwan according to the appropriation ratio calculated by the actuary.

  3. The government implemented the new retirement system in the “Labor Pension Act” in July 2005 to handle employees’ retirement. As of today, the Company has close to 1,400 employees enrolled in the new labor pension system. The Company complies with government policies and appropriates 6% of employees’ salaries to the pension account in the Bureau of Labor Insurance each month.

C. Employee Disputes and Protection of Employee Rights

  1. In accordance with the Labor Standards Act, the company has instituted its own set of work rules and has submitted a copy of these work rules to the Taipei City Government Department of Labor for approval. In addition to notifying all employees via internet of the content of these work rules, we also have posted a copy of these work rules on rules, we also have posted a copy of these work rules on the company’s internal corporate website where employees may view a copy of these rules at any time.

  2. To date, the company has made every effort to maintain a harmonious and fulfilling work environment for all of its employees and, as such, has not suffered any loss or damage resulting from any employee disputes, in the firm’s entire history. And, the company has every reason to believe that this harmonious dynamic will continue.

  3. D. Loss caused by labor dispute in the most recent three years: None.

E. An estimate of losses incurred to date or likely to be incurred in the future, and mitigation measures being or to be taken: None.

  • F. Certification Details of Employees Whose Jobs are Related to the Release of the Company’s Financial Information

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Certification details of employees whose jobs are related to the release of the Company’s financial information are disclosed in the table below. In response to the competent authorities’ requirements for risk management implemented by the risk management unit and the qualifications for operators and internal auditors, the Company’s relevant personnel have also completed the training and obtained relevant qualifications in accordance with the regulations. Currently, three employees in charge of risk verification have obtained the Financial Risk Manager (FRM) Certificate and two employees in charge of auditing have also obtained Certified Financial Service Auditor (CFSA) Certificate.

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Risk Controls Office/4 employees
Certifications and Qualifications Received by Employees
Qualified Ratio (%)
Qualification Exam for Senior Securities Specialist 4 100.0
Qualification Exam for Futures 4 100.0
Certificate of Margin Trading and Short Selling 1 25.0
Qualification Exam for Securities Investment Trust and
3 75.0
Consulting Professional
Qualification Exam for Personal Insurance Representative 1 25.0
Qualification Exam for Non-Life Insurance Representative 1 25.0
Bill Finance Specialist exam 2 50.0
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Finance Department/37 employees
Certifications and Qualifications Received by Employees
Qualified Ratio (%)
Qualification Exam for Senior Securities Specialist 29 78.4
Qualification Exam for Securities Specialist 1 2.7
Qualification Exam for Futures 10 27.0
Certificate of Margin Trading and Short Selling 4 10.8
Qualification Exam for Securities Investment Trust and
7 18.9
Consulting Professional
Proficiency Test for Trust Operations Personnel 6 16.2
Qualification Exam for Personal Insurance Representative 5 13.5
Basic Proficiency Test for Bank Lending Personnel 1 2.7
Proficiency Test for Financial Planning Personnel 1 2.7
Basic Proficiency Test for Bank Internal Controls 5 13.5
Qualification Exam for Non-Life Insurance Representative 4 10.8
Professional Capacity of Bonds Specialist 2 5.4
Bill Finance Specialist exam 3 8.1
Proficiency test for corporate basic internal control 2 5.4
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Auditing Office/42 employees
Certifications and Qualifications Received by Employees
Qualified Ratio(%)
Qualification Exam for Senior Securities Specialist 35 83.3
Qualification Exam for Securities Specialist 7 16.7
Qualification Exam for Futures 42 100.0
Certificate of Margin Trading and Short Selling 35 83.3
Qualification Exam for Securities Investment Trust and
27 64.3
Consulting Professional
Proficiency Test for Trust Operations Personnel 40 95.2
Qualification Exam for Personal Insurance Representative 35 83.3
Qualification Test for Sales Personnel of Structured Products 1 2.4
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Auditing Office/42 employees
Certifications and Qualifications Received by Employees
Qualified Ratio(%)
Basic Proficiency Test for Bank Lending Personnel 3 7.1
Proficiency Test for Financial Planning Personnel 12 28.6
Basic Proficiency Test for Bank Internal Controls 25 59.5
Qualification Exam for Non-Life Insurance Representative 36 85.7
Qualification Exam for Stock Affair Specialist 4 9.52
Professional Capacity of Bonds Specialist 1 2.4
Bill Finance Specialist exam 1 2.4
Qualification Exam for Investment-orientated Insurance
17 40.5
Product Representative
Proficiency test for corporate basic internal control 7 16.7
Wealth management salespersons 38 90.5
Qualification Exam for Securities Investment Trust and
5 11.9
Consulting Regulations
Trust laws exam 1 2.4
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G. Conduct and Ethics of Employees

The Company has formulated the “Work Rules” and “The Regulations and Declaration” signed with employees for their conduct and ethics. The content is summarized below:

  1. All the Company’s employees shall comply with the following standards and rules in the daily life for the Company’s development and all employees’ welfare:

  2. (1) Environmental sanitation: Maintain sanitation in the surrounding environment and keep documents and supplies tidy.

  3. (2) Clothing and appearance: Dress in a simple and tidy manner; have a haircut and shave from time to time; barefoot, slippers, flip-flops, and jeans are prohibited; wear in uniform from Monday through Thursday.

  4. (3) Interaction with people: Focus on manners, punctuality, and promise-keeping, respect others, cherish public property, work hard, and be efficient.

  5. (4) Commitment: Be active and responsible at work; do not shirk responsibilities; do not be perfunctory; never put off till tomorrow what may be done today.

  6. (5) Customer first: Receive customers in a cordial and attentive manner; put services first; place emphasis on customers’ rights and interests.

  7. (6) Public property: Ensure proper safekeeping and strengthened management of supplies and equipment.

  8. (7) Profit boosting and cost cutting: Assist in the expansion of business, actively strive for the Company’s interests, reduce and save expenses, as well as eliminate waste.

  9. (8) The Company strictly prohibits gambling, noise, and physical fights.

  10. All of the Company’s employees shall comply with the following service standards and rules for maintaining the Company’s interest.

  11. (1) During employment, employees shall not take on part-time (concurrent) duties other than the work designated by the Company. If it is not in conflict with the Company’s operating interests and will not interfere with the full-time work, employees shall report to their supervisors beforehand. Except for the purpose of business, employees shall not use the Company’s name without permission.

  12. (2) Employees shall not look through documents, correspondence, and books of accounts that are not part of their business and present their business documents to irrelevant parties.

  13. (3) Never leak, transfer, or otherwise the Company’s business or technological secretes, including but not limited to all documents, information, products, or objects or rights with property value, to people.

  14. (4) Employees guarantee that when leaving the Company, all the Company’s information kept related to the

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work shall be handed over to the unit supervisor, and that Company’s property and relevant documents shall not be taken away.

  • (5) Employees shall not bring prohibited items and flammable materials into the company; they shall not bring people who do not work at the Company to the Company without permission.

  • (6) Employees are not allowed to absent the Company’s major meetings without any reason.

  • (7) The Company’s employees shall report their duties and business to supervisors from the first level all the way up and shall not bypass supervisors in the middle and report to those at higher levels directly, unless it is an emergency or special circumstance.

  • (8) The Company’s employees shall not take the Company’s property or documents out of the Company without permission, unless with the responsible supervisor’s approval.

  • (9) The Company’s employees shall not have a loan relationship or guarantee relationship with the Company’s customers.

  • (10) The Company has prohibited inappropriate lending or loan brokerage among employees.

  • (11) During employment, employees shall comply with the Company’s assignment of work as well as management and supervision; the Company may adjust the employees’ job duties and workplace location based on business needs in accordance with labor laws.

  • (12) To protect the Company’s reputation, the Company strictly prohibits employees’ comments that are not verified or may damage the Company’s reputation on any social websites.

  • To maintain the Company’s corporate culture, the Company’s employees shall comply with the following ethical standards and rules.

  • (1) When conducting business, employees shall not directly or indirectly offer, promise to offer, request, or accept any improper benefits, including kickbacks, commissions, facilitation fees, or otherwise offer or accept improper benefits to or from customers, agents, contractors, suppliers, public servants, or other stakeholders.

  • (2) When directly or indirectly offering a donation to political parties or organizations or individuals participating in political activities, employees shall comply with the Political Donations Act and its own relevant internal operational procedures, and shall not make such donations in exchange for commercial gains or business advantages.

  • (3) For charitable donations or sponsorships, employees shall comply with relevant laws and regulations and shall commit bribery in disguise.

  • (4) Employees shall not directly or indirectly offer or accept any unreasonable presents, hospitality or other improper benefits to establish business relationship or influence commercial transactions.

  • (5) Managers shall not take advantage of their positions in the Company to obtain improper benefits for themselves, their spouses, parents, children or any other person.

  • I will comply with relevant securities laws; in the case of any violations, I am willing to accept the Company’s punishment.

  • If personal behavior is detrimental to the social public order, good social customs, or personal misconduct has constituted sexual harassment of other colleagues, with specific evidence proving that it has damaged a business unit’s or colleague’s image or reputation, the Company may terminate the employment relationship without notice.

  • I will strictly abide by the Company’s regulations on copyright protection, do not use computer programs that are not legally authorized on the Company’s personal computers, and will never reproduce or infringe any programs that are legally authorized on the Company’s personal computers. If violating the above-mentioned regulations, I am willing to accept the Company’s severe punishment and accept all the criminal and civil liability.

  • Corporate information confidentiality

  • (1) The ownership, patent rights, and other rights of the business information, research results, or inventions

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and technologies, which are obtained because of or through my duties, belong to the Company, and I agree to assist the Company in conducting the necessary procedures for obtaining or protecting the rights, whether I am employed.

  • (2) I agree that the author of the work, which I plan with the fund from the Company or I accomplish through the equipment or information provided by the Company, is the Company, and that the Company owns the copyright.

  • (3) Never help the Company’s competitors or provide them with relevant materials or information without approval.

  • (4) Never use Company’s confidential information to threaten the Company as a means of promotion or getting a pay raise.

  • (5) Never investigate (snoop about) the Company’s confidential information that is not related to the work; never discuss the Company’s confidential information with colleagues.

  • (6) The salary and bonuses of the Company’s employees are regarded as confidential; I shall not tell other people about my own salary and bonuses and must not inquire about other colleagues’ salaries and bonuses.

  • (7) If violating the above-mentioned regulations, I am willing to accept the Company’s punishment and take the responsibility for compensation for the resulting damage or losses to the Company.

  • Regulations on e-mail

Comply with the Company’s relevant regulations on intranet connected to the Internet and e-mail accounts; any violator is willing to accept the Company’s punishment.

H. Internal Legal Compliance and Material Information Management

  1. We have set an “internal material information handling procedures” and assigned the Compliance Office to be in charge of internal major information in order to do coordination and prevent internal trading. In addition, our HR promotes education advocacy toward board members, managerial officers, and employees each year. In accordance with the “Taiwan Stock Exchange Corporation Procedures for Verification and Disclosure of Material Information of Listed Companies” and with the “Taiwan Stock Exchange Corporation Procedures for Press Conferences Concerning Material Information of Listed Companies”, we have posted all such information on the company’s internal corporate website where employees and managers may view it.

  2. Within the Office of the CEO, we have established a Legal Compliance Department, which is tasked with ensuring that all of the company’s processes and administrative procedures are in compliance with the most recent laws and regulations, that all activities are conducted in accordance with relevant laws and regulations. And in accordance with “Standard Directions for the Content and Procedures of Assessment of Legal Compliance of Securities Firms”, this department is also tasked with conducting regular legal compliance evaluations of each department and each branch office and then conducting legal compliance training specific to their needs.

  3. We have created a legal compliance section on our internal corporate website where we routinely post information on any recent amendments made to relevant laws and regulations. We have also set up a hotline where employees can call to learn more about insider trading, its key principles, definitions, and the potential civil and criminal exposures involved. All of these measures, taken together, provide our employees with appropriate and adequate legal guidance.To strengthen the awareness of brokerage employee of the need for compliance, the Company held a “Month of Compliance” event in the first quarter of 2020. In addition to daily sharing of cases of violations in the industry through “sharing reports,” the Company offered online classes and gave tests based on four major themes to brokerage employees.

  4. To comply with Personal Information Protection Act, we established personal data protection system in 2013. We also gained “BS 10012” certification of England Standard Association in November 22, 2013. And we continue to undergo certification consulting toward our Shareholder Services department from 2017.

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V. Business Environment

VI. Material Contracts and Agreements

  • A. Operating lease contract: For each leased asset with more than NT$5 million of rent per annum as of April 30, 2020

Unit: NT$

Type Asset Area
(Ping)
Lease Term Rental Lessee Payment
Method
Restrictive
Covenant
Assets
leased
by the
Company
Nanjing Branch
Office
218 2017.01-2021.12 458,000/month Chen, Ting-
Yuan
Half a year NA
  • B. Non-operating lease contract: For each leased asset with more than NT$5 million of rent per annum as of April 30, 2020

Unit: NT$

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Area Payment Restrictive
Type Asset Lease Term Rental Lessee
(Ping) Method Covenant
Assets Uni-President
President
leased Asset
Securities 307.06 2019.04-2024.03 522,000/month Monthly NA
to other Management
Building
entities Corporation
Assets
President
leased President Tokyo
Securities 417.14 2019.04-2024.03 709,000/month Monthly NA
to other Corp.
Building
entities
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VI. Financial Information

VI. Financial Information

I. Five-Year Financial Summary

A. Condensed Balance Sheet

1. Consolidated Condensed Balance Sheet – Based on IFRS

Unit: NT$ thousands

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Year Financial Summary for the last five years (Note1)
2020Q1
(Note1)
Item 2015 2016 2017 2018 2019
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Current Assets 65,185,471 81,275,723 81,561,564 64,915,856 90,081,974 76,084,164
Property and Equipment
(Note2)
2,520,596 2,467,163 2,434,389 2,442,370 2,443,964 2,450,856
Intangible Assets 144,659 129,771 112,096 124,210 129,160 128,757
Other Assets 2,238,807 2,183,539 2,203,645 2,898,837 3,099,302 3,287,276
Total Assets 70,089,533 86,056,196 86,311,694 70,381,273 95,754,400 81,951,053
Current Before
distribution
47,265,147 62,877,634 60,800,920 44,636,888 68,821,260 55,942,193
Liabilities After
distribution
47,525,906 62,877,634 62,469,434 45,596,283 Note3 -
Non-Current Liabilities 60,335 48,933 75,812 31,938 167,368 160,033
Total Before
distribution
47,325,482 62,926,567 60,876,732 44,668,826 68,988,628 56,102,226
Liabilities After
distribution
47,586,241 62,926,567 62,545,246 45,628,221 Note3 -
Equity Attributable to
Shareholders of the Parent
22,718,012 23,080,930 25,385,654 25,645,985 26,699,680 25,779,093
Capital Common Stock 13,231,191 13,356,658 13,904,281 13,904,281 13,723,900 13,723,900
Capital Reserve 256,116 142,702 142,702 142,702 91,261 91,261
Retained Before
distribution
9,307,717 9,432,286 11,397,045 10,979,662 12,362,704 11,439,189
Earnings After
distribution
8,642,781 8,884,663 9,728,531 10,020,267 Note3 -
Other Equity Interest 201,014 149,284 -58,374 619,340 521,815 524,743
Treasury Stocks -278,026 - - - - -
Non-controlling Interests 46,039 48,699 49,308 66,462 66,092 69,734
Before
distribution
22,764,051 23,129,629 25,434,962 25,712,447 26,765,772 25,848,827
Total Equity
After
distribution
22,503,292 23,129,629 23,766,448 24,753,052 Note3 -

Note 1: Financial information for the years of above-mentioned was audited and certified by CPAs. The financial information for the first quarter of 2020 has been reviewed by CPAs.

  • Note 2: No asset revaluation has been conducted.

  • Note 3: Distributed earnings from 2019 have yet to be approved by shareholders.

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2. Individual Balance Sheet

Unit: NT$ thousands

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Year Financial Summary for the last five years (Note1)
2020Q1
(Note1)
Item 2015 2016 2017 2018 2019
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Current Assets 52,172,205 63,516,085 66,854,475 48,293,715 71,080,620 52,255,490
Property and Equipment
(Note2)
2,354,427 2,295,097 2,260,981 2,269,210 2,270,391 2,272,963
Intangible Assets 103,000 85,761 62,317 67,004 70,726 71,658
Other Assets 6,121,445 6,094,357 6,082,755 6,965,559 7,263,678 7,517,323
Total Assets 60,751,077 71,991,300 75,260,528 57,595,488 80,685,415 62,117,434
Current Before
distribution
37,963,799 48,852,745 49,788,572 31,913,301 53,837,030 36,192,724
Liabilities After
distribution
38,224,558 48,852,745 51,457,086 32,872,696 Note3 -
Non-Current Liabilities 69,266 57,625 86,302 36,202 148,705 145,617
Total Before
distribution
38,033,065 48,910,370 49,874,874 31,949,503 53,985,735 36,338,341
Liabilities After
distribution
38,293,824 48,910,370 51,543,388 32,908,898 Note3 -
Capital Common Stock 13,231,191 13,356,658 13,904,281 13,904,281 13,723,900 13,723,900
Capital Reserve 256,116 142,702 142,702 142,702 91,261 91,261
Retained Before
distribution
9,307,717 9,432,286 11,397,045 10,979,662 12,362,704 11,439,189
Earnings After
distribution
8,642,781 8,884,663 9,728,531 10,020,267 Note3 -
Other Equity Interest 201,014 149,284 -58,374 619,340 521,815 524,743
Treasury Stocks -278,026 - - - - -
Non-controlling Interests - - - - - -
Before
distribution
22,718,012 23,080,930 25,385,654 25,645,985 26,699,680 25,779,093
Total Equity
After
distribution
22,457,253 23,080,930 23,717,140 24,686,590 Note3 -

Note 1: Financial information for the years of above-mentioned was audited and certified by CPAs. The financial information for the first quarter of 2020 has been reviewed by CPAs.

  • Note 2: No asset revaluation has been conducted.

Note 3: Distributed earnings from 2019 have yet to be approved by shareholders.

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2019 Annual Report

VI. Financial Information

B. Condensed Income Statements

1. Consolidated Condensed Income Statements

Unit: NT$ thousands

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Year Financial Summary for the last five years (Note1)
2020Q1
(Note1)
Item
2015 2016 2017 2018 2019
----- End of picture text -----

Operating Revenue 4,580,843 4,497,543 7,270,066 5,774,276 7,142,397 404,349
Gross Profit 3,709,350 3,730,502 6,284,995 4,644,268 5,896,915 61,343
Operating Income 252,740 518,530 2,393,918 1,021,143 2,061,802 -972,305
Non-Operating Income 855,964 418,981 450,055 415,744 496,006 41,036
Income Before Tax 1,108,704 937,511 2,843,973 1,436,887 2,557,808 -931,269
Net Income (Loss) from
Operations of Continued 962,535 833,042 2,624,657 1,217,633 2,373,835 -920,204
Segments
Net Income (Loss) from - - - - - -
Discontinued Operations
Net Income (Loss) 962,535 833,042 2,624,657 1,217,633 2,373,835 -920,204
Other Comprehensive Income
(Income after Tax)
78,630 -88,465 -314,958 145,968 -124,296 3,259
Total Comprehensive Income 1,041,165 744,577 2,309,699 1,363,601 2,249,539 -916,945
Net Income Attributable to
Shareholders of the Parent
956,613 826,690 2,618,769 1,210,323 2,368,536 -923,515
Net Income Attributable to
non-controlling Interests
5,922 6,352 5,888 7,310 5,299 3,311
Comprehensive Income
Attributable to Shareholders of 1,035,140 737,775 2,304,724 1,355,594 2,244,912 -920,587
the Parent
Comprehensive income
attributable to non-controlling 6,025 6,802 4,975 8,007 4,627 3,642
interests
Earnings Per Share (Note2) 0.68 0.59 1.88 0.87 1.72 -0.67

Note 1: Financial information for the years of above-mentioned was audited and certified by CPAs. The financial information for the first quarter of 2020 has been reviewed by CPAs.

Note 2: Earnings per share is calculated based on the number of shares that were adjusted retrospectively. The unit is NTD.

123

President Securities Corporation

2. Individual Condensed Income Statements

Unit: NT$ thousands

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Year Financial Summary for the last five years (Note1)
2020Q1
(Note1)
Item
2015 2016 2017 2018 2019
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Operating Revenue 3,510,819 3,493,434 6,359,985 4,687,890 6,229,917 68,484
Gross Profit 2,976,415 3,086,106 5,715,963 3,931,716 5,313,631 -161,289
Operating Income 65,588 384,592 2,333,898 880,341 2,024,947 -1,014,103
Non-Operating Income 1,004,456 511,418 474,303 505,305 489,434 70,698
Income Before Tax 1,070,044 896,010 2,808,201 1,385,646 2,514,381 -943,405
Net Income (Loss) from
Operations of Continued 956,613 826,690 2,618,769 1,210,323 2,368,536 -923,515
Segments
Net Income (Loss) from - - - - - -
Discontinued Operations
Net Income (Loss) 956,613 826,690 2,618,769 1,210,323 2,368,536 -923,515
Other Comprehensive Income
(Income after Tax)
78,527 -88.915 -314,045 145,271 -123,624 2,928
Total Comprehensive Income 1,035,140 737,775 2,304,724 1,355,594 2,244,912 -920,587
Earnings Per Share (Note2) 0.68 0.59 1.88 0.87 1.72 -0.67

Note 1: Financial information for the years of above-mentioned was audited and certified by CPAs. The financial information for the first quarter of 2020 has been reviewed by CPAs.

Note 2: Earnings per share is calculated based on the number of shares that were adjusted retrospectively. The unit is NTD.

C. Auditors’ Opinions from 2015 to 2019

Year CPA Audit Opinion
2015 Lin, Se-Kai / Huang, James Unqualified Opinion
2016 Hsiao, Chin-Mu / Chang, Ming-Hui
2017 Hsiao, Chin-Mu / Chang, Ming-Hui
2018 Lin, Se-Kai / Hsiao, Chin-Mu
2019 Lin, Se-Kai / Hsiao, Chin-Mu

124

2019 Annual Report

VI. Financial Information

II. Financial Analysis for the Past Five Years

1. Consolidated Financial Analysis for the Past Five Years

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Year Financial Summary for the last five years (Note1)
2020Q1
(Note1)
Item
2015 2016 2017 2018 2019
Debt Ratio 67.52 73.12 70.53 63.42 72.05 68.46
Financial
Structure
Ratio of Long-term Capital to
(%) 903.12 937.5 1044.82 1052.77 1095.18 1054.69
property and equipment
Current Ratio 137.91 129.26 134.15 145.43 130.89 136.00
Solvency
(%)
Quick Ratio 137.83 129.19 134.09 145.39 130.86 135.95
Return on Total Assets (%) 1.87 1.31 3.43 1.98 3.37 -0.92
Return on Stockholders’ Equity
4.20 3.63 10.81 4.76 9.05 -3.50
(%)
Profitability Pre-tax Income to Paid-in
8.38 7.02 20.45 10.33 18.64 -6.79
Analysis Capital (%)
Profit Ratio (%) 21.01 18.52 36.10 21.09 33.24 -227.58
Earnings Per Share (NT$)
0.68 0.59 1.88 0.87 1.72 -0.67
(Note2)
Cash Flow Ratio 7.59 - 5.92 24.26 - 13.37
Cash Flow
Cash Flow Adequacy Ratio 452.90 123.28 214.36 404.72 409.63 665.92
(%)
Cash Reinvestment Ratio 10.82 - 13.84 35.71 - 29.09
Debit to Equity Ratio 207.90 272.06 239.34 173.72 257.75 217.04
Ratio of Property and Equipment
4.46 3.55 3.48 4.3 3.18 3.75
to Total Asset
Total Underwriting to Quick
Other Ratio 0.35 0.75 0.61 1.32 0.88 0.07
Assets Ratio
(%)
Total Margin Loan Balance to
45.84 37.58 44.88 31.19 37.45 23.99
Equity Ratio
Total Short Sales Amount to
7.66 6.56 8.64 7.81 7.06 3.64
Equity Ratio
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125

President Securities Corporation

Analysis of financial ratio differences for the last two years (for variations above 20%)

  • (1) Profitability: Because of a reduction in the Fed’s ending of balance sheet, the Fed’s announcement of interest rate cuts in August, and Europe’s continuous implementation of a generous monetary policy, financial markets continued to see an increase in value. However, the global economy was also influenced by progress on the China-US trade negotiations and by the the uncertainty of the Brexit agreement, which resulted in fluctuations in the global stock market. The Company’s overall net after tax profit for 2019 increased when compared with the previous period, leading to an increase in the return on assets and equity along with increases in the ratio of pretax net profit to paid-in capital, and the net profit margin compared with 2018.

  • (2) Cash flow ratio: Net cash flow from operating activities turned from net cash inflow in 2018 to net cash outflow in 2019, causing the cash flow ratio to increase compared with 2018. Cash flow reinvestment ratio: Net cash flow from operating activities turned from net cash inflow in 2018 to net cash outflow in 2019, causing the cash flow reinvestment ratio to decrease compared with 2018.

  • (3) Debt to equity ratio: Commercial papers and bonds sold under repurchase agreement in 2019 increased, causing the debt to equity ratio to increase compared to 2018.

  • (4) Property and equipment to total assets ratio: The amount of total assets in 2019 increased, causing property and equipment to total assets ratio to decrease compared to 2018.

  • (5) Total underwriting to quick assets ratio: The amount of underwriting undertaken in 2019 decreased, causing the total underwriting to quick assets ratio to decrease compared to 2018.

  • (6) Total margin loan balance to equity ratio: Margin loan receivables in 2019 decreased, causing the total margin loan balance to equity ratio to decrease compared to 2018.

Note 1: Financial information for the years of above-mentioned was audited and certified by CPAs. The financial information for the first quarter of 2020 has been reviewed by CPAs.

  • Note 2: Earnings per share is calculated based on the number of shares that were adjusted retrospectively. The unit is NTD. Note 3: Equations for analysis items:

  • (1) Financial structure

  • i. Liability to total assets ratio = Total liabilities/total assets

  • ii. Ratio of long-term capital to property, plant and equipment = (total equity + non-current liabilities) /net worth of property, plant and equipment

  • (2) Solvency

  • i. Current ratio = Current assets / Current liabilities

  • ii. Quick ratio = (Current assets - inventory - prepaid expenses) / Current liabilities

  • (3) Profitability

  • i. Return on assets = [after-tax income (loss) + interest expense × (1- tax rate)]/average total assets

  • ii. Return on equity = net income / average total equity

  • iii. Profit margin before tax = net income / net sales

  • iv. Earnings per share = (profit and loss attributable to owners of the parent – dividends on preferred shares) / weighted average number of issued shares

  • (4) Cash flow

  • i. Cash flow ratio = Net cash flow from operating activities / current liabilities

  • ii. Net cash flow adequacy ratio = Net cash flow from operating activities for the most recent five years / (capital expenditures + inventory increase + cash dividend) for the most recent five years

  • iii. Cash flow reinvestment ratio = (Net cash flow from operating activities – cash dividend) / (gross property, plant and equipment value + long-term investment + other non-current assets + working capital)

  • (5) Other ratio

  • i. Debt to equity ratio = total liabilities/ shareholders’ equity

  • ii. Property and equipment to total assets ratio = net fixed assets / total assets

  • iii. Total underwriting to quick asset ratio = total underwriting / (current assets - prepayments)

  • iv. Total margin loan balance to equity ratio = total margin loan balance / shareholders’ equity

  • v. Total short sales amount to equity ratio = total short sales amount / shareholders’ equity

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2019 Annual Report

VI. Financial Information

2. Individual Financial Analysis for the Past Five Years

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Year Financial Summary for the last five years (Note1)
2020Q1
(Note 1)
Item 2015 2016 2017 2018 2019
Debt Ratio 62.60 67.94 66.27 55.47 66.91 58.50
Financial
Structure
Ratio of Long-term Capital to
(%) 964.91 1005.66 1122.77 1130.17 1175.99 1134.16
property and equipment
Current Ratio 137.43 130.02 134.28 151.33 132.03 144.38
Solvency (%)
Quick Ratio 137.34 129.93 134.23 151.28 131.99 144.31
Return on Total Assets (%) 2.11 1.51 3.99 2.3 4.01 -1.15
Return on Stockholders’ Equity
4.18 3.61 10.81 4.74 9.05 -3.52
(%)
Profitability
Pre-tax Income to Paid-in Capital
Analysis 8.09 6.71 20.20 9.97 18.32 -6.87
(%)
Profit Ratio (%) 27.25 23.66 41.18 25.82 38.02 -1348.51
Earnings Per Share (NT$) (Note2) 0.68 0.59 1.88 0.87 1.72 -0.67
Cash Flow Ratio 8.51 - 6.27 33.44 - 19.45
Cash Flow
Cash Flow Adequacy Ratio 432.31 118.15 183.46 398.65 398.27 658.33
(%)
Cash Reinvestment Ratio 9.33 - 12.08 34.72 - 27.10
Debit to Equity Ratio 167.41 211.91 196.47 124.58 202.2 140.96
Ratio of Property and Equipment
4.70 3.86 3.61 4.74 3.40 4.44
to Total Asset
Total Underwriting to Quick
Other Ratio 0.44 0.95 0.74 1.77 1.12 0.10
Assets Ratio
(%)
Total Margin Loan Balance to
45.93 37.66 44.97 31.27 37.54 24.06
Equity Ratio
Total Short Sales Amount to
7.68 6.57 8.66 7.83 7.07 3.65
Equity Ratio
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127

President Securities Corporation

Analysis of financial ratio differences for the last two years (for variations above 20%)

  • (1) Profitability: Because of a reduction in the Fed’s ending of balance sheet, the Fed’s announcement of interest rate cuts in August, and Europe’s continuous implementation of a generous monetary policy, financial markets continued to see an increase in value. However, the global economy was also influenced by progress on the China-US trade negotiations and by the the uncertainty of the Brexit agreement, which resulted in fluctuations in the global stock market. The Company’s overall net after tax profit for 2019 increased when compared with the previous period, leading to an increase in the return on assets and equity along with increases in the ratio of pre-tax net profit to paid-in capital, and the net profit margin compared with 2018.

  • (2) Cash flow ratio: Net cash flow from operating activities turned from net cash inflow in 2018 to net cash outflow in 2019, causing the cash flow ratio to increase compared with 2018.

Cash flow reinvestment ratio: Net cash flow from operating activities turned from net cash inflow in 2018 to net cash outflow in 2019, causing the cash flow reinvestment ratio to decrease compared with 2018.

  • (3) Debt to equity ratio: Commercial papers and bonds sold under repurchase agreement in 2019 increased, causing the debt to equity ratio to increase compared to 2018.

  • (4) Property and equipment to total assets ratio: The amount of total assets in 2019 increased, causing property and equipment to total assets ratio to decrease compared to 2018.

  • (5) Total underwriting to quick assets ratio: The amount of quick assets increased in a larger percentage than underwriting undertaken in 2019, causing the total underwriting to quick assets ratio to decrease compared to 2018.

  • (6) Total margin loan balance to equity ratio: Margin loan receivables in 2019 decreased, causing the total margin loan balance to equity ratio to decrease compared to 2018.

Note 1: Financial information for the years of above-mentioned was audited and certified by CPAs. The financial information for the first quarter of 2020 has been reviewed by CPAs.

  • Note 2: Earnings per share is calculated based on the number of shares that were adjusted retrospectively. The unit is NTD.

Note 3: Equations for analysis items:

  • (1) Financial structure

  • i. Liability to total assets ratio = Total liabilities/total assets

  • ii. Ratio of long-term capital to property, plant and equipment = (total equity + non-current liabilities) /net worth of property, plant and equipment

  • (2) Solvency

  • i. Current ratio = Current assets / Current liabilities

  • ii. Quick ratio = (Current assets - inventory - prepaid expenses) / Current liabilities

  • (3) Profitability

  • i. Return on assets = [after-tax income (loss) + interest expense × (1- tax rate)]/average total assets

  • ii. Return on equity = net income / average total equity

  • iii. Profit margin before tax = net income / net sales

  • iv. Earnings per share = (profit and loss attributable to owners of the parent – dividends on preferred shares) / weighted average number of issued shares

  • (4) Cash flow

  • i. Cash flow ratio = Net cash flow from operating activities / current liabilities

  • ii. Net cash flow adequacy ratio = Net cash flow from operating activities for the most recent five years / (capital expenditures + inventory increase + cash dividend) for the most recent five years

  • iii. Cash flow reinvestment ratio = (Net cash flow from operating activities – cash dividend) / (gross property, plant and equipment value + long-term investment + other non-current assets + working capital)

(5) Other ratio

  • i. Debt to equity ratio = total liabilities/ shareholders’ equity

  • ii. Property and equipment to total assets ratio = net fixed assets / total assets

  • iii. Total underwriting to quick asset ratio = total underwriting / (current assets - prepayments)

  • iv. Total margin loan balance to equity ratio = total margin loan balance / shareholders’ equity

  • v. Total short sales amount to equity ratio = total short sales amount / shareholders’ equity

128

2019 Annual Report

VI. Financial Information

III. Audit Committee’s Review Report on the Company’s 2019 Financial Statement

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129

President Securities Corporation

IV. Financial Difficulties Experienced by the Company or Its Affiliates in the Most Recent Year or up to the Date of Publication of the Report that will Affect the Company’s Financial Situation: None.

V. Status of the Achievement in Financial Forecasts for the Latest Two Years: Not Applicable.

VI. Provisioning Methods of the Company’s Assets and Liabilities’ Valuation Accounts

The methodology and assumptions applied by the Company in evaluating fair value of financial instruments are based on the requirements of IFRS 9 as well as the “Measures for Financial Asset Impairment Assessment and Write-off” and “Measures for the Classification and Evaluation of Debt Instruments.” to appropriately categorize and evaluate financial assets and liabilities.

Except that impairment loss of bond interest receivables are evaluated along with investments in bonds, that of receivables and overdue receivables are evaluated based on the lifetime expected credit loss.

In the assessment of impairment and calculation of expected credit losses in bond interest receivables, the Company considers reasonable and supporting information about past events, current conditions and future economic conditions. The Company determines at the balance sheet date whether there has been a significant increase in credit risk since initial recognition or whether credit impairment has occurred, and recognizes expected credit loss according to which stage the asset belongs: no significant increase in credit risk or low credit risk at balance sheet date (Stage 1), significant increase in credit risk (Stage 2), and credit impaired (Stage 3). 12-month expected credit losses are recognized for assets in Stage 1, and lifetime expected credit losses are recognized for assets in Stage 2 and Stage 3.

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Accounts to be evaluated Description of evaluating methodology
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Accounts to be evaluated Accounts to be evaluated Description of evaluating methodology
1. Notes receivables
2. Accounts receivables
3. Other receivables
4. Margin loans receivables
5. Delinquent accounts
1. Impairment losses and recoverable amounts are individually assessed. Impairment
assessment is conducted based on the situation
(1) Claims from default of brokerage trades are reclassified as other receivables and
reviewed when necessary. Impairment loss is assessed individually and the receivables
shall be reclassified as delinquent accounts for those with no progress being made.
(2) If margin ratio of the margin account is lower than required even after disposal, and the
margin account has not been replenished within required period, the margin loans are
evaluated and reclassified as delinquent accounts. Impairment loss shall be provided at
100% if no progress is made.
If securities within margin accounts of brokerage segments cannot be disposed, the
margin loans are transferred to other receivables. Impairment loss is provided at
100% and recourse. It shall be transferred to delinquent accounts if no progress can
be made.
Impairment loss is not recognized if agreements with borrowers are reached and
proceeded, but it should be listed on a case-by-case basis
(3) Impairment loss is assessed based on the recoverable amount of the receivables of
claims.
2. Impairment loss is evaluated based on simplified method and historical data of its
lifetime expected credit loss.

VII. Accounting Treatment of Impairment of Assets of the Company

In line with the accounting treatment of IAS 36, The Company recognizes impairment loss when the recoverable amount of the asset is lower than its carrying amount. Recoverable amount is the higher of the asset’s fair value less costs to sell and value in use. Fair value less cost to sell is the amount received from fair trade less cost for disposal, and value in use is the discounted amount of expected cash flow in the asset’s usable years.

130

2019 Annual Report

VI. Financial Information

When the circumstances for recognizing impairment loss in prior years no longer exist, it is reversed in within the amount of impairment loss recognized in prior years, except that impairment loss of goodwill shall not be reversed.

VIII. Methods and Assumptions used for Evaluating Fair Value of Financial Instruments

  • A. The fair value of short-term financial instruments is evaluated at their book value since the effect of discounting is not significant. This method is applied to cash and cash equivalents, bonds purchased under resale agreements, margin loans receivable, refinancing guaranty deposits, receivable from refinance guaranty, receivables from security lending, security lending deposits, restricted assets, operation deposits, clearing and settlement fund, short-term loans, commercial paper payable, bonds sold under repurchase agreements, deposits on short sales, guarantee deposit received on borrowed securities, short sale proceeds payable, notes and accounts payable, collection for others, other payables (excluding income tax payable) and deposits received.

  • B. Financial instruments at fair value through profit and loss, when they are traded in active markets, their fair value are based on their quoted prices. If there are no quoted market prices which can be used as benchmarks, evaluating methods will be adopted to measure the fair value. Estimates and assumptions used in evaluating methods adopted by the Group are consistent with those adopted by market participants for financial instrument pricing.

Methods of evaluating fair value of financial instruments are as follows:

  1. Equity Securities: Fair value refers to the closing prices as at the balance sheet. For open-ended funds, fair value refers to the net asset value of the fund as at the balance sheet.

  2. Bonds: Government bonds and corporate bonds are based on the market prices derived from average bond yields published by the Taipei Exchange; foreign bonds are based on the transaction prices from Bloomberg.

  3. Interest rate instruments: For IRS, interest rate quotations of CP with same durations in the same markets in the representative quotation system (e.g. Reuters) are used as reference interest rates. In addition, average bid/offer interest rates at certain point of time daily are used as interest rate parameters. Along with other parameters, they are then used in the valuation models to calculate fair value.

  4. Futures: Closing prices of respective futures exchanges on that day.

  5. Options: Closing prices of the exchanges of the options on that day.

  6. Warrants: Closing prices of the instruments in the listed market.

  7. Convertible Bond Asset Swap: Closing prices of the CB and of underlying shares in the listed exchanges are used as parameters along with others in the valuation model to calculate the fair value.

  8. Structured instruments: Closing prices of underlying instruments or bond yields published by the Taipei Exchange are used as parameters along with others in the valuation models to calculate the fair value.

  9. Other derivatives: For listed derivatives, fair value is based on the quoted prices. For unlisted ones, fair value is based on average bid or offer prices from quotation platforms or other quoted prices.

  10. C. For financial assets at fair value through other comprehensive income, if there are quoted prices in active markets, they are used as their fair value. If there are no quoted prices, a valuation methods are adopted to measure the fair value.

IX. Hedge Accounting Applied to Financial Instruments: Not applicable.

131

President Securities Corporation

132

2019 Annual Report

VII. Financial Status, Operating Results and Risk Management

VII. Financial Status, Operating Results and Risk Management

I. Financial Status

Unit: NT$ thousands

Year
Item
2019
(Note)
2018
(Note)
Fluctuation Fluctuation
Amount Variance (%)
Current Assets
90,081,974
64,915,856
25,166,118
38.77%
Non-Current Assets
5,672,426
5,465,417
207,009
3.79%
Total Assets
95,754,400
70,381,273
25,373,127
36.05%
Current Liabilities
68,821,260
44,636,888
24,184,372
54.18%
Non-Current Liabilities
167,368
31,938
135,430
424.04%
Total Liabilities
68,988,628
44,668,826
24,319,802
54.44%
Capital Stock
13,723,900
13,904,281
(180,381)
(1.3%)
Capital Surplus
91,261
142,702
(51,441)
(36.05%)
Retained Earnings
12,362,704
10,979,662
1,383,042
12.60%
Other Equity
521,815
619,340
(97,525)
(15.75%)
Attributable to Parent’s
Ownership Interest
26,699,680
25,645,985
1,053,695
4.11%
Non-Controlling
Interests
66,092
66,462
(370)
(0.56%)
Total Equity
26,765,772
25,712,447
1,053,325
4.1%
Note: Financial information for the years of above-mentioned (based on IFRS) was audited and certifed by CPAs.
(1) Main reasons for material changes in assets, liabilities and shareholders' equity items within the last two years
(changes over 20% between the frst and second periods, and the change amount reaches NT$ 10 million), its
efects, and future response plans:
Current assets increased mainly due to the increase of fnancial assets at fair value through proft or loss –
current in 2019.
Current liabilities increased mainly due to the increase of commercial papers payable in 2019.
Non-current liabilities increased mainly due to the implementation of IFRS 16 in 2019.
Capital Reserve decreased mainly due to the treasury stock trading.
Other equity items decreased due to the decrease of trasnlation loss on the fnancial statements of foreign
operating entities in 2019.
(2) Main reasons for the changes in the Company's current liabilities over the last two years and in long-term
liabilities that mature within a year, its efects, and future response plans:
The increase in current liabilities is mainly caused by a increase in the demand for capital that caused short-term
loans, commercialpaperpayable andrepurchase agreement bonds toincreasefromthelevelsin 2018.

II. Analysis of Operating Results

Unit: NT$ thousands

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Year 2019 2018
Item (Note) (Note) Amount Variance (%)
Operating Revenue 7,142,397 5,774,276 1,368,121 23.69%
Operating Expenses 5,080,595 4,753,133 327,462 6.89%
Operating Income 2,061,802 1,021,143 1,040,659 101.91%
Non-Operating Income 496,006 415,744 80,262 19.31%
Income before Tax 2,557,808 1,436,887 1,120,921 78.01%
Income Tax Expense 183,973 219,254 (35,282) (16.09%)
Net Income 2,373,835 1,217,633 1,156,202 94.95%
Other Comprehensive Income
-124,296 145,968 (270,264) (185.15%)
(after Tax)
Total Comprehensive Income 2,249,539 1,363,601 885,938 64.97%
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133

President Securities Corporation

Year
Item
2019
(Note)
2018
(Note)
Amount Variance (%)
Net Income Attributable to
Shareholders of the Parent
2,368,536
1,210,323
1,158,213
95.69%
Non-controlling Interests
5,299
7,310
(2,011)
(27.51%)
Comprehensive Income
Attributable to
Shareholders of the Parent
2,244,912
1,355,594
889,318
65.60%
Non-controlling Interests
4,627
8,007
(3,380)
(42.21%)
Note: Financial information for the years of above-mentioned (based on IFRS) was audited and certifed by CPAs.
Explanation to major variations in the last two years (changes over 20%):

Operating income: Due to the increase in net proft from operating securities in 2019.

Operating proft: Due to the increase in net proft from operating securities in 2019.

Proft before tax: Due to the increase in net proft from operating securities in 2019.

Net income: Due to the increase in net proft from operating securities in 2019.

Totalcomprehensiveincome:Due to theincreasein net proftfromoperating securitiesin 2019.

Explanation to major variations in the last two years (changes over 20%):  Operating income: Due to the increase in net profit from operating securities in 2019.  Operating profit: Due to the increase in net profit from operating securities in 2019.  Profit before tax: Due to the increase in net profit from operating securities in 2019.  Net income: Due to the increase in net profit from operating securities in 2019.  Total comprehensive income: Due to the increase in net profit from operating securities in 2019.

III. Analysis of Cash Flow

A. Cash Flow Analysis for the Current Year

  • (1) Operating activities: Net cash outflow from operating activities was NT$9,024,667 thousand, which was mainly because of an increase in FVPL financial assets-current in the same period last year.

  • (2) Investing activities: Net cash outflow from investing activities was NT$108,353 thousand, which was mainly because of an increase in the investments under equity method to acquire the equity of subsidiaries and affiliated companies in the same period last year, leading to the net cash outflow in investing activities increased.

  • (3) Financing activities: Net cash inflow from financing activities was NT$9,799,866 thousand, which was mainly because of a increase in commercial papers payable and short-term loans in the current period.

B. Remedy for Cash Deficit and Liquidity Analysis

The Company has maintained a good credit relationship with banks for a long time and maintained mid-and short-term credit lines sufficient to meet the Company’s funding needs.

Year
Item
2018 2019 Variance (%)
Cash Flow Ratio (%) 24.26 - -
Cash Flow Adequacy Ratio (%) 404.72 409.63 1.21%
Cash Reinvestment Ratio (%) 35.71 - -
Explanation to major variations:
Cash Flow Ratio decreased mainly dur to the net cash outfow from operating activities.
Cash Flow Adequacy Ratio decreased mainly due to the increase of net cash outfow from operating activities.

C. Cash Flow Analysis for the Coming Year (2019)

C. Cash Flow Analysis for the Coming Year (2019) C. Cash Flow Analysis for the Coming Year (2019) C. Cash Flow Analysis for the Coming Year (2019) C. Cash Flow Analysis for the Coming Year (2019) C. Cash Flow Analysis for the Coming Year (2019) C. Cash Flow Analysis for the Coming Year (2019) C. Cash Flow Analysis for the Coming Year (2019)
Unit: NT$ thousands
Estimated Cash and
Cash Equivalents
Estimated Net Cash
Flow from Operating

Estimated Cash
Cash Surplus (Defcit)

Leverage of Cash Surplus (Defcit)
,
Beginning of Year (1)

Activities (2)

Outfow (Infow) (3)
(1)+(2)-(3) Investment Plans Financing Plans
6,520,146 1,487,207 867,485 7,139,868 - -

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VII. Financial Status, Operating Results and Risk Management

IV. Effects of Major Capital Expenditures in the Most Recent Fiscal Year on Financial Operations: Not Applicable.

V. Long-term Investment Policy

In 2019, the company’s domestic reinvestment operations generated healthy profits. Each subsidiary’s operations will still be subject to strict risk control with timely stop-loss and stop-gain orders, so as to reduce risk and maintain steady development.

As for our present direct investment policy, we consider all areas of business currently permitted by Taiwan’s regulators and look for effective cross-selling strategies and other possible synergies, with the overall aim of best leveraging all of the company’s resources. Looking to the coming year, we expect regulators to again open up many new areas of business. We will expand into these new business areas, develop and promote new financial products. In particular, we are looking to Hong Kong and the PRC as key areas of expansion to bolster our presence in international financial services and our cross-strait business, including the joint venture securities company that was approved by the China Securities Regulatory Commission (CSRC) on February 17, 2020.

The profitability of each investment in 2019 is detailed in VIII. Other Disclosures-Operational Highlights of Affiliated Companies.

VI. Analysis of Risk Management

A. The Company’s risk management policies, organizational structure, measurement standards, as well as the impact of various risks and response measures

1. Risk Management Policies

  • (1) In order to ensure that we have a solid an effective risk management system in place, our system has been developed so as to encompass all of our business areas. Then, with appropriate risk tolerance levels in place, create value for the company, and achieve our return on asset targets.

  • (2) By constructing risk controls for each individual business area, we are able to achieve a measured approach to risk management. Accordingly, each department is assigned risk parameters based on its respective responsibilities, thereby achieving layered yet comprehensive risk management.

  • (3) The company’s risk management measures take into account the following forms of risk, market risk, credit risk, liquidity risk, operational risk, legal risk, and model risk.

2. Related Risk Management System Architecture

  • (1) Board of Directors: Audits the company’s risk management policy, supervises sales business strategies, approves all business proposals and trading permissions, and is ultimately responsible for risk management.

  • (2) Risk Management Committee: Established by the Board of Directors tasked with integrating all risk management operations, with supervising and assisting all the various risk management and related operations. The committee is also tasked with setting the various risk authorities, limits, and targets, for a centralized supervision of the status of all of the company’s risk management efforts.

  • (3) President Office: Supervises the daily implementation of all of the company’s risk management operations and authorizes any exceptions to the risk management protocols.

  • (4) Assets & Liabilities Management Committee: Controls the company’s overall asset structure, sets limits for different businesses, collects and analyzes domestic and international interest rates, exchange rates, and economic changes.

  • (5) Risk Control Office: Is responsible for the drafting of risk policies and regulations, for monitoring market and credit risks, for monitoring liquidity risks, for compiling data on operational risk control and management, for constructing and maintaining the risk management system, for implementation of risk

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management systems and for ensuring company-wide regulatory compliance.

  • (6) Auditing Office: Audits operations risk controls, audits the standards for risk controls systems, puts in place internal auditing controls, and implements daily check routines.

  • (7) Compliance Division: Implements legal risk controls and ensures that all businesses and risk management operations are in compliance with relevant laws and regulations. Compliance Division concurrently is responsible for anti-money laundering and counter-terrorist financing, developing relevant regulations and systems, monitoring internal control and transactions, supervising the implementation by business units, holding training sessions, and reporting cases suspicious of money laundering.

  • (8) Finance Department: Monitors capital adequacy rates and liquidity risk, and analyzes the company’s asset/liability structure and other key financial ratios.

  • (9) Business units: Based on the company’s risk management policies and regulations sets risk management guidelines for various businesses, and produces a report on abnormal risk items for the Risk Control Office.

  • (10) Settlement & Clearing Department: Implementation of risk control and management for settlement, clearing, and short-sale business operations. Implementation of risk management and business department risk management for transactions.

3. Risk Evaluation Standards

The company has set risk management principles. In order to ensure that all of our organizations businesses adhere to our operating policies, operating goals, and capital levels, we must set suitability evaluation policies that can react to changes in our business and in the market:

  • Market Risk Evaluation

  • (1) We use RiskMetrics market risk management system to manage our company’s exposure to market risk. In addition to producing daily risk value tables, we perform simulation analysis and historical analysis to supplement missing risk values.

  • (2) We evaluate the completeness of the evaluation models on different business areas, and evaluate the assumptions, parameters, and data for various product models, and then test if the models for the various products are reasonable.

  • (3) We evaluate the effectiveness of risk control models, and regularly perform Back Testing to ensure the reasonableness of the models used.

  • Credit Risk Evaluation

  • (1) Our company undergoes credit rating evaluations from Moody’s, Standard & Poor’s, Fitch, Taiwan Ratings Corp., and Taiwan Corporate Credit Risk Index, TCRI)

  • (2) Trading counter-partner credit risk: We assess our company’s maximum exposure in the event that the counterparty defaults, and use maximum exposure limits set by the board of directors in determining the credit risk of a trading counterparty.

  • (3) Issuer’s Credit Risk: We use KMV models to perform an internal evaluation, and combine that with financial data and stock price data, to calculate a probability of default. Based on these measurements, we then develop an internal evaluation, Z-Score model, to control the external credit risk gaps from issuers and augment.

  • Operational Risk Evaluation

  • (1) Operational risks refer to risks of damage caused by internal operations, inappropriate actions or errors of personnel or systems, or external incidents. The definition includes legal risks but does not include risks in strategies and reputation.

  • (2) We create operations risk policies handbooks that encompass each level of operations.

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VII. Financial Status, Operating Results and Risk Management

  • (3) Ensure the appropriate measurement, disclosure, and control of the operating quality based on risk assessment reports and auditing reports.

4. Risk Factors and Corresponding Responses

  • (1) Management Crisis Risk refers to significant market changes, a lack of access to capital, or significant losses from direct investments, which affect a company’s operations and cause losses.

Response: We have implemented a “Management Crisis Response Policy” that clearly lays out what steps should be followed in the event of a serious crisis so as to ensure normal operation of the company.

  • (2) Market risk refers to dramatic changes in pricing or volatility in interest rates, equities, or foreign exchange rate that can result in serious losses to open positions.

Response: We will attempt to lessen the impact of such market risks through prudent business analysis, product analysis, and process analysis, so as to clearly identify sources of market risk. Based on this, we then set effective management controls; we monitor investment position risk levels, risk structure, and risk changes to ensure that they are all in line with our forecasts.

  • (3) Credit risk refers to the exposure for underwriters for the terms and conditions of the securities that underwrite and for losses that may result from a counterparty being unable to fulfill its obligations to the security.

Response: In an effort to shield ourselves from potential credit risk, we conduct extensive credit risk evaluations prior to a deal being executed and then conduct repeated evaluations after the deal has been executed. Based on these evaluations and a maximum credit exposure scenario for the counterparty in question, we set credit risk limits for that counterparty. In evaluating the risk to the underwriter for debtrelated securities, we look not only at the TCRI rating, but also at default rates based on KMV models.

  • (4) Operational risk refers to the risk created when internal processes, employees, or systems are inappropriate or cause errors, or the risks caused by external factors. This type of risk is related to legal risks but not strategic risk or credit risk.

Response: In order to reduce the probability of such operation risk occurring, we have created an operating manual that addresses every level of our operations, we perform regular audits of every business segment, as well as every work flow, every legal risk point, and every risk control point. Finally, we compile an audited risk report that helps us to ensure that our operating quality is properly balanced, controlled, and disclosed.

  • (5) Legal/Regulatory risk refers risk related to non-compliance with laws and regulations governing our investment strategies and our business operations, and any resulting corrective orders or penalties from relevant authorities, or any civil or criminal actions taken against us. It also refers to risk related to our inability to perform our obligations under agreements that we have entered into with other parties.

Response: In order to reduce our exposure to legal/regulatory risks, we have created a Compliance Division and Legal Matters Department.

  • Compliance Division ensures that all businesses and risk management operations are in compliance with relevant laws and regulations.

  • Legal Matters Department implements legal risk controls.

  • (6) Liquidity risk refers to position liquidity risks and capital liquidity risks. Sometimes losses can be suffered as a result of illiquid markets that make it difficult to open or close a position at normal market prices requiring that a position be either bought at a premium or sold at a discount. Capital liquidity risks result when positions are increased beyond planned levels, leaving the company with insufficient funds to meet settlement requirements for a position.

Response: In an effort to better manage liquidity risks, we have created centralized risk management standards that take into consideration all departments and that set position limits for each department. We also have a team that performs daily forecasts of capital requirements based on the needs of all company

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guarantees and service loans, and then monitors daily capital adjustments accordingly. We also produce a monthly “Capital Liquidity Risk Simulation Analysis Table” that analyzes multiple scenarios, forecasts the potential liquidity risks for those scenarios, and estimates the capital levels that each such scenario would require.

  • (7) Model risk refers to potential situations where market values and other variables are beyond normal and predictable conditions and therefore exceed the ability of the model to handle.

Response: We effectively maintain and manage our models with particular emphasis on financial product risk management. We have created a set of “Model Us Management Procedures” that clearly spell out procedures for developing models, for validating models, for managing variables, and for discontinuing the use of problem models.

B. An Evaluation of Key Risks

1. Effects of recent interest rates, foreign exchange rate fluctuations, and inflation concerns on our company and our strategies for dealing with these concerns.

  • (1) Interest rate: Changes in interest rates have a direct impact on the income we derive from our fixed income-related businesses. In addition to conducting our own thorough research on domestic and foreign interest rate trends, we utilize various interest rate derivative tools as well a risk control system that manages our interest rate-related risks, that creates an effective interest rate hedging system for our fixed income-related businesses. Changes in interest rates also affect our company’s financing costs. Going forward, we intend to utilize interest rate hedging and other capital raising avenues as ways to control our company’s financing costs.

  • i. Bond and Interest Derivative Product Business: The amount of our company’s major interest products At March 31, 2020, and the likely loss of NT$170,755 thousand due to the 1% interest rate change (as show in the following table).

Unit: NT$ thousands

==> picture [330 x 120] intentionally omitted <==

----- Start of picture text -----

Item Amount Profit/loss based on 1%
Interest rate change
Government bond 4,101,482 -15,072
Corporate bond 920,429 -4,496
Bank debentures 201,789 -1,635
International bond 4,749,451 -7,142
Foreign bond 8,083,681 -142,410
Sum 18,056,832 -170,755
----- End of picture text -----

Countermeasures: Our Company has risk management rules and operational procedures on government bond, corporate bond, bank debentures, foreign/international bond. Our company has put the interest risk under good control by pre-purchase assessment and risk control afterward.

  • ii. Borrowing: The main risk of borrowing is the fluctuation of interest rate. Our company can adjust methods, conditions and terms of borrowing according to the likely interest changing trend. We can also avert risks through the product of interest exchange etc. Our total debt amount of short-term borrowing and payable short-term bill totals NT$5.258 billion on the end of 2020 Q1. They are both borrowing with interest rate risks. With every 1bp change in market interest rate, our company has to pay NT$525.8 thousand more interest every year.

  • Countermeasures: Looking at a potential rise in interest rates, we will keep a close watch on the markets and on business demands and will make adjustments to our positions accordingly. In March 2020, in view of the spread of the Covid-19 pneumonia epidemic the Central Bank’s joint meeting of directors and supervisors noted that the global economic outlook has deteriorated sharply and the international financial markets have fluctuated violently. The domestic industry is being affected by the epidemic, and the manufacturing industry may face disruptions of its production and supply chains.

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VII. Financial Status, Operating Results and Risk Management

In addition, the service industry will have operational difficulties caused by decreasing consumption. Meanwhile, small and medium enterprises in particular may face financing constraints, which will aggravate their operating difficulties, impacting the job market. In addition, the currencies of major countries have depreciated significantly recently, although the New Taiwan Dollar has remained relatively strong. In order to assist with the normal operation of enterprises and considering that the movement of a large amount of capital affects the country’s financial stability, the Central Bank’ Board of Directors believes that it is necessary to adjust the policy by lowering interest rates to stabilize consumer confidence in the household sector and for enterprises. Three rates, the Central Bank’s rediscount rate, the rate on facilities with collateral, and rate on facilities without collateral, were cut and reduced by 0.25% to 1.125%, 1.5%, and 3.375% per annum, respectively.

It is expected that interest rates will remain stable over the coming year and that our Company’s risks related to the changes of the rates will remain low.

  • (2) Exchange rate: The Company’s principal business targets and place of business are domestic; hence the impact of currency fluctuations is minimal. Potential foreign exchange risks include not just that arising from the par of exchange for foreign currency assets, but also that from foreign currency investment with respect to foreign reinvested or reinvested companies (when future earnings are repatriated or disposed). Whenever the company invests in foreign currency assets, FX swaps will always be in place to avoid foreign exchange risk. Since its overseas subsidiaries are running perpetual operations, the impact of exchange rate movements on long-term equity investments is limited to the changes to book value and does not affect profits and losses.

At March 31, 2020, the company’s main exchange rate product positions, and 1% exchange rates fluctuation may result in a loss of NT$123,713 thousand (as show in the following table).

Unit: NT$ thousands

==> picture [306 x 91] intentionally omitted <==

----- Start of picture text -----

Loss resulted by 1%
Item Position exchange rates fluctuation
Foreign Stock 11,272 -1,015
International Bond 4,749,451 -42,746
Foreign Bond 8,083,681 -79,952
Total 12,844,404 -123,713
----- End of picture text -----

Countermeasures: Our Company’s transactions of foreign stock, international bond, and foreign bond have risk management and standard operating process. The business above was lower the risk of exchange rate by trading foreign exchange swap.

  • (3) Inflation: The CPI growth rate in 2020Q1 was 0.55%, which had no meaningful effect on operations or on profits.

2. Recent High-Risk or High-Leverage Investments, Loans to Third Parties, Pledges Given for Third Parties, Derivative Products Trading Policy and Profitability and Losses, Reasons for Losses and Strategies for Correcting Such Losses Going Forward.

  • (1) In 2020 Q1, we did not engage in any high-risk or highly-leveraged investments, did not provide any loans to third parties, and did not provide any pledge for any third parties.

  • (2) We only trade those derivative products which have been approved by the relevant authorities and which are permitted by our company’s Articles of Incorporation. We have also created and followed a “Code of Over-the-Counter Trading of Derivative Financial Products” in an effort to further reduce our exposure to related risk.

3. Future Development Plans and Expected R&D Investments.

To assist with our development of ever-better products and trading strategies, we have assembled a professional financial engineering team, which brings together experts from finance, statistics, mathematics, and information technology, to create trading and valuation software and hardware

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resources. Our annual spending on human resources and R&D in this area is in the millions of dollars every year. Please see Chapter 5 for more information on the status of our operations and on our R&D efforts.

4. Effects of Significant Policy and Legal Changes both in Taiwan and Abroad and Measure for Dealing with These Issues.

We are constantly on watch for significant policy and legal changes both inside Taiwan and abroad and, to that end, routinely enlists the help of professional legal and accounting firms to assist in evaluating these changes, to help create effective responses to these changes, and to ensure compliance with these changes, thereby working to reduce the effects of policy and legal changes on our business. In recent years, we have been quite effective in adjusting to policy and legal changes both within and beyond Taiwan and, thus, our overall solid financial health has seen little impact from such changes.

  • The Financial Supervisory Commission (FSC) issues orders in relation to Paragraph 1 of Article 59 (1) and Paragraph of Article 63 (2) of the “Regulations Governing Securities Firms” (Financial Supervisory Commission Official Letter No. Zheng-Quan—1070345024). Regarding the simplified and advanced calculation methods of the securities firm’s own capital adequacy ratio, the Company has handled the relevant matters accordingly.

  • The FSC has formulated the “Annual Financial Report Announcement and Declaration Checklist for Public Companies,” “Financial Report Announcement and Declaration Checklist for Publicly Companies in First, Second, and Third Quarters,” and the content of financial statements. (Financial Supervisory Commission Official Letter No. Zheng-Shen—1080302723). The Company has handled the relevant matters accordingly.

  • The FSC has amended some of the provisions in the Regulations Governing the Loaning of Funds and Making of Endorsements/Guarantees by Public Companies (Financial Supervisory Commission Official Letter No. Zheng-Shen— 1080304826). The company revised its internal regulations accordingly.

  • The President has amended the provisions of Articles 14-5, 28-2, 39, 43-1, 65, 66 165-1,177-1,178, and 179 of the Securities and Exchange Act and added the provision of Article 178-1 to the said Act. (ROC Presidential Official Letter No. Jing—10800037881). The Company has promoted relevant matters accordingly to improving the employees’ awareness of compliance.

  • The FSC has amended Format 8-7 of Article 23 of the Regulations Governing the Preparation of Financial Reports by Securities Issuers. (Financial Supervisory Commission Official Letter No. ZhengShen—1080310909). The Company has handled the relevant matters accordingly.

  • The FSC has formulated the “Annual (Semi-annual) Financial Report Announcement and Declaration Checklist for Securities Firms” and “Quarterly Financial Report Announcement and Declaration Checklist for Securities Firms.” (Financial Supervisory Commission Official Letter No. ZhengQuan—1080313068). The Company has handled the relevant matters accordingly.

  • The President has announced amendments to the provisions of Articles 14-5 and 36 of the Securities and Exchange Act. (ROC Presidential Official Letter No. Jing—10800063491). The Company has handled the relevant matters accordingly.

  • The FSC has issued orders regarding Paragraph 2 of Article 3 of the Regulations Governing the Preparation of Financial Reports by Securities Issuers, Paragraph 2 of Article 2 of the Regulations Governing the Preparation of Financial Reports by Securities Firms, and Paragraph 2 of Article 2 of the Regulations Governing the Preparation of Financial Reports by Futures Commission Merchants to specify the international financial reporting standards, international accounting standards, as well as standards of interpretations and an announcement of interpretations recognized by the Commission. (Financial Supervisory Commission Official Letter No. Zheng-Shen—1080323028). The Company has handled the relevant matters accordingly.

  • The FSC has issued orders regarding the provisions of Articles 23, 39, and 41-1 of the Standards

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VII. Financial Status, Operating Results and Risk Management

Governing the Establishment of Securities Firms, as well as Articles 18-1, 51, and 52 of the Regulations Governing Securities Firms. (Financial Supervisory Commission Official Letter No. ZhengQuan—1080360078). The Company has handled the relevant matters accordingly.

  • Official Letter No. Zheng-Quan—1080305776 of the Financial Supervisory Commission issued on March 15, 2019 stipulates that the integrated securities firms listed on the stock and OTC markets and the integrated securities firms that are subsidiaries of financial holding companies shall engage a corporate governance officer by the end of June 2019. The Company’s Board of Directors passed a resolution engaging a corporate governance officer on May 3 of the same year.

  • Official Letter No. Zheng-Quan—1080307106 of the Financial Supervisory Commission issued on March 22, 2019 stipulates that qualified securities firms may issue subordinated ordinary corporate bonds. This order will increase the flexibility of the Company’s fund raising efforts.

  • Official Letter No. Zheng-Quan—1080321644 of the Financial Supervisory Commission issued on July 10, 2019 stipulates that securities firms may stop designating a fund as special capital reserve for the purpose of protecting employees’ rights and interests in response to the development of FinTech starting in the fiscal year of 2019, but they shall still budget a certain amount in their annual budgets to cover the expenses required for employee training and improvement to protect employees’ rights and interests. The Company will handle relevant matters in accordance with the regulations.

  • Official Letter No. Zheng-Quan—1080318593, Directions Governing Application for Pilot Program of Business for Securities and Futures Industry, was promulgated via the Financial Supervisory Commission and issued on October 3, 2019; it stipulates that securities firms may apply for a pilot program for businesses to the Financial Supervisory Commission (FSC). The Company will handle relevant matters based on business development needs and in accordance with the regulations.

  • Official Letter No. Zheng-Quan—10803620605 of the Financial Supervisory Commission issued on January 15, 2020 stipulates that securities proprietary traders may operate the business of trading virtual currencies with the nature of securities on their own, and may purchase virtual currencies with the nature of securities during the offering period. Those who wish to apply for the operation of this type of business shall apply for the addition of a business type or service item in accordance with the regulations, and submit the related application documents to the Taipei Exchange for review before being transferred to the FSC for approval. The Company will handle relevant matters based on business development needs and in accordance with the regulations.

  • Official Letter No. Zheng-Quan—1090360209 of the Financial Supervisory Commission issued on February 3, 2020 announced the amendments to Articles 19 and 31-3 of the Regulations Governing Securities Firms. These articles clearly stipulate that the hedging operations of a securities firm for the index-Investment securities business may not be restricted by the total cost of equity securities issued by related parties. In addition, the securities proprietary traders are permitted to buy and sell or trade foreign bonds and derivative financial products with affiliated overseas companies after a super majority resolution has been adopted by the Board of Directors and relevant conditions and the maximum amounts have been established. The Company will handle relevant matters based on business development needs and in accordance with the regulations.

5. Effects of Industry Changes and Technological Changes and Measures for Dealing with These Changes.

In response to the changing financial and technological environment, the Company shall create a diversified, fast, stable, and secure electronic ordering platform as a top development priority. In the pursuit of this goal, the Company shall continue to promote system upgrades and development to steadily increase the ratio of the Company’s electronic orders in the coming years.

In view of the phenomenal growth in the use of mobile devices in the Internet generation, the role of securities dealers is bound to be transformed from a purely “broker and platform” to a “digital business” supported by FinTech and AI. Therefore, the Company has set up the “Digital Financial Division”

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and transformed the physical branches on a trial basis to integrate the virtual and physical channels, so as to promote the digitalization and paperless operations of business procedures. It is planned to gradually complete the online digital services starting from electronic trading in the directions of diverting customer flows, differentiation, and customized services. In addition, the internal operations will be improved to expand the introduction of electronic procedures to enhance efficiency and provide customers with safe and efficient trading platforms.

In response to the increasing trend of placing orders via mobile devices and customized trading in the overall market, customers are provided with the all-round app of the digital integrated financial investment service platform with the app interface adjusted according to customer feedback. In addition, in response to the FSC’s requirements for strengthening information security in the financial market, the Company will continue to use existing information security management regulations (ISO-27001), internal auditing and periodic reviews by third-party certification institutions to enhance the management system. The Company shall also invest specific amounts in the annual budget on the enhancement of the protection of the information security framework.

In 2019, the Company has arranged third parties to conduct tests on the information security operations center (SOC), dual ISP backup architecture, and periodic joint prevention tests. The Company also seeks to enhance the stability of the operations and maintenance of the computer center, establish ISP information security defense mechanisms, and update information security equipment in accordance with annual project plans. The goal is to increase the stability of the information system and prevent risks in external information security attacks in order to achieve the goal of fair transactions with investors and create wealth with customers.

6. Significant Impairment of Corporate Image and Measures for Dealing with that Damage.

Our company has a core philosophy of “Good Quality, Good Credibility, Good Service and Fair Prices”. This is combined with the concept of “Professional Leadership, Kind Service”. the Company has been a long-standing supporter of important social charitable activities and devoted to fulfill corporate social responsibility. Since the date of the establishment, the Company has no negative corporate image issues to report.

7. Expected effect of acquisition and the possible risk: None.

8. Expected effect and possible risk of expanding business locations and the countermeasures: None.

9. Expected effect and possible risk of excessive concentration of purchasing sources and excessive customer concentration: Not Applicable.

10. Effects of, Risks Relating to and Response to Large Share Transfers or Changes in Shareholdings by Directors, Supervisors, or Shareholders with Shareholdings of over 10%: None.

11. Effects of, Risks Relating to and Response to the Changes in Management Rights: None.

12. Litigation or Non-litigation Matters

  • (1) Major lawsuits, non-contentious matters or administrative procedures with a determined court ruling or that are still pending, that may significantly affect the shareholders’ equity or the stock price of the Company (over the previous two years and up to the time that this annual report was published):

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VII. Financial Status, Operating Results and Risk Management

==> picture [492 x 190] intentionally omitted <==

----- Start of picture text -----

Parties involved in Amount
The major claims Date The current progress Remark
major lawsuits (Unit:NT$)
The plaintiff Wang, ○-Cheng (did not Plaintiff: Wang, ○-Cheng 2010.7.15 The court ruled in the 9,007,179 The loss had
open an account at a branch and traded trial of 2nd instance already been
stocks) claimed that he borrowed a Defendant: Chu, ○-Jung, of the case that the designated for
PSC
customer account from 2004 through Company was not litigation. The
2008 and entrusted business clerk Chu, liable for paying any conclusion
○-Jung at the Tucheng Branch to buy compensation, and of judgement
and sell stocks. However, Chu, ○-Jung the plaintiff refused to will not cause
sold the stocks in the account secretly accept the ruling and significant
and expropriated the proceeds from the filed an appeal; the case effect on
stocks. In addition, due to Chu, ○-Jung's is currently being tried shareholder
fraud, Wang, ○-Cheng was required to by the Supreme Court. rights and the
pay a guarantee deposit and suffered company’s
loss; thus, he claimed that the Company share price.
shall be jointly liable for the indemnity
and filed this lawsuit.
----- End of picture text -----

  • (2) Any Company director, supervisor, manager, responsible person, or company shareholder holding more than 10% of the company’s shares that is involved in any judgments already handed down or any ongoing litigation, non-litigation, or administrative action over the previous two years up to the time that this annual report was published, the potential effects on shareholder rights and on the company’s share price, the key facts of the dispute, dollar values involved, the date that the litigation was initiated, the key parties involved, and the current status of said litigation(s): None.

  • (3) Any company director, supervisor, manager, responsible person, or company shareholder holding more than 10% of the company’s shares that has been found in violation of Article 157 of the Securities and Exchange Act over the previous two-year period and up to the time that this annual report was published, and the current status of any related action taken or being taken against that person:

The Company claimed for the disgorgement (NTD 420 for price spread and 11 for interest, NTD 431 in total) from a manager whose last name is Lee in accordance to article 157 of the Securities and Exchange Act on December 11, 2019. And informed Securities and Futures Investors Protection Center on December 12, 2019.

13. Other Important Risks:

  • (1) In response to the Personal Information Protection Act, our company will continue to enforce the consciousness of the importance and the legal risk of personal information processing, money laundry preventing, and financial consumer protection.

  • (2) Impact of information system damage on the Company’s financial operations and response measures:

The increasingly frequent security attacks may cause disruption to business operations and in turn affect business revenue and damage the corporate image. President Securities Corp. has begun to import the Information Security Management System (ISMS) since 2013, and obtained ISO 27001 certification on August 23, 2013 and continued to maintain the validity of the certification. The information security governance has been gradually developed and implemented, with the strict requirements of various information security standards.

In view of the increasing threat of cyberattacks recently, in order to ensure that computer systems have certain security protection capabilities, it is necessary to upgrade the protection capabilities in each aspect from computer facilities, servers and hosts, user equipment, the internet all the way to e-mail, so as to implement control measures in the technical and management aspects and improve and enhance the security protection capabilities of the internet and information systems. In addition to completing the revision and formulation of relevant information security management regulations, the security updates and version upgrades of relevant equipment will be completed gradually. Furthermore, external units are invited to conduct independent inspection, tests, and assessment to identify potential information security risks early.

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This year, the information security response speed of relevant units was also strengthened through exercises. The information security response strengthening exercises are as follows:

  • Social Engineering Exercises for Prevention of Malicious Email

  • Application System Recovery Exercises

  • Distributed Denial-of-Service (DDoS) Attack and Defense Exercises

  • 2019 Financial Supervisory Commission and Its Affiliated Institutions (Organizations) Annual Financial Security Notification Exercises

  • Information Security and Checkup Assessment

  • The ultimate goal of hierarchical security protection in the securities and futures industry is to strengthen information security awareness and arrange information security education and training, which includes:

  • -Information on security incidents and sharing of security concepts

  • -Personal computer use and daily security operations

  • -Information security skills training and information security concepts

  • -Mail security and prevention of social engineering

It aims to improve the security, reliability, availability of information systems and reduce the risks that relevant information security incidents may pose to the Company’s finance.

VII. Other significant events: None.

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VIII. Other Disclosures

VIII. Other Disclosures

  • I. Consolidated Business Report of Affiliated Companies, Consolidated Financial Statements of Affiliated Companies, and Reports of Affiliation

  • A. Summary of Affiliated Companies

1. Affiliated Companies Chart

==> picture [447 x 226] intentionally omitted <==

----- Start of picture text -----

PRESIDENT SECURITIES CORPORATION
Shareholding Shareholding Shareholding Shareholding Shareholding
100% 100% 100% 100% 96.69%
President President
PSC Venture President
Insurance Capital President
Capital Investment Securities (BVI)
Agency Company Limited Limited Management Futures Co., Ltd
Co., Ltd. Corp.
Shareholding Shareholding Shareholding Shareholding
5.19% 94.81% 100% 100%
President
President Securities Wealth President Securities
(Hong Kong) Limited Management Nominee Limited
(Hong Kong) Limited
----- End of picture text -----

2. Basic Information of Affiliates

As of April 30, 2020

==> picture [474 x 295] intentionally omitted <==

----- Start of picture text -----

Established Paid-in Capital
Company Address Currency Main Business
Date (in thousands)
President Futures B1.,No.8, Dongxing Rd., Taipei
1994.03.01 NTD 660,000 Futures and brokerage
Co., Ltd City
President Capital 3F.,No.8, Dongxing Rd., Taipei Securities investment
Management Corp. 1997.04.15 City NTD 300,000 and consulting
Securities proprietary,
President Securities Unit 2603-6,26/F., Infinitus Plaza
brokerage,
(Hong Kong) 1994.07.26 ,199 Des Voeux Road, Central , HKD 192,600
underwriting ,and
Limited Hong Kong
consulting
President Securities Unit 2603-6,26/F., Infinitus Plaza Securities investment
1998.02.26 ,199 Des Voeux Road, Central , USD 67,746
(BVI) Limited and holding company
Hong Kong
President Securities Unit 2603-6,26/F., Infinitus Plaza
1999.08.06 ,199 Des Voeux Road, Central , HKD 1,000 Nominee service
Nominee Limited
Hong Kong
President Wealth Unit 2603-6,26/F., Infinitus Plaza
Management (Hong 2002.03.31 ,199 Des Voeux Road, Central , HKD 23,400 Wealth management
Kong) Limited Hong Kong
President Insurance 13F.,No.8, Dongxing Rd., Taipei
2008.04.29 NTD 10,000 Insurance agent
Agency Co., Ltd. City
----- End of picture text -----

145

President Securities Corporation

==> picture [474 x 34] intentionally omitted <==

----- Start of picture text -----

Established Paid-in Capital
Company Address Currency Main Business
Date (in thousands)
----- End of picture text -----

Company Established
Date

Address
Currency Paid-in Capital
(in thousands)
Main Business
PSC Venture
Capital Investment
Company Limited
2013.10.29
2F.,No.8, Dongxing Rd., Taipei
City
NTD
300,000
Consultation
of investment
management and
venture capital; other
unprohibited or
unrestricted businesses
beyond the permit

3. Rosters of Directors, Supervisors, and Presidents of PSC’s Subsidiaries

As of April 30, 2020 As of April 30, 2020 As of April 30, 2020
Company Title Representative Holding Shares
Shares Shareholding Ratio
President Futures Co., Ltd Chairman
Director & President
Director
Director
Director
Han, Li-Chun
Huang, Yi-Ming
Lin, Kuan-Chen
Lin, Jung-Hui
Tsai, Sen-Bu
PSC holds
63,817,303 shares
96.69%
Supervisor Yang, Ya-Ting 0 0
Supervisor Lin, Chiun-Ya PIDC holds
660,000 shares
1.00%
President Capital Management
Corp.
Chairman & President
Director
Director
Supervisor
Li, Fang-Kuo
Huang, Tseng-Hui
Wu, Fang-Ling
Pan, Lung-Ching
PSC holds
30,000,000 shares
100%
President Securities (Hong
Kong) Limited
Director
Director & President
Director
Director
Director
Lin, Kuan-Chen
Ma, Chun-Wah
An, Chi-Li
Tsai, Sen-Bu
Lu, Fang-Jun
PSBVI holds
182,600,000
shares;
PSC holds
10,000,000 shares
100%
President Securities (BVI)
Limited
Director
Director & President
Director
Director
Lin, Kuan-Chen
Ma, Chun-Wah
An, Chi-Li
Tsai, Sen-Bu
PSC holds
67,746,000 shares
100%
President Securities Nominee
Limited
Director
Director & President
Director
Director
Lin, Kuan-Chen
Ma, Chun-Wah
An, Chi-Li
Tsai, Sen-Bu
PSBVI holds
1,000,000 shares
100%
President Wealth Management
(Hong Kong) Limited
Director
Director & President
Director
Director
Lin, Kuan-Chen
Ma, Chun-Wah
An, Chi-Li
Tsai, Sen-Bu
PSBVI holds
23,400,000 shares
100%

146

2019 Annual Report

VIII. Other Disclosures

==> picture [465 x 184] intentionally omitted <==

----- Start of picture text -----

Holding Shares
Company Title Representative
Shares Shareholding Ratio
Chairman Lee, Wen-Sheng
President Insurance Agency Co., Director Yu, Hung-Chieh PSC holds
100%
Ltd. Director & President Lu, Hsiang-Chung 1,000,000 shares
Supervisor An, Chi-Li
Chairman Kuo, Li-Yun
PSC Venture Capital Investment Director & President Lu, Mu-Sheng PSC holds
100%
Company Limited Director Tsai, Sen-Bu 30,000,000 shares
Supervisor Huang, Ya-Ping
----- End of picture text -----

4. Operational Highlights of Affiliated Companies

As of December 31, 2019 Unit: thousands

==> picture [485 x 430] intentionally omitted <==

----- Start of picture text -----

Net
Total Total Total Operating Operating EPS
Company Currency Capital Income
Assets Liabilities Equity Revenue Income ($)
(Loss)
President
Futures Co., NTD 660,000 17,892,110 15,901,918 1990,192 710,924 17,275 160,258 2.43
Ltd
President
Capital
NTD 300,000 353,306 31,140 322,166 57,196 387 1,392 0.046
Management
Corp.
President
Insurance
NTD 10,000 41,627 13,070 28,557 56,654 7,932 9,294 9.29
Agency Co.,
Ltd.
PSC Venture
Capital
Investment NTD 300,000 250,342 1,796 248,546 6,113 2,108 3,474 0.12
Company
Limited
President
Securities
HKD 192,600 663,208 297,755 365,453 42,417 8,562 7,406 0.04
(Hong Kong)
Limited
President
Securities
HKD 1,000 492 17 474 0 (25) (19) (0.019)
Nominee
Limited
President
Wealth
Management HKD 23,400 15,172 20 15,152 0 (44) 178 0.008
(Hong Kong)
Limited
President
Securities
USD 67,746 76,779 4 76,776 0 (69) 1,686 0.025
(BVI)
Limited
----- End of picture text -----

Note: Foreign exchange rates:

USD/NTD (end of 2019) =29.9800 USD/NTD (2019 average) =30.9116 HKD/NTD (end of 2019) =3.8490 HKD/NTD (2019 average) =3.9451

147

President Securities Corporation

B. Consolidated Financial Statements of Affiliated Companies

In 2019, in accordance with Article 33 of Regulations Governing the Preparation of Financial Reports by Securities Firms and Criteria Governing Preparation of Affiliation Reports, Consolidated Business Reports and Consolidated Financial Statements of Affiliated Enterprises, the companies that shall be included in the preparation of the consolidated financial statements of affiliated companies were the same as the companies that shall be included in the consolidated financial statements of the parent company and subsidiaries in accordance with the International Financial Reporting Standards No. 10. Please refer to the Financial Statement of Chapter Six Financial Overview V. The Consolidated Financial Statements of the Parent Company and Subsidiaries Certified by the CPAs for the Year of 2019.

C. Reports of Affiliation

Since the Company is a controlling company, it does not need to prepare such reports.

  • II. In the most recent year up to the publication date of this annual report, as for the private placement of marketable securities, the quantity approved by the shareholders’ meeting or the Board of Directors and the approval date, the basis for price determination and the reasonableness, the specific person selection method, and necessary reasons for the private placement shall be disclosed: None.

III. Holding or disposal of the company’s shares by the subsidiaries in the most recent year up to the publication date of this annual report: None.

IV. Other Necessary Supplement

A. KPI Performance Indicator

1. Capital Adequacy Ratio

Within the securities industry, a company’s capital adequacy rate is viewed as a key performance indicator. Many BIS regulations require that a securities firm has a minimum capital adequacy rate of 200% in order to be permitted to operate in many key business areas. As such, this level can be seen as an important benchmark in evaluating a securities firm’s business performance and risk management measures. As of March 2020, our capital adequacy rate stood at 538%, well above this key 200% level.

2. Market Share Rate

Market share of various business could be used for performance indicators. It could represent company’s weighted market share and perceptive of future trend, which help to analyze management performance. Our company’s Brokerage market share was 3.25% in 2020, ranked the 10th among top 10 competitors. Average single branch market share was 0.10%, ranked the 3rd among top 10 competitors. Compared with other securities firms, our performance was more efficient and competitive. Currently our company continues to build comprehensive and personalized information platform to improve stability of electronic transactions and orders, train sales with multiple financial ability, hoping to create more profit for customers and company.

148

2019 Annual Report

IX. Occurrences of items that may give rises to substantial impact on shareholders’ interests and/or stock price as defined in NO.3-2 Article 36 of Securities and Exchange Law in the latest fiscal year including the days counting to the publication of the annual reports: None.

149

President Securities Corporation

X. Financial Statements

PRESIDENT SECURITIES CORPORATION

PARENT COMPANY ONLY FINANCIAL

STATEMENTS AND REPORT OF INDEPENDENT

ACCOUNTANTS

DECEMBER 31, 2019 AND 2018

-----------------------------------------------------------------------------------------------------------------------------------For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.

150

REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE

PWCR19003349

To the Board of Directors and Shareholders of President Securities Corporation

Opinion

We have audited the accompanying parent company only balance sheets of President Securities Corporation (the “Company”) as at December 31, 2019 and 2018, and the related parent company only statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the parent company only financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying parent company only financial statements present fairly, in all material respects, the parent company only financial position of President Securities Corporation as at December 31, 2019 and 2018, and its parent company only financial performance and its parent company only cash flows for the years then ended in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Firms” and “Regulations Governing the Preparation of Financial Reports by Futures Commission Merchants”.

Basis for opinion

We conducted our audits in accordance with the “Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants” and generally accepted auditing standards in the Republic of China (ROC GAAS). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Parent Company Only Financial Statements section of our report. We are independent of President Securities Corporation in accordance with the Code of Professional Ethics for Certified Public Accountants in the Republic of China (the “Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the parent company only financial statements for the year ended December 31, 2019. These matters were addressed in the context of our audit of the parent company only financial statements as a

151

whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

The key audit matters of the parent company only financial statements for the year ended December 31, 2019 are as follows:

Fair value measurement of unlisted stocks without active market

Description

Please refer to Note 4(7) for the accounting policies on unlisted stocks without active market (shown as “financial assets at fair value through other comprehensive income”) and Note 5 for details of significant judgements, estimates and assumption uncertainty. As at December 31, 2019, the unlisted stocks without active market held by President Securities Corporation totalled $157,656 thousand and were shown as “financial assets at fair value through other comprehensive income” (Level 3 fair value).

Due to the lack of an active market, the fair value of the unlisted stocks held by the President Securities Corporation was determined using valuation method. Management measured its fair value by using comparable listed companies in market approach. The main assumption of market approach is calculating based on the latest published price-to-book ratio of comparable listed companies in similar industries and considering discounts on market liquidity or risk particularity.

Above-mentioned estimation of fair value involves various assumptions and material unobservable inputs, which has high uncertainty and relies on the subjective judgment of management. Any changes in judgements and estimates may affect the ultimate result of accounting estimates and have an impact on the financial statements of President Securities Corporation. Thus, we have included the fair value measurement of unlisted stocks without active market as a key audit matter in our audit.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

  1. Obtained an understanding and assessed policy documents, internal control system, fair value measurement models and approval processes that are related to fair value measurement of unlisted stock;

  2. Ascertained whether the measurement methods used by the management are commonly used by the industry;

  3. Assessed the reasonableness of parameter of similar companies used by management;

  4. Examined inputs and calculation formulas used in valuation methods and agreed such data to their supporting documents.

152

Impairment assessment of investments accounted for under equity method

Description

Please refer to Note 4(13) for accounting policies on investments accounted for under equity method and its impairment, Note 5(2) for the uncertainty of accounting estimates and assumptions applied on asset impairment, and Note 6(11) for details of investments accounted for under equity method.

President Securities Corporation held 42.46% of equity of Uni-President Asset Management Corp. which was accounted for under equity method. As of December 31, 2019, the amount was $578,382 thousand. Impairment assessment is based on the expected future cash flow of the investee, discounted at an appropriate discount rate, to measure the recoverable amount of the cash generating unit.

The recoverable amount of the investee is based on its expected future cash flows which involve multiple estimates and assumptions on discount rate and financial forecast. These are subjective judgements, have a high degree of uncertainties, and are material to the recoverable amount. Thus, we consider the impairment assessment of investments accounted for under equity method as one of the matters of most significance to our audit.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

  • 1.Obtained the impairment assessment report prepared by an external valuation expert who was commissioned by the management;

  • 2.Assessed the reasonableness of expected future cash flows, discount rate and other significant assumptions applied in the cash flow model;

  • 3.Inspected valuation model parameters, formula setting and the accuracy of calculation.

153

Responsibilities of management and those charged with governance for the parent company only financial statements

Management is responsible for the preparation and fair presentation of the parent company only financial statements in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Firms” and “Regulations Governing the Preparation of Financial Reports by Futures Commission Merchants” and for such internal control as management determines is necessary to enable the preparation of parent company only financial statement that are free from material misstatement, whether due to fraud or error.

In preparing the parent company only financial statements, management is responsible for assessing President Securities Corporation’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate President Securities Corporation or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including audit committee, are responsible for overseeing President Securities Corporation’s financial reporting process.

Auditor’s responsibilities for the audit of the parent company only financial statements

Our objectives are to obtain reasonable assurance about whether the parent company only financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ROC GAAS will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these parent company only financial statements.

As part of an audit in accordance with ROC GAAS, we exercise professional judgement and maintain professional skepticism throughout the audit. We also:

  1. Identify and assess the risks of material misstatement of the parent company only financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.

154

The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

2.

3.

4.

5.

6.

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of President Securities Corporation’s internal control.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on President Securities Corporation’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the parent company only financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause President Securities Corporation to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the parent company only financial statements, including the disclosures, and whether the parent company only financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within President Securities Corporation to express an opinion on the parent company only financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

155

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the parent company only financial statements for the year ended December 31, 2019 and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Lin, Se-Kai

Independent Accountants

Hsiao, Chin-Mu

For and on behalf of PricewaterhouseCoopers, Taiwan March 26, 2020

------------------------------------------------------------------------------------------------------------------------------------------------The accompanying parent company only financial statements are not intended to present the financial position and financial performance and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying parent company only financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

156

PRESIDENT SECURITIES CORPORATION PARENT COMPANY ONLY BALANCE SHEETS

(Expressed in thousands of New Taiwan dollars)

Assets Notes
6(1)
6(2)
6(3)
6(4)
6(5)
6(6)
6(6)
6(7)
6(8)
6(2)
6(3)
6(11)
6(12)
6(13)
6(15)
6(16)
6(47)
6(17)
December 31, 2019
AMOUNT
%
$
3,829,651
5
43,510,101
54
-
-
-
-
10,024,189
12
102,545
-
88,759
-
517,809
1
101,043
-
543,171
1
697
-
11,786,358
14
2,615
-
18,464
-
10,294
-
544,924
1
71,080,620
88
71,296
-
157,656
-
5,476,748
7
2,270,391
3
167,514
-
272,603
1
70,726
-
132,198
-
985,663
1
9,604,795
12
$
80,685,415
100
December 31, 2018 December 31, 2018
AMOUNT
$
3,829,651
43,510,101
-
-
10,024,189
102,545
88,759
517,809
101,043
543,171
697
11,786,358
2,615
18,464
10,294
544,924
71,080,620
71,296
157,656
5,476,748
2,270,391
167,514
272,603
70,726
132,198
985,663
9,604,795
$
80,685,415
AMOUNT
$
3,493,138
26,802,010
296,304
93,193
8,020,488
4,402
8,387
-
78,316
785,431
735
8,236,367
3,895
16,287
7,264
447,498
48,293,715
66,354
146,545
5,347,315
2,269,210
-
274,703
67,004
120,661
1,009,981
9,301,773
$
57,595,488
%
110000 Current assets
111100
Cash and cash equivalents
112000
Financial assets at fair value through
profit or loss - current
113200
Financial assets at fair value through
other comprehensive income - current
114010
Bonds purchased under resale
agreements
114030
Margin loans receivable
114040
Refinancing security deposits
114050
Receivables from refinance guaranty
114060
Receivable of securities business
money lending
114090
Receivables from security lending
114100
Security lending deposits
114110
Notes receivable
114130
Accounts receivable
114140
Accounts receivable - related parties
114150
Prepayments
114170
Other receivables
119000
Other current assets
110000
Total current assets
120000 Noncurrent assets
122000
Financial assets at fair value through
profit or loss - noncurrent
123200
Financial assets at fair value through
other comprehensive income -
noncurrent
124100
Investments in associates
125000
Property and equipment, net
125800
Right-of-use assets
126000
Investment property, net
127000
Intangible assets
128000
Deferred tax assets
129000
Other assets - noncurrent
120000
Total noncurrent assets
906001
Total Assets
6
47
1
-
14
-
-
-
-
1
-
14
-
-
-
1
84
-
-
9
4
-
1
-
-
2
16
100

(Continued)

157

PRESIDENT SECURITIES CORPORATION PARENT COMPANY ONLY BALANCE SHEETS

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity Notes
6(18)
6(19)
6(20)
6(21)
6(22)
6(23)
6(24)
6(47)
6(47)
6(25)
6(27)
6(28)
December 31, 2019
AMOUNT
%
$
2,845,502
4
9,596,704
12
848,265
1
20,956,256
26
1,558,717
2
1,888,832
2
56,004
-
633
-
11,467,219
14
310
-
375,582
1
1,235,306
2
2,743,866
3
194,272
-
56,963
-
12,599
-
53,837,030
67
4,180
-
105,452
-
12,148
-
26,925
-
148,705
-
53,985,735
67
13,723,900
17
91,261
-
2,876,769
3
7,130,830
9
2,355,105
3
521,815
1
26,699,680
33
$
80,685,415
100
December 31, 2018 December 31, 2018
AMOUNT
$
2,845,502
9,596,704
848,265
20,956,256
1,558,717
1,888,832
56,004
633
11,467,219
310
375,582
1,235,306
2,743,866
194,272
56,963
12,599
53,837,030
4,180
105,452
12,148
26,925
148,705
53,985,735
13,723,900
91,261
2,876,769
7,130,830
2,355,105
521,815
26,699,680
$
80,685,415
AMOUNT
$
939,879
-
865,530
15,066,599
1,767,269
2,007,202
621
-
7,292,947
55
361,033
790,369
2,687,009
126,192
-
8,596
31,913,301
-
-
14,274
21,928
36,202
31,949,503
13,904,281
142,702
2,755,737
6,945,453
1,278,472
619,340
25,645,985
$
57,595,488
%
210000 Current liabilities
211100
Short-term loans
211200
Commercial papers payable
212000
Financial liabilities at fair value
through profit or loss - current
214010
Bonds sold under repurchase
agreements
214040
Deposits on short sales
214050
Short sale proceeds payable
214070
Guarantee deposit received on
borrowed securities
214090
Equity for each customer in the
account
214130
Accounts payable
214150
Advance receipts
214160
Collections on behalf of third parties
214170
Other payables
214200
Other financial liabilities - current
214600
Current tax liability
216000
Current lease liabilities
219000
Other current liabilities
210000
Total current liabilities
220000 Noncurrent liabilities
225100
Non-current provisions
226000
Non-current lease liabilities
228000
Deferred tax liability
229000
Other liabilities - noncurrent
220000
Total noncurrent liabilities
906003
Total Liabilities
301000 Capital
301010
Common stock
302000
Capital reserve
304000 Retained earnings
304010
Legal reserve
304020
Special reserve
304040
Unappropriated earnings
305000
Other equity interest
906004
Total equity
906002
Total liabilities and equity
2
-
1
26
3
3
-
-
13
-
1
1
5
-
-
-
55
-
-
-
-
-
55
24
1
5
12
2
1
45
100

The accompanying notes are an integral part of these parent company only financial statements.

158

PRESIDENT SECURITIES CORPORATION

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME

(Expressed in thousands of New Taiwan dollars, except earnings per share amounts)

Items Years ended December 31
2019
2018
Notes
AMOUNT
%
AMOUNT
%
6(29)
$
1,528,416
25
$
1,709,656
36
6(30)
62,811
1
53,228
1
22,192
-
18,665
-
6(31)
2,833,461
45
277,015
6
75,832
1
74,882
2
6(32)
1,163,195
19
1,256,294
27
305,758
5
207,302
4
6(33)
711,103
11 (
366,829) (
8)
6(34)
37,413
1
27,788
1
6(35)
(
21,418 )
-
22,067
-
6(36)
15,309
- (
24,289)
-
(
2,377 )
-
-
-
6(37)
93,864
1
1,060,385
23
35,784
1
59,189
1
6(38)
(
987,583 ) (
16)
200,152
4
6(39)
(
6,498 )
- (
52,082) (
1)
6(40)
362,655
6
164,467
4
6,229,917
100
4,687,890
100
6(41)
(
399,172 ) (
6) (
344,064) (
7)
6(42)
(
506,284 ) (
8) (
397,110) (
9)
(
133 )
- (
148)
-
(
10,658 )
- (
14,806)
-
(
39 )
- (
46)
-
6(43)
(
2,044,099 ) (
33) (
1,787,401) (
38)
6(44)
(
154,827 ) (
3) (
75,875) (
2)
6(45)
(
1,089,758 ) (
18) (
1,188,099) (
25)
(
4,204,970 ) (
68) (
3,807,549) (
81)
2,024,947
32
880,341
19
6(11)
329,744
5
379,275
8
6(46)
159,690
3
126,030
3
2,514,381
40
1,385,646
30
6(47)
(
145,845 ) (
2) (
175,323) (
4)
$
2,368,536
38
$
1,210,323
26
400000Revenues
401000
Brokerage handling fee revenue
404000
Revenues from underwriting
business
406000
Gain on wealth management
410000
Gain on sale of trading securities
421100
Revenue from providing agency
service for stock affairs
421200
Interest revenue
421300
Dividend revenue
421500
Valuation gain (loss) on operating
securities at fair value through profit
or loss
421600
Gain on covering of borrowed
securities and bonds with resale
agreements-short sales
421610
Valuation (loss) gain on borrowed
securities and bonds with resale
agreements-short sales at fair value
through profit or loss
421750
Realised gain (loss) on financial
assets measured at fair value through
other comprehensive income-bonds
422000
Loss on issuance of ETNs
422200
Gain from issuance of call (put)
warrants
424100
Future commission revenue
424400
(Loss) gain from derivatives
425300
Impairment loss and reversal of
impairment loss
428000
Other operating income
Total revenue
500000Total expenditure and expense
501000/
502000/
503000
Handling charges
521200
Finance costs
524200
Securities commission expense
524300
Expense of clearing and settlement
528000
Other operating expenditure
531000
Employee benefits expense
532000
Depreciation and amortization
533000
Other operating expense
Total expenditure and expense
Net operating income
601100
Share of profit of subsidiaries,
associates and joint ventures
accounted for under the using equity
method
602000
Other gains and losses
902001Profit before tax
701000
Income tax expense
902005Net income

(Continued)

159

PRESIDENT SECURITIES CORPORATION

PARENT COMPANY ONLY STATEMENTS OF COMPREHENSIVE INCOME (Expressed in thousands of New Taiwan dollars, except earnings per share amounts)

Items Years ended December 31
2019
2018
Notes
AMOUNT
%
AMOUNT
( $
34,860 ) (
1) $
14,773
6(3)
11,111
-
12,307
(
23,857 )
-
26,141
6(47)
6,972
-
8,931
(
77,467 ) (
1)
85,342
(
5,523)
- (
2,223)
( $
123,624) (
2) $
145,271
$
2,244,912
36
$
1,355,594
6(48)
$
1.72
$
$
1.72
$
Years ended December 31 Years ended December 31
2019 2018
%
Other comprehensive income
Components of other comprehensive
income that will not be reclassified to
profit or loss
805510
Remeasurements of defined benefit
plan
805540
Unrealised gain from investments in
equity instruments at fair value
through other comprehensive
income
805560
Other comprehensive gain of
subsidiaries, associates, and joint
ventures accounted for under equity
method
805599
Income tax benefit relating to
components of other comprehensive
income
Items may be reclassified to profit of
loss subsequently
805610
Translation (loss) gain on the
financial statements of foreign
operating entities
805615
Unrealised loss from investments in
debt instruments at fair value
through other comprehensive
income
805000
Current other comprehensive
income (loss) (post-tax)
902006Total current comprehensive income
Earnings per share
975000
Basic earnings per share
985000
Diluted earnings per share
-
-
1
-
2
-
3
29
0.87
$ 0.87

The accompanying notes are an integral part of these parent company only financial statements.

160

PRESIDENT SECURITIES CORPORATION PARENT COMPANY ONLY STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018

(Expressed in thousands of New Taiwan dollars)

For the year ended December 31, 2018
Balance at January 1, 2018
Effects of retrospective application and retrospective
restatement
Balance at January 1, 2018 after adjustments
Net income for the year ended December 31, 2018
Other comprehensive income for the year ended December
31, 2018
Total comprehensive income
Appropriations of 2017 earnings
Legal reserve
Special reserve
Cash dividends
Balance at December 31, 2018
For the year ended December 31, 2019
Balance at January 1, 2019
Net income for the year ended December 31, 2019
Other comprehensive loss for the year ended December 31,
2019
Total comprehensive income (loss)
Appropriations of 2018 earnings:
Legal reserve
Special reserve
Cash dividends
Purchase of treasury shares
Retirement of treasury share
Balance at December 31, 2019
Notes Commonstock Capital reserve Retained earnings O therequityinterest Treasury shares Totalequity
Legal reserve Special reserve Unappropriated
earnings
Exchange
differences on
translation of
foreign financial
statements
Unrealised gains
(losses) on
financial assets
measured at fair
value through
other
comprehensive
income
Unrealized gains
(losses) on
available-for-sale
financialassets
6(27)
6(27)
6(28)
6(27)
6(27)
$ 13,904,281
-
13,904,281
-
-
-
-
-
-
$ 13,904,281
$ 13,904,281
-
-
-
-
-
-
-
(
180,381 )
$ 13,723,900
$
142,702
-
142,702
-
-
-
-
-
-
$
142,702
$
142,702
-
-
-
-
-
-
-
(
51,441 )
$
91,261
$ 2,503,765
-
2,503,765
-
-
-
251,972
-
-
$ 2,755,737
$ 2,755,737
-
-
-
121,032
-
-
-
-
$ 2,876,769
$ 6,373,559
-
6,373,559
-
-
-
-
571,894
-
$ 6,945,453
$ 6,945,453
-
-
-
-
185,377
-
-
-
$ 7,130,830
$ 2,519,721
17,538
2,537,259
1,210,323
23,270
1,233,593
(
251,972 )
(
571,894 )
(
1,668,514 )
$ 1,278,472
$ 1,278,472
2,368,536
(
26,099 )
2,342,437
(
121,032 )
(
185,377 )
(
959,395 )
-
-
$ 2,355,105
($
66,091 )
-
(
66,091 )
-
85,342
85,342

-

-

-
$
19,251
$
19,251
-
(
77,467 )
(
77,467 )

-

-

-
-
-
($
58,216 )
$
-
563,430
563,430
-
36,659
36,659
-
-
-
$
600,089
$
600,089
-
(
20,058 )
(
20,058 )
-
-
-
-
-
$
580,031
$
7,717
(
7,717 )
-
-
-
-
-
-
-
$
-
$
-
-
-
-
-
-
-
-
-
$
-
$
-

-
-
-
-
-
-
-
-
$
-
$
-
-
-
-
-
-
-
(
231,822 )
231,822
$
-
$ 25,385,654
573,251
25,958,905
1,210,323
145,271
1,355,594
-
-
(
1,668,514 )
$ 25,645,985
$ 25,645,985
2,368,536
(
123,624 )
2,244,912
-
-
(
959,395 )
(
231,822 )
-
$ 26,699,680

The accompanying notes are an integral part of these parent company only financial statements.

161

PRESIDENT SECURITIES CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax
Adjustments
Adjustments to reconcile profit (loss)
Depreciation

Amortization

Impairment gain and reversal of impairment loss

Valuation (gains) loss on operating securities at fair value
through profit or loss

Valuation loss (gain) on borrowed securities and bonds with
resale agreements-short sales at fair value through profit or
loss

Interest costs

Interest income (include financial income)

Dividend income
Share of profit of subsidiaries, associates and joint ventures
accounted for under the equity method

Loss on disposal of property and equipment

(Gain) loss on valuation of non-operating financial instrument
Loss from lease modification

Changes in operating assets and liabilities
Changes in operating assets
Financial assets at fair value through profit or loss
Financial assets at fair value through other comprehensive
income - current
Bonds purchased under resale agreements
Margin loans receivable
Refinancing security deposits
Receivables from refinance guaranty
Receivable of securities business money lending
Receivables from security lending
Security lending deposits
Notes receivable
Accounts receivable
Accounts receivable - related parties
Prepayments
Other receivables
Other current assets
Changes in operating liabilities
Bonds sold under repurchase agreements
Financial liabilities at fair value through profit or loss -
current
Deposits on short sales
Short sale proceeds payable
Guarantee deposit received on borrowed securities
Equity for each customer in the account
Accounts payable
Advance receipts
Collections on behalf of third parties
Other payable
Other financial liabilities - current
Other current liabilities
Notes
2019
2018
$
2,514,381 $
1,385,646
6(44)
143,330
61,944
6(44)
11,497
13,931
6(39)
7,170
52,798
6(2)(33)
(
711,103 )
366,829
6(35)
21,418 (
22,067 )
6(42)
506,284
397,110
6(32)(46)
(
1,182,276 ) (
1,274,766 )
(
312,397 ) (
214,549 )
6(11)
(
329,744 ) (
379,275 )
6(46)
928
11
6(46)
(
7,576 )
4,013
6(46)
15
-
(
16,009,810 )
10,624,601
290,558
741,883
93,193 (
93,193 )
(
2,023,768 )
3,417,807
(
98,143 )
74,948
(
80,372 )
58,773
(
517,809 )
-
(
22,727 )
10,002
242,260 (
39,549 )
38
630
(
3,126,130 )
2,404,487
1,280
1,651
(
4,808 )
8,827
(
2,794 )
1,239
(
97,426 )
336,418
5,889,657 (
5,845,059 )
(
38,683 ) (
318,267 )
(
208,552 ) (
94,678 )
(
118,370 ) (
190,454 )
55,383 (
224,774 )
633
-
3,728,377 (
1,167,642 )
255 (
62 )
14,549 (
75,147 )
449,094 (
285,908 )
56,857 (
512,289 )
4,003
4,336

(Continued)

162

PRESIDENT SECURITIES CORPORATION

PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018

(Expressed in thousands of New Taiwan dollars)

Cash (outflow) inflow generated from operations
Interest received
Dividends received
Income tax paid
Net cash flows (used in) from operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of property and equipment

Loss on disposal of property and equipment
Acquisition of intangible assets

Investments accounted for under equity method
Decrease (increase) in other non-current liabilities
Increase in prepayment for equipment
Net cash flows used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Increase (decrease) in short-term loans
Increase (decrease) in commercial papers payable
Repayments of principal portion of lease liabilities
Increase (decrease) in other non-current liabilities
Payments of cash dividends

Payments to acquire treasury shares
Interest paid
Net cash flows from (used in) financing activities
Effect of exchange rate changes on cash and cash equivalents
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Notes
2019
2018
( $
10,861,328 ) $
9,230,205
1,237,357
1,322,076
551,092
423,184
(
84,456 ) (
304,686 )
(
9,157,335 )
10,670,779
6(12)
(
41,146 ) (
38,643 )
10
-
6(16)
(
7,557 ) (
10,187 )
(
126,000 )
-
11,966 (
42,016 )
(
51,785 ) (
33,171 )
(
214,512 ) (
124,017 )
1,905,623 (
5,342,089 )
9,600,000 (
3,650,000 )
(
77,342 )
-
3,410 (
49,201 )
6(26)
(
959,395 ) (
1,668,514 )
(
231,822 )
-
(
502,822 ) (
395,381 )
9,737,652 (
11,105,185 )
(
29,292 )
15,225
336,513 (
543,198 )
3,493,138
4,036,336
$
3,829,651 $
3,493,138

The accompanying notes are an integral part of these parent company only financial statements.

163

PRESIDENT SECURITIES CORPORATION

NOTES TO THE PARENT COMPANY ONLY FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

1. HISTORY AND ORGANIZATION

  • 1) President Securities Corporation (the “Company”) was incorporated as a company limited by shares under the provisions of the Company Law of the Republic of China (R.O.C.) on December 17, 1988, and was renamed as President Securities Corporation on March 4, 1989. The Company started commercial operations on April 3, 1989. As of December 31, 2019, the Company had 31 operating branches (including the Head Office), and established Offshore Securities Unit in July 2014.

  • 2) The Company is primarily engaged in underwriting of securities, dealing or brokerage business of securities at the securities exchange markets and business premises, registration and transfer agency service for securities, margin loans and short sales business of securities, securities lending and borrowing business, futures introducing brokerage services, futures dealing, issuance of call (put) warrants, new financial instrument transactions, wealth management business, and trust business.

  • 3) The Company’s shares are listed on the Taiwan Stock Exchange.

  • 4) The number of employees of the Company were 1,447 and 1,483, as of December 31, 2019 and 2018.

  • THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE FINANCIAL

STATEMENTS AND PROCEDURES FOR AUTHORIZATION

These parent company only financial statements were authorised for issuance by the Board of Directors on March 26, 2020.

  1. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS

  2. 1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”)

New standards, interpretations and amendments endorsed by FSC effective from 2019 are as follows:

164

New Standards,Interpretations andAmendments Effective Date by
International Accounting
StandardsBoard
Amendments to IFRS 9, ‘Prepayment features with negative
compensation’
IFRS 16, ‘Leases’
Amendments to IAS 19, ‘Plan amendment, curtailment or settlement’
Amendments to IAS 28, ‘Long-term interests in associates and joint
ventures’
IFRIC 23, ‘Uncertainty over income tax treatments’
Annual improvements to IFRSs 2015-2017 cycle
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019

Except for the following, the above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.

IFRS 16, ‘Leases’

  • A. IFRS 16, ‘Leases’, replaces IAS 17, ‘Leases’ and related interpretations and SICs. The standard requires lessees to recognise a ‘right-of-use asset’ and a lease liability (except for those leases with terms of 12 months or less and leases of low-value assets). The accounting stays the same for lessors, which is to classify their leases as either finance leases or operating leases and account for those two types of leases differently. IFRS 16 only requires enhanced disclosures to be provided by lessors.

  • B. The Company has elected to apply IFRS 16 by not restating the comparative information (referred herein as the ‘modified retrospective approach’) when applying “IFRSs” effective in 2019 as endorsed by the FSC. Accordingly, the Company increased ‘rightof-use asset’ by $203,511, increased ‘lease liability’ by $200,880, and decreased prepayments by $2,631 and this had no effect on retained earnings with respect to the lease contracts of lessees on January 1, 2019.

  • C. The Company has used the following practical expedients permitted by the standard at the date of initial application of IFRS 16:

  • (A) Reassessment as to whether a contract is, or contains, a lease is not required, instead, the application of IFRS 16 depends on whether or not the contracts were previously identified as leases applying IAS 17 and IFRIC 4.

  • (B) The use of a single discount rate to a portfolio of leases with reasonably similar characteristics.

  • (C) The accounting for operating leases whose period will end before December 31, 2019 as short-term leases and accordingly, rent expense of $3,330 was recognised for the year ended December 31, 2019.

  • (D) The exclusion of initial direct costs for the measurement of ‘right-of-use asset’.

165

  • (E) The use of hindsight in determining the lease term where the contract contains options to extend or terminate the lease.

  • D. The Company calculated the present value of lease liabilities by using the weighted average incremental borrowing interest rate of 0.767%.

  • E. The Company recognised lease liabilities which had previously been classified as ‘operating leases’ under the principles of IAS 17, ‘Leases’. The reconciliation between operating lease commitments under IAS 17 measured at the present value of the remaining lease payments, discounted using the lessee’s incremental borrowing rate and lease liabilities recognised as of January 1, 2019 is as follows:

ease liabilities recognised as of January 1, 2019 is as follows:
Operating lease commitments disclosed by applying IAS 17 as
at December 31, 2018
$ 203,770
Less: Short-term leases ( 415)
Total lease contracts amount recognised as lease liabilities by
applying IFRS 16 on January 1, 2019
203,355
Incremental borrowing interest rate at the date of initial
application 0.767%
Lease liabilities recognised as at January 1, 2019 by applying
IFRS 16
$ 200,880

2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Company

New standards, interpretations and amendments endorsed by FSC effective from 2020 are as follows:

New Standards,Interpretations and Amendments
Amendment to IAS 1 and IAS 8, ‘Disclosure Initiative-
Definition of Material’
Amendments to IFRS 3, ‘Definition of a business’
Amendments to IFRS 9, IAS 39 and IFRS 7, ‘Interest rate benchmark
reform’
Effective Date by
International Accounting
Standards Board
January 1, 2020
January 1, 2020
January 1, 2020

The above standards and interpretations have no significant impact to the Company’s

financial condition and financial performance based on the Company’s assessment.

3) IFRSs issued by IASB but not yet endorsed by the FSC

New standards, interpretations and amendments issued by IASB but not yet included in the IFRSs endorsed by the FSC effective are as follows:

166

Effective Date by International Accounting New Standards, Interpretations and Amendments Standards Board To be determined by Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of International Accounting assets between an investor and its associate or joint venture’ Standards Board IFRS 17, ‘Insurance contracts’ January 1, 2021 Amendments to IAS 1, ‘Classification of liabilities as current or January 1, 2022 non-current’

The above standards and interpretations have no significant impact to the Company’s financial condition and financial performance based on the Company’s assessment.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The Company’s significant accounting policies are described below:

  • 1) Compliance statement

The financial statements of the Company have been prepared in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Firms” and “Regulations Governing the Preparation of Financial Reports by Futures Commission Merchants”.

  • 2) Basis of preparation

  • A. Except for the following items, these financial statements have been prepared under the historical cost convention:

    • (A) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.

    • (B) Financial assets at fair value through other comprehensive income.

    • (C) Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligations.

  • B. The preparation of financial statements in conformity with International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretation as endorsed by the FSC (collectively referred herein as the “IFRSs”) requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 5.

3) Classification of current and non-current items

  • A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:

167

  - (A) Assets arising from operating activities that are expected to be realized, or are intended to be sold or consumed within the normal operating cycle;

  - (B) Assets held mainly for trading purposes;

  - (C) Assets that are expected to be realized within twelve months from the balance sheet date;

  - (D) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to pay off liabilities more than twelve months after the balance sheet date.
  • B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:

    • (A) Liabilities that are expected to be paid off within the normal operating cycle;

    • (B) Liabilities arising mainly from trading activities;

    • (C) Liabilities that are to be paid off within twelve months from the balance sheet date;

    • (D) Liabilities for which the repayment date cannot be extended unconditionally to more than twelve months after the balance sheet date. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.

  • 4) Translation of foreign currency transactions

  • A. Foreign currency translation and presentation

    • Items included in the financial statements of the Company are measured using the currency of the primary economic environment in which the Company operates (the “functional currency”). Functional currency and bookkeeping currency of the Company is New Taiwan Dollars.
  • B. Foreign currency transactions and balances

    • Foreign currency transactions denominated in a foreign currency or required to settle in a foreign currency are translated into the functional currency using the exchange rates prevailing at the dates of the transactions.

    • Monetary assets and liabilities denominated in foreign currency are translated by the closing exchange rate at balance sheet date. The closing exchange rate is determined by the market exchange rate. Non-monetary assets and liabilities denominated in foreign currencies which are carried at historical cost are re-translated at the exchange rates prevailing at the original transaction date. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are retranslated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in profit or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in other comprehensive income.

168

  • C. Translation of foreign operations

    • The operating results and financial position of all the company entities, associates and joint arrangements that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

    • (A) Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;

    • (B) Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and

    • (C) All resulting exchange differences are recognised in other comprehensive income.

  • 5) Cash and cash equivalents

  • A. In the statement of cash flows, cash and cash equivalents includes cash on hand, deposits held at call with banks, and other short-term highly liquid investments.

  • B. Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.

  • 6) Financial assets and financial liabilities at fair value through profit or loss

  • A. Financial assets at fair value through profit or loss are financial assets that are not measured at amortised cost or fair value through other comprehensive income.

  • B. On a regular way purchase or sale basis, financial assets at fair value through profit or loss are recognised and derecognised using trade date accounting.

  • C. At initial recognition, the Company measures the financial assets at fair value and recognises the transaction costs in profit or loss. The Company subsequently measures the financial assets at fair value, and recognises the gain or loss in profit or loss.

  • D. The Company recognises the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Company and the amount of the dividend can be measured reliably.

  • 7) Financial assets at fair value through other comprehensive income

  • A. Financial assets at fair value through other comprehensive income comprise equity securities which are not held for trading, and for which the Company has made an irrevocable election at initial recognition to recognise changes in fair value in other comprehensive income and debt instruments which meet all of the following criteria:

    • (a)The objective of the Company’s business model is achieved both by collecting contractual cash flows and selling financial assets; and

    • (b)The assets’ contractual cash flows represent solely payments of principal and interest.

  • B. On a regular way purchase or sale basis, financial assets at fair value through other comprehensive income are recognized and derecognized using trade date accounting.

169

  • C. At initial recognition, the Company measures the financial assets at fair value plus transaction costs. The Company subsequently measures the financial assets at fair value:

    • (a)The changes in fair value of equity investments that were recognised in other comprehensive income are reclassified to retained earnings and are not reclassified to profit or loss following the derecognition of the investment. Dividends are recognised as revenue when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Company and the amount of the dividend can be measured reliably.

    • (b)Except for the recognition of impairment loss, interest income and gain or loss on foreign exchange which are recognised in profit or loss, the changes in fair value of debt instruments are taken through other comprehensive income. When the financial asset is derecognised, the cumulative gain or loss previously recognised in other comprehensive income is reclassified from equity to profit or loss.

  • 8) Notes and accounts receivable, other receivables and margin loans receivable

  • A. Accounts and notes receivable and margin loans receivables entitle the Company a legal right to receive consideration in exchange for transferred goods or rendered services.

  • B. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

  • 9) Bonds sold under repurchase agreements and bonds purchased under resale agreements Bond transactions under repurchase or resale agreements are stated at the amount of actual payment or receipt. When transactions of bonds with a condition of resale agreements occur, the actual payment or receipt shall be recognized in ‘bonds purchased under resale agreements’ under current assets. When transactions of bonds with a condition of repurchase agreements occur, the actual payment or receipt shall be recognized in ‘bonds sold under repurchase agreements’ under current liabilities. Any difference between the actual payment/receipt and predetermined redemption (repurchase) price is recognized in interest income or interest expense.

  • 10) Impairment of financial assets

  • For debt instruments measured at fair value through other comprehensive income, at each reporting date, the Company recognises the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognises the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable or contract assets that do not contain a significant financing component, the Company recognises the impairment provision for lifetime ECLs.

170

11) Derecognition of financial instruments

  • A. Derecognition of financial assets

The Company derecognizes a financial asset when one of the following conditions is met:

  • (A) The contractual rights to receive cash flows from the financial asset expire.

  • (B) The contractual rights to receive cash flows from the financial asset have been transferred and the Company has transferred substantially all risks and rewards of ownership of the financial asset.

  • (C) The contractual rights to receive cash flows of the financial asset have been transferred; however, the Company has not retained control of the financial asset.

  • B. Derecognition of financial liabilities

  • A financial liability is derecognized when the obligation under the liability specified in the contract is discharged or cancelled or expires.

12) Offsetting financial instruments

Financial assets and liabilities are offset and reported in the net amount in the balance sheet when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously.

13) Investments accounted for under the equity method/Subsidiaries and associates

  • A. Subsidiaries are all entities (including structured entities) controlled by the Company. The Company controls an entity when the Company is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Investments in subsidiaries are accounted for using the equity method and are initially recognised at cost.

  • B. Unrealised gains on transactions between the Company and its subsidiaries are eliminated to the extent of the Company’s interest in the subsidiaries. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Company.

  • C. The Company’s share of its subsidiaries’ post-acquisition profits or losses is recognised in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income. When the Company’s share of losses in a subsidiary equals or exceeds its interest in the subsidiary, including any other unsecured receivables, the Company does not recognise further losses.

  • D. Associates are all entities over which the Company has significant influence but not control. In general, it is presumed that the investor has significant influence, if an investor holds, directly or indirectly 20 percent or more of the voting power of the investee. Investments in associates are accounted for using the equity method and are initially recognised at cost.

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  • E. The Company’s share of its associates’ post-acquisition profits or losses is recognized in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognized in other comprehensive income. When the Company’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Company does not recognise further losses, unless it has incurred statutory/constructive obligations or made payments on behalf of the associate.

  • F. When changes in an associate’s equity that are not recognized in profit or loss or other comprehensive income of the associate and such changes not affecting the Company’s ownership percentage of the associate, the Company recognizes its share of change in equity of the associate in ‘capital surplus’ in proportion to its ownership.

  • G. Unrealised gains on transactions between the Company and its associates are eliminated to the extent of the Company’s interest in the associates. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been adjusted where necessary to ensure consistency with the policies adopted by the Company.

  • H. According to "Regulations Governing the Preparation of Financial Reports by Securities Firms", the profit or loss for the period and other comprehensive income presented in parent company only financial reports shall be the same as the allocations of profit or loss for the period and of other comprehensive income attributable to owners of the parent presented in the financial reports prepared on a consolidated basis, and the owners' equity presented in the parent company only financial reports shall be the same as the equity attributable to owners of the parent presented in the financial reports prepared on a consolidated basis.

  • I. When there are objective evidences of impairment at balance sheet date, the Company considers the whole investment carrying amount as single asset, and compares its recoverable amount (value in use or fair value less costs of disposal) with the carrying amount, to test its impairment. Value in use is determined by the present value of the Company’s share of the expected future cash flow from the associates. If the recoverable amount is less than its carrying amount, an impairment loss should be recognized. The loss will not be allocated to any of the components (including goodwill), which comprise the carrying amount of the investment. An impairment loss recognized in prior periods shall be reversed if circumstances of impairment no longer exist or have decreased.

14) Property and equipment

  • A. Property and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalized.

  • B. Subsequent costs are included in the asset’s carrying amount or recognized as a separate

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asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.

  • C. Land is not depreciated. Other property and equipment are subsequently measured using the cost model and depreciated using the straight-line method to allocate their cost over their estimated useful lives.

  • D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each balance sheet date. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change. The estimated useful lives of property and equipment are as follows:

Useful lives Buildings 5~50 years Furniture and fixtures 4~10 years Computer equipment 3~5 years Electrical equipment 3~10 years Leasehold improvements 5 years

  • E. When an asset is sold or retired, the cost and accumulated depreciation are removed from the respective accounts and the resulting gain or loss is included in current operations.

15) Leasing arrangements (lessee) right-of-use assets/ lease liabilities

Effective 2019

  • A. Leases are recognised as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by the Company. For short-term leases or leases of low value assets, lease payments are recognised as an expense on a straightline basis over the lease term.

  • B. Lease liabilities include the net present value of the remaining lease payments at the commencement date, discounted using the incremental borrowing interest rate. Lease payments are mainly comprised of fixed payments.

  • The Company subsequently measures the lease liability at amortised cost using the interest method and recognises interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognised as an adjustment to the right-of-use asset when there are changes in the lease term or lease payments and such changes do not arise from contract modifications.

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  • C. At the commencement date, the right-of-use asset is stated at cost comprising mainly the amount of the initial measurement of lease liability.

    • The right-of-use asset is measured subsequently using the cost model and is depreciated from the commencement date to the earlier of the end of the asset’s useful life or the end of the lease term. When the lease liability is remeasured, the amount of remeasurement is recognised as an adjustment to the right-of-use asset.
  • 16) Investment property

  • A. Investment property of the Company is the property held either to earn long-term rental income or for capital appreciation or for both.

  • B. Part of the property may be held by the Company for self-use purpose and the remaining are used to generate rental income or capital appreciation. If the property held by the Company can be sold individually, then the accounting treatment should be made respectively. If each part of the property cannot be sold individually and the selfuse proportion is not material, then the property is deemed as investment property in its entirety.

  • C. When the future economic benefit related to the investment property is highly likely to flow into the Company and the costs can be reliably measured, the investment property shall be recognized as assets. When the future economic benefit generated from subsequent costs is highly likely to flow into the entity and the costs can be reliably measured, the subsequent expenses of the assets shall be capitalized. All maintenance cost are recognized in profit or loss as incurred.

  • D. Investment property is subsequently measured using the cost model. Depreciated cost is used to calculate amortization expense after initial measurement. The depreciation

method, remaining useful life and residual value should apply the same rules as applicable for property and equipment.

17) Intangible assets

  • A. The cost of computer software is amortized using the straight-line method over the useful lives based on acquisition cost, with an amortization period of 4 years.

  • B. In accordance with IFRS 3 ‘Business combinations’ as endorsed by FSC, goodwill arises when the acquisition cost exceeds the fair value of identifiable assets and liabilities of the consolidated subsidiary on the consolidation date. The goodwill arising from the consolidated subsidiary is included in the intangible asset. Goodwill is tested annually for impairment and any impairment loss will be recognized when impairment occurs. Impairment losses on goodwill are not reversed.

18) Impairment of non-financial assets

  • A. The Company assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is

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recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. Except for goodwill, when the circumstances or reasons for recognizing impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortized historical cost would have been if the impairment had not been recognized.

  • B. The recoverable amounts of goodwill, intangible assets with an indefinite useful life and intangible assets that have not yet been available for use are evaluated periodically. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. Impairment loss of goodwill previously recognized in profit or loss shall not be reversed in the following years.

  • C. For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each of the cash-generating units, or groups of cash-generating units, that is expected to benefit from the synergies of the business combination. Each unit or group of units to which the goodwill is allocated represents the lowest level within the entity at which the goodwill is monitored for internal management purposes. Goodwill is monitored at the operating segment level.

19) Financial liabilities at fair value through profit or loss

  • A. Accounts payable are liabilities for purchases of raw materials, goods or services and notes payable are those resulting from operating and non-operating activities.

  • B. The short-term notes and accounts payable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

20) Contingent liabilities

Contingent liability is a possible obligation that arises from past event, whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company. Or it could be a present obligation as a result of past event but the payment is not probable or the amount cannot be measured reliably. The Company did not recognize any contingent liabilities but made appropriate disclosure in compliance with relevant regulations.

21) Employee benefits

  • A. Short-term employee benefits

Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognized as expenses in that period when the employees render service.

  • B. Termination benefits

Termination benefits are employee benefits provided in exchange for the termination of employment as a result from either the Company’s decision to terminate an

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employee’s employment before the normal retirement date, or an employee’s decision to accept an offer of redundancy benefits in exchange for the termination of employee. The Company recognized expense as it can no longer withdraw an offer of termination benefit or it recognizes relating restructuring costs, whichever is earlier. Benefits that are expected to be due more than 12 months after balance sheet date shall be discounted to their present value.

  • C. Pensions

  • (A) Defined contribution plans

Effective July 1, 2005, the Company established the defined contribution plan for employees of R.O.C. nationality. The employees have the option to participate in the New Plan. Under the New Plan, the Company contributes monthly an amount equivalent to 6% of employees’ salaries to the employees’ personal pension accounts with the “Bureau of Labor Insurance”. Benefits accrued under the New Plan are portable upon termination of employment. Net defined benefit asset can only be recognized when there is a cash refund or elimination in the future accrued pension liabilities.

  • (B) Defined benefit plans

    • a. In a defined benefit plan, the pension paid is determined based on the amount that an employee shall receive upon retirement, which could vary with age, work seniority and salary compensations. The Company recognizes the accrued pension obligations in the balance sheet based on the net amount of actuarial present value of defined benefit obligation less the fair value of fund, which is adjusted with the net of past service cost recognized as liabilities. Defined benefit obligation is assessed annually using projected unit credit method by the actuary. The present value of the defined benefit obligation is determined using the market yield of government bonds of a currency and term consistent with the currency and term of the employment benefit obligations.

    • b. Remeasurement arising on defined benefit plans are recognized in other comprehensive income in the period in which they arise and are recorded as retained earnings.

  • D. Employees’ remuneration and directors’ remuneration

  • Employees’ and directors’ remuneration are recognized as expenses and liabilities, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates.

22) Revenues and expenses

The Company’s revenues and expenses mainly include:

  • A. Gains (losses) on sale of securities, securities brokerage fees, and commissions on brokerage and trading are recognized on the transaction date.

  • B. Underwriting fees and related service charges: application fees are recognized upon

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collection; underwriting fees and service charges are recognized when the contract is completed.

  • C. Gains (losses) on futures contracts: The margin of futures transaction is recognized as cost. Costs and expenses are recognized as incurred.

  • D. Operating expenses: operating expenses refer to required expenses invested in the Company’s operations, which primarily include employee benefit expense, depreciation and amortization, and other business and administrative expenses.

  • 23) Income tax

  • A. Current income tax

    • Income tax payable (refundable) is calculated on the basis of the tax laws enacted in the countries where a company operates and generates taxable income. Except for the transactions or other matters directly recognized in other comprehensive income or equity, in which cases the related income taxes in the period are recognized in other comprehensive income or directly derecognized from equity, all the others should be recognized as income or expense for the period.
  • B. Deferred income tax

    • Deferred income tax assets and liabilities are measured based on the tax rate of the anticipated period that the future assets realization or the liabilities settlement requires, which is based on the effective or existing tax rate at the balance sheet date. The carrying amounts and temporary differences of assets and liabilities included in the balance sheet are calculated using the liability method and recognised as deferred income tax. However, the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit (loss). Deferred income tax assets are recognized only to the extent that it is probable that taxable profit will be available against which the deductible temporary differences can be utilized. If the future taxable income is probable to provide unused loss carryforwards or deferred income tax credit which can be realized in the future, the proportion of realization is deemed as deferred income tax asset.
  • C. The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Company operates and generates taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions for income tax liabilities where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.

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  • D. Current income tax assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. Deferred income tax assets and liabilities are offset on the balance sheet when the entity has the legally enforceable right to offset current tax assets against current tax liabilities and they are levied by the same taxation authority on either the same entity or different entities that intend to settle on a net basis or realize the asset and settle the liability simultaneously.

  • 24) Share capital

  • A. Incremental costs directly attributable to the issuance of new shares are shown as a deduction, net of tax, from equity. Dividends from common stocks are recognized as equity in the financial period in which they are approved by the Company’s shareholders. If the date of dividends declared is later than the balance sheet date, common stocks are disclosed in the subsequent events.

  • B. Where the Company repurchases the Company’s equity share capital that has been issued, the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted from equity attributable to the Company’s equity holders. Where such shares are subsequently reissued, the difference between their book value and any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, is included in equity attributable to the Company’s equity holders.

25) Earnings per share

  • A. Earnings per share is calculated by dividing net income by the weighted average number of shares outstanding during the year after taking into consideration the retroactive effect of stock dividends and capital reserve capitalized.

  • B. When the Company calculates earnings per share, basic earnings per share and diluted earnings per share for all potential ordinary shares shall all be disclosed in accordance with IAS 33 “Earnings per share”.

5. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY

  • 1) As the financial statements of the Company may be affected by the adoption of accounting policy, accounting estimate and assumption, the Company’s management shall properly exercise its professional judgement, estimates, and assumptions on the information of the key risks that is obtained from other resources and could affect the carrying amounts of financial assets and liabilities in the next fiscal year while adopting critical accounting policies as stated in Note 4. Estimates and assumptions of the Company are the best estimates made in compliance with IFRSs as endorsed by the FSC. Estimates and assumptions are made based on past experience and other factors deemed relevant;

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however, the actual results may differ from the estimates. The Company evaluates the estimates and assumptions on an ongoing basis and recognizes the adjustment of the estimates only in the period which is affected by the adjustment. If the adjustment simultaneously affects both the current and future periods, it should be recognized in both periods.

  • 2) Relevant information on key assumptions to be made in the future, key sources of assumption uncertainty made at balance sheet date, and assumptions and estimates that may cause key risks that could affect the carrying amounts of financial assets and liabilities are as follows:

  • A. Fair value of financial instruments

    • Financial instruments with no active market or quoted price use valuation technique to determine the fair value. Under such condition, fair value is assessed through the observable information or models of similar financial instruments. If there is no observable input available in a market, the fair value of financial instrument is assessed through appropriate assumptions. When valuation models are adopted to determine the fair value, all the models should be calibrated to ensure that the output can actually reflect actual information and market price. Models should try to take only observable information as much as possible.
  • B. Expected credit losses

For financial assets, the measurement of expected credit losses uses complex models and multiple assumptions. These models and assumptions take into account future macro-economic conditions and credit behaviors of borrowers (e.g. probability of customer default and loss). Please refer to Note 12(2) for detailed information on parameters, assumptions, and estimation methods used in measuring expected credit losses and disclosure of the sensitivity of credit loss to the aforementioned factors. The measurement of expected credit losses according to applicable accounting rules involves significant judgement in several areas, for example:

  • (A)The criteria used to judge whether there is significant increase in credit risk.

  • (B)The selection of appropriate models and assumptions for measuring expected credit losses.

For judgements and estimations of the above expected credit losses, please refer to Note 12(2).

  • C. Impairment assessment on investment accounted for under equity method When there are impairment indicators that show the investments accounted for under equity method are impaired and the carrying amount can no longer be recovered, the Company will assess the impairment of the investment. The Company assess its share of the recoverable amount which is based on the discounted value of expected cash flow, and assess the reasonableness of relevant assumptions, including revenue growth

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rate, operating profit margin, net profit margin, financial forecast, and discount rate.

  • D. Impairment assessment of goodwill

  • Impairment assessment of goodwill includes allocation of assets, liabilities, and goodwill to brokerage segment, and determines the recoverable amount based on brokerage segment’s present value of expected future cash flow. The assessment also analyzes reasonableness of relevant assumptions, including expected future trading volumes, market share, segment’s operating profit margin, and discount rates.

6. DETAILS OF SIGNIFICANT ACCOUNTS

1) Cash and cash equivalents

TAILS OF SIGNIFICANT ACCOUNTS
Cash and cash equivalents
Checking deposits
Current deposits:
Deposits denominated in NTD
Deposits denominated in foreign currencies
Time deposits
Total
December31,2019
486,626
$ 92,681
987,144
2,263,200
3,829,651
$
December31,2018
372,001
$ 225,347
544,590
2,351,200
3,493,138
$

As of December 31, 2019 and 2018, the annual interest rates of time deposits, including foreign time deposits were both 0.040% ~ 1.065%.

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2) Financial assets at fair value through profit or loss

Current items:
Financial assets mandatorily measured at fair value through profit or loss:
Open-ended funds, money market instruments
and securities investment by brokers
Open-ended mutual funds beneficiary
certificates
Listed (TSE and OTC) stocks
Subtotal
Adjustment of open-ended funds
and money market instruments
and securities investment by brokers
Total
Trading securities-dealer
Listed (TSE and OTC) stocks
Government bonds
Corporate bonds
Convertible corporate bonds
Emerging stocks
Overseas stocks
Exchange-traded funds
Unlisted stocks
Subtotal
Adjustment of trading securities - dealer
Total
Trading securities-underwriter
Listed (TSE and OTC) stocks
Convertible corporate bonds
Unlisted stocks
Subtotal
Adjustment of trading securities - underwriter
Total
Trading securities-hedging
Listed (TSE and OTC) stocks
Convertible corporate bonds
Warrants
Overseas stocks
Exchange traded funds
Subtotal
Adjustment of trading securities - hedging
Total
Options bought-futures
Futures guarantee deposits receivable
Derivative financial instrument assets-OTC
Total
Non-current items:
Financial assets mandatorily measured at fair value through profit or loss:
Trading securities - dealer - government bonds
Unlisted stocks
Subtotal
Adjustment of trading securities
Total
December 31,2019
December 31,2018
201,298
$ 225,000
$ -
1,384,265
201,298
1,609,265
1,267
781
202,565
1,610,046
6,192,641
203,034
3,364,452
4,700,905
6,992,481
3,265,038
146,703
148,279
54,554
67,424
15,502,816
9,551,592
3,091,765
2,765,819
1,514
1,514
35,346,926
20,703,605
503,131
40,892)
(
35,850,057
20,662,713
807,209
837,441
238,046
479,500
-
14,400
1,045,255
1,331,341
101,417
123,837
1,146,672
1,455,178
3,142,111
584,558
7,647
613
47,966
39,229
64,648
-
165,249
154,782
3,427,621
779,182
83,999
6,164
3,511,620
785,346
15,533
24,463
2,782,685
2,260,964
969
3,300
43,510,101
$ 26,802,010
$ 49,921
$ 49,895
$ 2,609
2,609
52,530
52,504
18,766
13,850
71,296
$ 66,354
$

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  • a. For the years ended December 31, 2019 and 2018, net realised and unrealised gains on financial assets and liabilities at fair value through profit or loss amounted to $2,664,463 and $1,220,578, respectively.

  • b. Details of the Company’s financial assets at fair value through profit or loss pledged to others as collateral are provided in Note 8.

  • c. Information relating to credit risk is provided in Note 12(2).

  • 3) Financial assets at fair value through other comprehensive income

Current items:
Debt instruments
Trading securities-dealer
Overseas bonds
Adjustment of trading securities - dealer
Total
Non-current items:
Equity instruments
Unlisted stocks
Adjustment of trading securities
Total
December31,2019
-
$ -
-
$ 6,449
$ 151,207
157,656
$
December31,2018
290,816
$ 5,488
296,304
$
6,449
$ 140,096
146,545
$
  • a. The Company has elected to classify unlisted stocks that are considered to be strategic investments as financial assets at fair value through other comprehensive income. The fair value of such investments amounts to $157,656 and $146,545 as at December 31, 2019 and 2018.

  • b. Amounts recognised in profit or loss and other comprehensive income in relation to the

  • financial assets at fair value through other comprehensive income are listed below:

Equity instruments at fair value through other
comprehensive income
Year ended December
31,2019
Year ended December
31,2018
Fair value change recognised in other comprehensive
income
Dividend income recognised in profit or loss held at end
of period
Debt instruments at fair value through other
comprehensive income
11,111
$ 5,595
$ 20,832)
($ 15,309
$
784
$
12,307
$ 5,160
$ 22,066
$ 24,289)
($ 8,415
$
Fair value change recognised in other comprehensive
income
Cumulative other comprehensive income reclassified to
profit
Due to derecognition
Interest income recognised in profit or loss
  • c. Details of the Company’s financial assets at fair value through other comprehensive income pledged to others as collateral are provided in Note 8.

  • d. Information relating to credit risk is provided in Note 12(2).

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4) Bonds purchased under resale agreements

Overseas bonds December31,2019
December31,2018
-
$ 93,193
$

The above bonds purchased under resale agreements as of December 31, 2019 and 2018 was due within one year and were contracted to be resold at the agreed-upon price plus interest charge on the specific date after transaction. The total resale amounts were $0 and

$93,705, respectively. The annual interest rates of every currency were as follows:

December 31, 2019 December 31, 2018 Foreign currencies (Note) - 2.20%

(Note) Foreign currencies include USD and EUR.

5) Margin loans receivable

Margin loans receivable were secured by the securities purchased by customers under margin loans. The annual interest rate was 6.4%.

6) Accounts receivable

Accounts receivable
December 31,2019 December 31,2018
Accounts receivable - related parties $ 2,615 $ 3,895
Accounts receivable - non related parties
Settlement price receivable-brokers $ 8,775,893
$ 6,289,700
Settlement price receivable-dealer 857,731 668,765
Accounts receivable-foreign bonds 601,111 142,329
Spot exchange receivable, foreign currencies 435,180 -
Interest receivable 301,206 338,710
Settlement price 745,383 722,004
Others 70,510 77,520
Subtotal 11,787,014 8,239,028
Less: Allowance for uncollectible accounts ( 656) ( 2,661)
Total $ 11,786,358 $ 8,236,367

(Blank below)

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A. The ageing analysis of accounts receivable that were past due but not impaired is as follows:

Accounts receivable
Accounts receivable -related
parties
Accounts receivable - non-
related parties
Accounts receivable
Accounts receivable -related
parties
Accounts receivable - non-
related parties
December December 31,2019 Total
Upto 30 days 31 to 90 days 91 to 180 days 181 days to 12
months
More than 12
months
2,615
$ 11,493,440
11,496,055
$
-
$ 69,155
69,155
$
-
$ 75,020
75,020
$ 31,2018
-
$ 46,882
46,882
$
2,615
$ 11,787,014
11,789,629
$ Total
Upto 30 days 31 to 90 days 91 to 180 days 181 days to 12
months
More than 12
months
3,895
$ 7,906,191
7,910,086
$
-
$ 36,760
36,760
$
-
$ 90,459
90,459
$
-
$ 138,336
138,336
$
-
$ 67,282
67,282
$
3,895
$ 8,239,028
8,242,923
$

The above ageing analysis was base on invoice day.

B. Information related to credit risk is provided in Note 12(2).

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7) Other receivables

Other receivables
December 31,2019 December 31,2018
Interest receivable $ 3,746
$ 3,745
Others 6,602 3,807
Less: Impairment loss ( 54) ( 288)
Total $ 10,294 $ 7,264

Information relating to credit risk is provided in Note 12(2).

8) Other current assets

Other current assets
Pending settlements
Pledged time deposits
Underwriting share proceeds collected on
behalf of customers
Temporary payments
Others
Total
December 31,2019
34,990
$ 400,000
18
108,566
1,350
544,924
$
December 31,2018
27,379
$ 400,000
18,542
746
831
447,498
$

9) Transfer of financial assets

  • A. During the Company’s activities, the transferred financial assets that do not meet derecognition conditions are mainly debt instruments with purchase agreements or debt instruments lent out in accordance with securities borrowing and lending agreement. The cash flow of the contract has been transferred and related liabilities of transferred financial assets that will be repurchased at a fixed price in the future have been reflected. The Company may not use, sell or pledge the transferred financial assets during the valid period of the transaction. The financial assets were not derecognized as the Company is still exposed to interest rate risk and credit risk.

  • B. Financial assets that do not meet the derecognition conditions and related financial

  • liabilities are analysed below:

December 31,2019 December 31,2019 Carrying amount of
related financial
liabilities
Financial assets category
Carrying amount of
transferred financial
assets
Financial assets measured at fair value
through profit or loss
Repurchase agreement
21,964,175
$ December 31,2018
Carrying amount of
transferred financial
assets
20,956,256
$ Carrying amount of
related financial
liabilities
Financial assets category
Financial assets measured at fair value
through profit or loss
Repurchase agreement
Available-for-sale financial assets
Repurchase agreement
Carrying amount of
transferred financial
assets
15,506,358
$ 296,304
14,775,766
$ 290,833

185

  • 10) Offsetting financial assets and financial liabilities

  • A. The Company has transactions that are or are similar to net settled master netting arrangements but do not meet the offsetting criteria, i.e. derivative financial instruments, resale and repurchase agreements. If one party breaches the contract, the counterparty can choose to use net settlement for the above transactions.

    • (Blank below)

186

  • B. The offsetting of financial assets and financial liabilities are set as follows:

  • (1)Financial assets

December 31, 2019

December 31,2019 December 31,2019 December 31,2019 December 31,2019 December 31,2019
Financial assets that are offset,or ca n be settled under agreements of net settled master nettingarrangements or similar arrangements
Derivative financial instruments
Description
Gross amounts
of recognised
financial assets
Gross amounts of recognised
financial liabilities set off in
the balance sheet
Net amounts of financial
assets presented in the
balance sheet
Financial
instruments
Cash collateral
received
938
$ -
$ Not set off in the balance sheet
Net amount
Financial
instruments
938
$
-
$ 938
$ December 31,2018
938
$
-
$
Financial assets that are offset,or ca n be settled under agreements of net settled master nettingarrangements or similar arrangements
Derivative financial instruments
Bonds purchased under resale
agreements
Total
Description
Gross amounts
of recognised
financial assets
Gross amounts of recognised
financial liabilities set off in
the balance sheet
Net amounts of financial
assets presented in the
balance sheet
Financial
instruments
Cash collateral
received
3,300
$ -
$ 92,663
-
95,963
$ -
$ Not set off in the balance sheet
Net amount
Financial
instruments
3,300
$ 93,193
96,493
$
-
$ -
-
$
3,300
$ 93,193
96,493
$
3,300
$ 92,663
95,963
$
-
$ 530
530
$

187

(2) Financial liabilities

December 31, 2019

December 31,2019 December 31,2019 December 31,2019 December 31,2019 December 31,2019 December 31,2019
Financial liabilities that are offset,or c an be settled under agreements of net settled master nettingarrangements or similar arrangements
Derivative financial instruments
Bonds sold and repurchase
agreements
Total
Description
Gross amounts of
recognised financial
liabilities
Gross amounts of recognised
financial assets set off in the
balance sheet
Net amounts of financial
liabilities presented in the
balance sheet
Financial
instruments
Cash collateral
received
938
$ -
$ 11,622,022
-
11,622,960
$ -
$ Not set off in the balance sheet
Net amount
Financial
instruments
8,371
$ 11,622,022
11,630,393
$
-
$ 8,371
$ -
11,622,022
-
$ 11,630,393
$ December 31,2018
938
$ 11,622,022
11,622,960
$
7,433
$ -
7,433
$
Financial liabilities that are offset,or c an be settled under agreements of net settled master nettingarrangements or similar arrangements
Derivative financial instruments
Bonds sold and repurchase
agreements
Total
Description
Gross amounts of
recognised financial
liabilities
Gross amounts of recognised
financial assets set off in the
balance sheet
Net amounts of financial
liabilities presented in the
balance sheet
Financial
instruments
Cash collateral
received
3,300
$ -
$ 8,713,387
-
8,716,687
$ -
$ Not set off in the balance sheet
Net amount
Financial
instruments
11,112
$ 8,713,387
8,724,499
$
-
$ -
-
$
11,112
$ 8,713,387
8,724,499
$
3,300
$ 8,713,387
8,716,687
$
7,812
$ -
7,812
$

188

11) Investments accounted for under the equity method

Investments accounted for under the equity method
Subsidiaries
President Futures Corp.
President Securities (HK) Ltd.
President Capital Management Corp.
President Securities (BVI) Ltd
President Insurance Agency Corp.
PSC Venture Capital Investment Limited Company
Joint ventures
Uni-President Asset Management Corp.
December 31,2019
1,924,380
$ 72,935
322,208
2,301,733
28,561
248,549
4,898,366
578,382
5,476,748
$
December 31,2018
1,935,207
$ 72,792
194,831
2,298,272
31,911
245,072
4,778,085
569,230
5,347,315
$
  • A. The Company’s share of its associates’ profits or losses recognised in long-term equity investment accounted for under the equity method for the years ended December 31, 2019 and 2018 were $329,744 and $379,275, respectively.

  • B. Details of information of subsidiaries are provided in Note 4(3) of consolidated financial statements.

  • C. The financial information of the Company’s principal associates is summarized as follows:

  • (a)The basic information of the associate that are material to the Company is as follows:

Princial place
Companyname
of businesss
Uni-President Asset
Management Corp.
Taipei city
Uni-President Asset
Management Corp.
Taipei city
Shareholdingratio
December 31,2019
42.46%
December 31,2018
42.46%
Nature of
relationship
Associate
Associate
Methods of
measurement
Equity method
Equity method

189

  • (b)The summarized financial information of the associate that are material to the Company is as follows:

Balance sheet

Balance sheet
Uni-President Asset Management Corp.
December 31,2019 December 31,2018
Current assets $ 543,681
$ 502,419
Non-current assets 627,350 599,619
Current liabilities ( 176,271)
( 156,138)
Non-current liabilities ( 55,102) ( 27,364)
Total net assets $ 939,658 $ 918,536
Share in joint venture's
net assets $ 399,010
$ 390,041
Goodwill and others 179,372 179,189
Carrying amount of the
joint venture
$ 578,382 $ 569,230

Statement of comprehensive income

Revenue
Profit for the period
from continuing operations
Other comprehensive (loss)
income- net of tax
Total comprehensive income
Dividends received
from associates
Year ended December
31,2019
831,987
$ 251,386
$ 9,768)
(
241,618
$ 93,631
$
791,291
$ 239,809
$ 11,569
251,378
$ 72,511
$

190

12) Property and equipment

January1,2019 Land Buildings Equipment Leasehold
improvements
Total
Cost
Accumulated depreciation
and impairment
Total
For the year
ended December 31,2019
1,573,570
$ -
1,573,570
$ 1,573,570
$ -
-
-
-
1,573,570
$ Land
978,012
$ 381,262)
(
596,750
$ 596,750
$ 2,475
-
6,430
22,689)
(
582,966
$ Buildings
138,552
$ 56,264)
(
82,288
$ 82,288
$ 36,393
156)
(
10,740
31,728)
(
97,537
$ Equipment
41,252
$ 24,650)
(
16,602
$ 16,602
$ 2,278
782)
(
6,030
7,810)
(
16,318
$ Leasehold
improvements
2,731,386
$ 462,176)
(
2,269,210
$ 2,269,210
$ 41,146
938)
(
23,200
62,227)
(
2,270,391
$ Total
January 1, 2019
Additions
Disposal
Reclassifications
Depreciation
December 31, 2019
December 31,2019
Cost
Accumulated depreciation
and impairment
Total
January1,2018
1,573,570
$ -
1,573,570
$ Land
980,799
$ 397,833)
(
582,966
$ Buildings
158,227
$ 60,690)
(
97,537
$ Equipment
31,424
$ 15,106)
(
16,318
$ Leasehold
improvements
2,744,020
$ 473,629)
(
2,270,391
$ Total
Cost
Accumulated depreciation
and impairment
Total
For the year ended December
31,2018
1,573,570
$ -
1,573,570
$ 1,573,570
$ -
-
-
-
1,573,570
$ Land
978,310
$ 360,022)
(
618,288
$ 618,288
$ -
-
1,390
22,928)
(
596,750
$ Buildings
123,708
$ 72,032)
(
51,676
$ 51,676
$ 37,888
11)
(
20,704
27,969)
(
82,288
$ Equipment
42,008
$ 24,561)
(
17,447
$ 17,447
$ 755
-
7,347
8,947)
(
16,602
$ Leasehold
improvements
2,717,596
$ 456,615)
(
2,260,981
$ 2,260,981
$ 38,643
11)
(
29,441
59,844)
(
2,269,210
$ Total
January 1, 2018
Additions
Disposal
Reclassification
Depreciation
December 31, 2018
December 31,2018
Cost
Accumulated depreciation
and impairment
Total
1,573,570
$ -
1,573,570
$
978,012
$ 381,262)
(
596,750
$
138,552
$ 56,264)
(
82,288
$
41,252
$ 24,650)
(
16,602
$
2,731,386
$ 462,176)
(
2,269,210
$
  • A. No interest was capitalized for property and equipment for the years ended December 31, 2019 and 2018.

B. The information on property and equipment pledged or restricted as of December 31, 2019 and 2018 is described in Note 8.

13) Leasing arrangements lessee

Effective 2019

  • A. The Company leases various assets including buildings, machinery and equipment, business

191

vehicles and multifunction printers. Rental contracts are typically made for periods of 1 to 10 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets may not be used as security for borrowing purposes.

  • B. The carrying amount of right-of-use assets and the depreciation charge are as follows:
Buildings
Transportation equipment (Business vehicles)
Office equipment (Photocopiers)
Total
December 31,2019
CarryingAmount
151,128
$ 15,727
659
167,514
$
Year ended December
31,2019
Depreciation charge
71,405
$ 6,331
1,267
79,003
$
  • C. For the year ended December 31, 2019, the additions to right-of-use assets amounted to $76,212.

  • D. The information on income and expense accounts relating to lease contracts is as follows:

Items affecting profit or loss
Interest expense on lease liabilities
Expense on short-term lease contracts
Expense on variable lease payment
Year ended December
31,2019
1,265
$ 3,831
317
  • E. For the year ended December 31, 2019, the Company’s total cash outflow for leases amounted to $82,755.

14) Leasing arrangements – lessor

Effective 2019

  • A. The Company leases various assets including office and parking space. Rental contracts are typically made for periods of 1 and 5 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.

  • B. For the year ended December 31, 2019, the Company recognised rent income in the amount of

  • $25,788, based on the operating lease agreement, which does not include variable lease payments.

  • C. The maturity analysis of the lease payments under the operating leases is as follows:

2020
2021
2022
2023
2024
Total
December 31,2019
25,159
$ 22,480
21,883
21,883
5,345
96,750
$

192

15) Investment property

January1,2019
Cost
Accumulated depreciation
and impairment
Total
For the year
ended December 31,2019
January 1, 2019
Depreciation
December 31, 2019
December 31,2019
Cost
Accumulated depreciation
and impairment
Total
January1,2018
Cost
Accumulated depreciation
and impairment
Total
For the year
ended December 31,2018
January 1, 2018
Depreciation
December 31, 2018
December 31,2018
Cost
Accumulated depreciation
and impairment
Total
Land
Buildings
Total
198,099
$ 107,076
$ 305,175
$ -
30,472)
(
30,472)
(
198,099
$ 76,604
$ 274,703
$ 198,099
$ 76,604
$ 274,703
$ -
2,100)
(
2,100)
(
198,099
$ 74,504
$ 272,603
$ Land
Buildings
Total
198,099
$ 107,076
$ 305,175
$ -
32,572)
(
32,572)
(
198,099
$ 74,504
$ 272,603
$ Land
Buildings
Total
198,099
$ 107,076
$ 305,175
$ -
28,372)
(
28,372)
(
198,099
$ 78,704
$ 276,803
$ 198,099
$ 78,704
$ 276,803
$ -
2,100)
(
2,100)
(
198,099
$ 76,604
$ 274,703
$ Land
Buildings
Total
198,099
$ 107,076
$ 305,175
$ -
30,472)
(
30,472)
(
198,099
$ 76,604
$ 274,703
$
  • A. For the years ended December 31, 2019 and 2018, rental income from the lease of the investment property were both $17,652, and direct operating expenses arising from the investment property were $3,609 and $3,611, respectively.

  • B. Details of fair value of investment property are provided in Note 12(5).

193

16) Intangible assets

January1,2019
Computer software
Cost
43,167
$ Accumulated depreciation and impairment
18,167)
(
Total
25,000
$ For the year
ended December 31,2019
January 1, 2019
25,000
$ Additions
7,457
Reclassifications
7,662
Depreciation
11,494)
(
December 31, 2019
28,625
$ December 31,2019
Computer software
Cost
44,326
$ Accumulated depreciation and impairment
15,701)
(
Total
28,625
$ January1,2018
Computer sofware
Cost
41,212
$ Accumulated depreciation and impairment
25,937)
(
Total
15,275
$ For the year
ended December 31,2018
January 1, 2018
15,275
$ Additions
10,187
Reclassifications
8,431
Depreciation
8,893)
(
December 31, 2018
25,000
$ December 31,2018
Computer software
Cost
43,167
$ Accumulated depreciation and impairment
18,167)
(
Total
25,000
$
Goodwill Customer
relationships
and others
Total
54,160
$ 139,331
$ 54,160)
(
72,327)
(
-
$ 67,004
$ -
$ 67,004
$ 100
7,557
-
7,662
3)
(
11,497)
(
97
$ 70,726
$ Customer
relationships
and others
Total
54,260
$ 140,590
$ 54,163)
(
69,864)
(
97
$ 70,726
$ Customer
relationships
and others
Total
54,160
$ 137,376
$ 49,122)
(
75,059)
(
5,038
$ 62,317
$ 5,038
$ 62,317
$ -
10,187
-
8,431
5,038)
(
13,931)
(
-
$ 67,004
$ Customer
relationships
and others
Total
54,160
$ 139,331
$ 54,160)
(
72,327)
(
-
$ 67,004
$
Total
42,004
$ -
42,004
$ 42,004
$ -
-
-
42,004
$ Goodwill
42,004
$ -
42,004
$ Goodwill
42,004
$ -
42,004
$ 42,004
$ -
-
-
42,004
$ Goodwill
42,004
$ -
42,004
$
67,004
$

A. No interest was capitalized for intangible assets for the years ended December 31, 2019 and 2018. B. Goodwill and customer relationships were acquired through acceptance of transfer of the securities brokerage business of Standard Chartered (Taiwan) Bank's retail banking business, and

194

were all allocated to the Company’s brokerage segment.

  • C. The recoverable amount of goodwill was determined based on its value in use. Calculations of value in use after-tax cash flow projections are based on financial budgets approved by the management covering a five-year period. Cash flows beyond the five-year period are extrapolated using the estimated growth rates stated below.

The recoverable amount calculated based on the value in use exceeded the carrying amount, thus the goodwill was not impaired. The key assumptions used for calculation of value in use are as follows:

as follows:
Growth rate
Discount rate
Brokerage 2018
0.00%
11.96%
Segment
2019
0.00%
11.16%

Management determined the growth rate based on past performance and its expectations of market development. The discount rates were based on the weighted average financing cost rates determined by the Company’s capital asset pricing model. The discount rates also reflect specific risks related to relevant operating segments.

17) Other noncurrent assets

risks related to relevant operating segments.
Other noncurrent assets
December 31,2019 December 31,2018
Operation guaranteed deposits $ 520,000
$ 540,000
Clearing and settlement fund 244,803 224,205
Refundable deposits 193,565 239,359
Defined benefit obiligations - 44
Prepayment for equipment 26,575 5,653
Overdue receivables 240,073 213,075
Others 720 720
Subtotal 1,225,736 1,223,056
Less: Allowance for uncollectible
accounts-overdue receivables ( 240,073)
( 213,075)
Total $ 985,663 $ 1,009,981
Short-term loans
December 31,2019 December 31,2018
Unsecured loans $ 2,845,502 $ 939,879
Interest rates 0.880%~2.495% 3.411%~3.500%
Commercial papers payable
December 31,2019 December 31,2018
Face value $ 9,600,000
$ -
Less: discount on commercial papers payable ( 3,296) -
Total $ 9,596,704 $ -
Interest rates 0.530%~0.695% -

18) Short-term loans

19) Commercial papers payable

195

20) Financial liabilities at fair value through profit or loss - current

December 31,2019 December 31,2019 December 31,2018 December 31,2018
Investments in bonds under resale
agreements - short sales $ -
$ 90,545
Valuation adjustment of financial assets held
for trading - 3,069
Subtotal - 93,614
Liabilities on sale of borrowed securities
- hedged 192,174 148,009
Valuation adjustment on liabilities on sale of
borrowed securities - hedged 8,617 ( 15,145)
Liabilities on sale of borrowed securities
- non-hedged 208,143 391,436
Valuation adjustment on liabilities on sale of
borrowed securities - non-hedged ( 17,707) ( 19,457)
Subtotal 391,227 504,843
Issuance of call ( put ) warrants 6,639,919 15,115,760
Gain on price fluctuation ( 945,819) ( 7,549,321)
Market value (A) 5,694,100 7,566,439
Warrants redeemed ( 5,473,503)
( 11,955,149)
Loss on price fluctuation 163,564 4,622,139
Market value (B) ( 5,309,939) ( 7,333,010)
Warrants - net (A+B) 384,161 233,429
Options sold - TAIFEX 17,390 8,954
Outstanding Liability for Issuance of ETNs 19,222 -
Valuation adjustment on outstanding Liability for 549 -
Issuance of ETNs
Subtotal 19,771 -
Derivative financial liabilities - OTC 35,716 24,690
Total $ 848,265 $ 865,530

Among the warrants issued by the Company, except for contract-based warrants which are Europeanstyle warrants, all other warrants are American-style warrants. Warrants are stated as liabilities for issuance of warrants at issuance price prior to expiration. Upon repurchase of warrants after issuance, the repurchased amounts are recognised as warrants repurchase and charged as a deduction to liabilities for issuance of warrants. The warrants have six to twelve months exercise period from the date of issuance. The issuer has the option to settle either by cash or stock delivery.

196

21) Bonds sold under repurchase agreements

Bonds sold under repurchase agreements
Government bonds
Corporate bonds
Bank debentures
International bonds
Foreign bonds
Total
December 31,2019
3,445,144
$ 1,601,547
400,889
3,886,654
11,622,022
20,956,256
$
December 31,2018
4,100,351
$ 1,298,032
-
954,829
8,713,387
15,066,599
$

The above bonds sold under repurchase agreements as of December 31, 2019 and 2018 were due within one year and were contracted to be repurchased at the agreed-upon price plus interest charge on the specific date after the transaction. The total repurchase amounts were $21,035,116 and $15,134,144, respectively, and the annual interest rates in every currency were shown as follows:

22) Accounts payable
23) Other payables
Currency
December 31,2019
NTD
0.47%~0.62%
Foreign currencies (Note)
-0.50%~3.40%
(Note)Foreign currencies include AUD, USD and RMB.
December 31,2019
Settlement accounts payable - brokered
trading
8,410,426
$ Settlement proceeds
1,223,127
Settlement accounts payable - operating
616,917
Accounts payable - international bonds
223
Accounts payable - foreign bonds
709,611
Spot exchange payable, foreign currencies
434,980
Others
71,935
Total
11,467,219
$ December 31,2019
Salary and bonus payable
718,595
$ Employees’ and directors’ remuneration
payable
104,206
Others
412,505
Total
1,235,306
$
December 31,2018
0.33%~0.62%
-0.30%~4.20%
December 31,2018
4,974,010
$ 1,811,674
256,985
78
172,208
-
77,992
7,292,947
$
December 31,2018
415,980
$ 57,735
316,654
790,369
$

197

24) Other financial liabilities - current

Other financial liabilities-current
Equity-linked notes (ELN) - Options
Principal guaranteed notes (PGN) - fixed
income
Total
December31,2019
4,000
$ 2,739,866
2,743,866
$
December31,2018
-
$ 2,687,009
2,687,009
$

The Company deals in equity-linked products and combines fixed income instruments with call or put options. These products are categorized into ELN (Equity-Linked Notes) and PGN (Principal Guaranteed Notes). On trade date, the contracted amounts are collected in full from the counterparties. The payout amount on maturity will depend on the price fluctuation of the instruments linked to these contracts and be calculated as trading price less option strike price on maturity. All the linked products are financial instruments under the supervision of the SFB (Securities and Futures Bureau).

25) Other liabilities-non-current

Net defined benefit obligation
Guarantee deposits received
Total
December31,2019
25,338
$ 1,587
26,925
$
December31,2018
21,928
$ -
21,928
$

26) Pension plan

A. Defined benefit plans

(A) The Company has a defined benefit pension plan in accordance with the Labor Standards Law, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to be subject to the pension mechanism under the Law. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. The Company contributes monthly an amount of 7.2% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the supervisory committee of workers' retirement reserve fund, and with Cathay United Bank, under the name of the management committee of employees’ retirement fund. Also, the Company would assess the balance in the aforementioned labor pension reserve account by the end of December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method, to the employees expected to be qualified for retirement next year, the Company will make contributions to cover the deficit by next March.

(B) The amounts recognized in the balance sheet are determined as follows:

December 31,2019 December 31,2018
Present value of defined benefit obligations $ 819,706
$ 785,853
Fair value of plan assets ( 818,119) ( 785,897)
Net defined benefit (liabilities) assets $ 1,587 ($ 44)

198

(C) Movements in net defined benefit liabilities (assets) are as follows:

YearendedDecember31,2019 Present value of
defined benefit
obligations
Fair value
ofplanassets
Net defined
benefit
(liabilities)
assets
785,853
$ 5,006
8,644
799,503
-
28,807
13,302
42,109
-
21,906)
(
21,906)
(
819,706
$ Present value of
defined benefit
obligations
785,897)
($ -
8,644)
(
794,541)
(
7,249)
(
-
-
7,249)
(
38,235)
(
21,906
16,329)
(
818,119)
($ Fair value
ofplanassets
44)
($ 5,006
-
4,962
7,249)
(
28,807
13,302
34,860
38,235)
(
-
38,235)
(
1,587
$ Net defined
benefit
(liabilities)
assets
Balance at January 1
Current service cost
Interest expense (income)
Remeasurements:
Return on plan assets (excluding
amounts included in interest
income or expense)
Change in financial assumptions
Experience adjustments
Pension fund contribution
Paid pension
Balance at December 31
YearendedDecember31,2018
799,549
$ 5,583
9,595
814,727
-
7,429
8,337)
(
908)
(
-
27,966)
(
27,966)
(
785,853
$
750,049)
($ -
9,001)
(
759,050)
(
13,865)
(
-
-
13,865)
(
40,948)
(
27,966
12,982)
(
785,897)
($
49,500
$ 5,583
594
55,677
13,865)
(
7,429
8,337)
(
14,773)
(
40,948)
(
-
40,948)
(
44)
($
Balance at January 1
Current service cost
Interest expense (income)
Remeasurements:
Return on plan assets (excluding
amounts included in interest
income or expense)
Change in financial assumptions
Experience adjustments
Pension fund contribution
Paid pension
Balance at December 31

199

  • (D) The Bank of Taiwan was commissioned to manage the Fund of the Company’s defined benefit pension plan in accordance with the Fund’s annual investment and utilisation plan and the “Regulations for Revenues, Expenditures, Safeguard and Utilisation of the Labor Retirement Fund” (Article 6: The scope of utilisation for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, over-the-counter, or private placement equity securities, investment in domestic or foreign real estate securitization products, etc.). With regard to the utilisation of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. If the earnings is less than aforementioned rates, government shall make payment for the deficit after being authorized by the Regulator. The Company has no right to participate in managing and operating that fund and hence the Company is unable to disclose the classification of plan asset fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31, 2019 and 2018 is given in the Annual Labor Retirement Fund Utilisation Report published by the government. In addition, for retirement fund deposits with Cathay United Bank, under the name of the management committee of employees’ retirement fund, the fund invests in time deposit accounts under Cathay United Bank.

  • (E) The principal actuarial assumptions used were as follows:

Discount rate
Future salary increases
For the year ended
December 31,2019
For the year ended
December 31,2018
0.70%
2.50%
1.10%
2.50%

Assumptions regarding future mortality rate are set based on the Taiwan Standard Ordinary Experience Mortality Table (2011).

Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:

Increase 0.25%
Decrease 0.25%
December 31,2019
Effect on present value
of defined benefit
obligation
18,175)
($ 18,762
$ December 31,2018
Effect on present value
of defined benefit
obligation
18,392)
($ 19,010
$ Discount rate
Increase 0.25%
Decrease 0.25%
16,344
$ 15,945)
($ 16,758
$ 16,327)
($ Future salaryincreases
  • (F) Expected contributions to the defined benefit pension plans of the Company for the year ending December 31, 2020 amounts to $39,747.

  • B. Defined contribution plans:

Effective from July 1, 2005, the Company established a defined contribution plan pursuant to the “Labor Pension Act”, which covers employees with R.O.C. nationality and those who chose or are required to apply the “Labor Pension Act”. The contributions are made monthly based on not

200

less than 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The payment of pension benefits is based on the employees’ individual pension fund accounts and the cumulative profit in such accounts. The employees can choose to receive such pension benefits monthly or in lump sum. The pension costs under defined contribution pension plans of the Company for the years ended December 31, 2019 and 2018 were $56,453 and $58,509, respectively.

27) Equity

  • A. Common stock

  • (A) As of December 31, 2019, the Company’s authorized capital was $15,000,000 with a par value of $10 (in dollars) per share. As of December 31, 2019 and 2018, the common stocks issued and the outstanding common stocks were 1,372,390 and 1,390,428 thousand shares, respectively.

Movements in the number of the Company’s ordinary shares outstanding are as follows:

(Expressed in thousands)

January 1
Purchase and retirement of treasury shares
December 31
Year ended
December 31,2019
Year ended
December 31,2018
1,390,428
18,038)
(
1,372,390
1,390,428
-
1,390,428
  • (B) Treasury shares

In order to maintain the Company’s credit and stockholders’ rights and interests, the Company

bought back outstanding shares. The movement of the number of treasury shares is as follows:

(Expressed in thousands)

Year ended Year ended December 31, 2019 December 31, 2019
Reason for buyback Shares at the
beginning of
theperiod
Period
increase
Period
decrease
Shares at the
end of the
period
Period-end
amount
To maintain the
Company's credit and
stockholders' rights and
interests
- 18,038 18,038)
(
- -

In accordance with Article 28-2 of the Securities and Exchange Act, whenever the buyback is required to maintain the company's credit and shareholders' rights and interests, the shares so purchased shall be cancelled and the amendment registration shall be effected within six months from the date of buyback. In May, 2019, the Board of Directors resolved to retire the treasury shares and completed the registration of change in capital.

201

B. Capital reserve

December 31, 2019
December 31, 2018
Sharepremium Treasury share
transactions
Expired stock
options
Difference between
consideration and
carrying amount of
subsidiaries acquired
or disposed
Total
24,663
$ 24,986
$
65,675
$ 116,793
$
483
$ 483
$
440
$ 440
$
91,261
$ 142,702
$

Pursuant to the R.O.C. Company Law, capital reserve arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided it should not exceed 10% of the paid-in capital each year. Capital reserve should not be used to cover accumulated deficit unless the legal reserve is insufficient.

  • C. Legal reserve

Under the Company’s Articles of Incorporation, the current year’s earnings, if any, shall first be used to pay all taxes and offset prior years’ operating losses and then 10% of the remaining amount shall be set aside as legal reserve. Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the balance of the reserve exceeds 25% of the Company’s paid-in capital.

  • D. Special reserve

In accordance with the “Rules Governing the Administration of Securities Firms”, 20% of the current year's earnings, after paying all taxes and offsetting prior years' operating losses, if any, shall be set aside as special reserve until the cumulative balance equals the total amount of paidin capital. The special reserve shall be used exclusively to cover accumulated deficit or to increase capital and shall not be used for any other purpose. Such capitalization shall not be permitted unless the Company had already accumulated a special reserve of at least 25% of its paid-in capital stock and only quarter of such special reserve may be capitalized.

In accordance with the regulations, the Company shall set aside an equivalent amount of special reserve from accumulated unappropriated retained earnings of the current year based on the decreased amount of equity. If there is any subsequent reversal of the decrease in equity, the earnings may be distributed based on the reversal proportion.

In accordance with Jing-Guan-Zheng-Chuan Letter No. 10500278285 dated August 5, 2016, securities firms should set aside 0.5% to 1% of net income after tax as special reserve, upon the distribution of earnings from 2016 to 2018. From fiscal year 2017, special reserve as mentioned above may be reversed based on an amount equal to employees’ transformation training expenditure, transfer and arrangement expenditure arising from the development of Fintech. Further, according to Jing-Guan-Zheng-Chuan Letter No. 1080321644 dated July 10, 2019, securities firms are no longer required to set aside special reserve starting from 2019. And the special reserve, within the balance of special reserve set aside in the previous years, could be reversed at the same amount for the aforementioned expenditures.

  • 28) Unappropriated earnings and dividends policy

  • A. Under the Company’s Articles of Incorporation, the current year’s earnings, if any, shall be used to pay all taxes and offset prior years’ operating losses first, and then set aside as legal reserve, accounted for as 10% of the remaining amount, and special reserve, accounted for as 20% of the remaining amount. Upon provision or reversal of special reserve in accordance with the law, any

202

remaining amount together with unappropriated earnings at beginning of the period shall be distributed according to the following resolution adopted at the stockholders’ meeting: Distribution shall not be made if the balance of distributable earnings is less than 5% of paid-in capital.

  • B. In addition, the total amount of dividends declared every year shall be at least 70% of distributable earnings, of which stock dividends shall be at least 50% and cash dividends shall be lower than 50%.

  • C. The Company may determine a better proportion of cash and stock dividends distribution based on its actual operating conditions and capital utilization plan for the following year.

  • D. The appropriation of 2018 and 2017 earnings was resolved by the shareholders on June 18, 2019 and June 21, 2018, respectively. Detail is as follows:

Provision of legal reserve
Provision of special reserve
Provision of special reserve (Note 1)
Reversal of special reserve (Note 1)
Reversal (provision) of special
reserve (Note 2)
Cash dividends
Total
For the year ended
December 31,2018
For the year ended
December 31,2018
For the year ended
December 31,2017
For the year ended
December 31,2017
Amount Dividends
per share
(in dollars)
Amount Dividends
per share
(in dollars)
121,032
$ 242,064
6,052
4,365)
(
58,374)
(
959,395
1,265,804
$
0.69
$
251,972
$ 503,944
12,599
3,023)
(
58,374
1,668,514
2,492,380
$
1.20
$
  • Note 1 Special reserve was provided for employees’ transition for financial technology development according to Jing-Guan-Zheng-Chuan Letter No. 10500278285, and can be reversed for employees’ transition. The Board of Directors of the Company resolved to provide 0.5% as special reserve and made reversal of the special reserve on March 22, 2019 and March 26, 2018.

  • Note 2 Special reserve shall be set aside in the same amount of net debit amount of other equity interest recorded in current year from the profit or loss of current year and the accumulated unappropriated earnings pursuant to paragraph 1 of Article 41 of Securities and Exchange Act and Jing-Guan-Zheng-Chuan Letter No. 1010028514.

203

  • E. The earnings distribution for 2019 as resolved by the Board of Directors on March 26, 2020 is set forth below:
set forth below:
Provision of legal reserve
Provision of special reserve
Reversal of special reserve (Note 3)
Cash dividends
Stock dividends
Total
For theyear ended December 31,2019
Amount Dividends per share
(in dollars)
234,244
$ 473,707
4,221)
(
1,372,390
274,478
2,350,598
$
1.00
$ 0.20
$
  • Note 3 Special reserve was provided for employees’ transition for financial technology development according to Jing-Guan-Zheng-Chuan Letter No. 1080321644, and can be reversed for employees’ transition.

  • F. For details on employees’ remuneration and directors’ remuneration, please refer to Note 6 (43).

29) Brokerage handling fee revenue

Brokerage handling fee revenue
Revenues from underwriting business
Revenues from brokered trading - TWSE
Revenues from brokered trading - OTC
Others
Total
Revenues from underwriting securities on a
firm commitment basis
Others
Total
Year ended
December 31,2019
Year ended
December 31,2018
1,069,518
$ 426,700
32,198
1,528,416
$ Year ended
December 31,2019
1,217,135
$ 439,747
52,774
1,709,656
$ Year ended
December 31,2018
25,139
$ 37,672
62,811
$
22,306
$ 30,922
53,228
$

30) Revenues from underwriting business

204

31) Gain (loss) on sale of trading securities

Gain (loss) on sale of trading securities
Interest revenue
Dealers:
-TAIEX
-OTC
-Overseas trading
Subtotal
Underwriters:
-TAIEX
-OTC
Subtotal
Hedging:
-TAIEX
-OTC
-Overseas trading
Subtotal
Total
Interest income from margin loans
Interest income from bonds
Others
Total
Year ended
December 31,2019
Year ended
December 31,2018
1,686,209
$ 139,489
504,755
2,330,453
47,543
73,592
121,135
340,461
52,232
10,820)
(
381,873
2,833,461
$ Year ended
December 31,2019
1,119,471
$ 57,940)
(
79,821)
(
981,710
46,174
11,969
58,143
630,593)
(
123,985)
(
8,260)
(
762,838)
(
277,015
$ Year ended
December 31,2018
484,574
$ 674,047
4,574
1,163,195
$
623,031
$ 632,528
735
1,256,294
$

32) Interest revenue

33) Valuation gain (loss) on trading securities at fair value through profit or loss

Gain (loss) on sale of securities - dealer
Loss on sale of securities - underwriting
Gain on sale of securities - hedging
Total
Year ended
December 31,2019
Year ended
December 31,2018
655,672
$ 22,420)
(
77,851
711,103
$
437,071)
($ 13,726)
(
83,968
366,829)
($

205

34) Gain on covering of borrowed securities and bonds with resale agreements - short sales

(Loss) gain from the bond investments under
resale agreements

(Loss) gain from covering - warrants

Gain from covering - structured notes

Loss from securities borrowing transactions
- structured notes

Gain from securities borrowing transactions
- dealer

Total
Year ended
December 31,2019
($ 6,528)
( 3,919)
2,861
( 1,295)
46,294

37,413
$
Year ended
December 31,2018
$ 7,117
1,816
7,892
-
10,963
27,788
$

35) Valuation (loss) gain on borrowed securities and bonds with resale agreements-short sales at fair value through profit or loss

value through profit or loss
Valuation loss from the bond investments
under resale agreements

Valuation (loss) gain from securities
borrowing transactions - dealer

Valuation loss from covering - warrants

Total
Year ended
December 31,2019
5,265)
($
5,546)
(
10,607)
(

21,418)
($
Year ended
December 31,2018
3,015)
($ 27,237
2,155)
(
22,067
$

36) Realised gain (loss) on financial assets measured at fair value through other comprehensive income

Gain from issuance of call (put) warrants
Foreign bonds
Gain on changes in fair value of call warrant
liabilities and redemption
Loss on exercise of put warrants before
maturity

Expenses arising out of issuance of put
warrants

Total
Year ended
December 31,2019
15,309
$
Year ended
December 31,2019
203,893
$ 31,156)
(

78,873)
(

93,864
$
Year ended
December 31,2018
24,289)
($ Year ended
December 31,2018
1,180,875
$ 35,750)
(
84,740)
(
1,060,385
$

37) Gain from issuance of call (put) warrants

206

38) (Loss) gain from derivatives

(Loss) gain from derivatives
Impairment loss and reversal of impairment loss
Other operating income
Handling charges
Financial costs
Futures contract (loss) gain
Option trading (loss) gain
Gain (loss) on foreign exchange derivatives
Others
Total
Provision for impairment
Collection of bad debt
Total
Income from securities lending
Net currency exchange gain
Handling fee revenues from funds
Others
Total
Brokerage handling fee expense
Dealer handling fee expense
Refinancing processing fee expense
Total
Interest expense from repurchase agreements
Loans interest expense
Other interest expense
Total
Year ended
December 31,2019
Year ended
December 31,2018
908,766)
($ 18,375)
(
18,870
79,312)
(
987,583)
($ Year ended
December 31,2019
194,926
$ 120,606
47,348)
(
68,032)
(
200,152
$ Year ended
December 31,2018
7,170)
($ 672
6,498)
($ Year ended
December 31,2019
52,798)
($ 716
52,082)
($ Year ended
December 31,2018
113,544
$ 196,750
45,349
7,012
362,655
$ Year ended
December 31,2019
87,487
$ 28,872
44,277
3,831
164,467
$ Year ended
December 31,2018
131,978
$ 264,894
2,300
399,172
$ Year ended
December 31,2019
138,569
$ 203,842
1,653
344,064
$ Year ended
December 31,2018
382,546
$ 116,568
7,170
506,284
$
291,956
$ 99,398
5,756
397,110
$

39) Impairment loss and reversal of impairment loss

40) Other operating income

41) Handling charges

42) Financial costs

207

43) Employee benefits expense

Salaries
Labor and health insurance
Pension
Other employee benefits
Total
Year ended
December 31,2019
Year ended
December 31,2018
1,787,058
$ 108,575
61,459
87,007
2,044,099
$
1,512,061
$ 115,499
64,686
95,155
1,787,401
$
  • A. In accordance to the Company’s Article of Incorporation, the remainder of the year-end income before taxes less income before appropriating employees’ compensation and directors’ remuneration, if any, shall appropriate an employees’ compensation no less than 1.6% and directors’ remuneration no more than 2%. However, when the Company has an accumulated deficit, earnings to cover the deficit shall first be retained before appropriating employees’ compensation and directors’ remuneration.

  • B. For the years ended December 31, 2019 and 2018, employees’ compensation was accrued at $52,103 and $28,868, respectively; directors’ remuneration was accrued at $52,103 and $28,868, respectively. The aforementioned amounts were recognised in salary expenses.

  • C. For years ended December 31, 2019, employees’ compensation was estimated at 2% and directors’ remuneration at 2%, based on the period-end income before taxes less income before appropriating employees’ compensation and directors’ remuneration.

  • D. The actual distributed amount of employees’ and directors’ remuneration for 2018 as resolved by the Board of Directors was in agreement with the estimates in the 2018 financial statements.

  • E. Information on the appropriation of the Company’s earnings as resolved by the Board of Directors would be posted in the “Market Observation Post System” on the Taiwan Stock Exchange Official website.

44) Depreciation and amortization

Other operating expenses
Depreciation
Amortization
Total
Rentals
Taxes
Computer information expenses
Postage
Others
Total
Year ended
December 31,2019
Year ended
December 31,2018
143,330
$ 11,497
154,827
$ Year ended
December 31,2019
61,944
$ 13,931
75,875
$ Year ended
December 31,2018
58,880
$ 521,601
5,110
97,435
406,732
1,089,758
$
55,419
$ 592,509
89,040
102,273
348,858
1,188,099
$

45) Other operating expenses

208

46) Other gains and losses

Other gains and losses
Financial income
Gain (loss) on disposal of investments
Loss on valuation of open-ended funds
and money-market instruments
Loss arising from lease modification
Net currency exchange gain (loss)
Other non-operating revenues
Total
Year ended
December 31,2019
Year ended
December 31,2018
19,159
$ 9,073
928)
(
15)
(
7,576
124,825
159,690
$
18,521
$ 11,703)
(
11)
(
-
4,013)
(
123,236
126,030
$

47) Income tax

A. Income tax expense

  • (a)Components of income tax expense:
ome tax
Income tax expense
(a)Components of income tax expense:
(b)The income tax expense relating to components
Current tax:
Current tax on profits for the
periods
Prior year income tax
underestimation (overestimation)
Tax on undistributed surplus earnings
Total current tax
Deferred taxes:
Origination and reversal of temporary
differences
Impact of change in tax rate
Total deferred taxes
Income tax expense
Remeasurement of defined benefit
obligations
Impact of change in tax rate
Year ended
December 31,2019
6,972)
($ -
$

209

B. Reconciliation between income tax expense and accounting profit
Year ended December
31,2019
Tax calculated based on profit before tax and
statutory tax rate
502,876
$ Expenses disallowed by tax regulation
93,470
Prior year income tax underestimation
(overestimation)
11,154)
(
Tax exempt income by tax regulation
594,419)
(
Effect from Alternative Minimum Tax
155,072
Effect from changes in tax regulation
-
Tax on undistributed earnings
-
Income tax expense
145,845
$
B. Reconciliation between income tax expense and accounting profit
Year ended December
31,2019
Tax calculated based on profit before tax and
statutory tax rate
502,876
$ Expenses disallowed by tax regulation
93,470
Prior year income tax underestimation
(overestimation)
11,154)
(
Tax exempt income by tax regulation
594,419)
(
Effect from Alternative Minimum Tax
155,072
Effect from changes in tax regulation
-
Tax on undistributed earnings
-
Income tax expense
145,845
$
Year ended December
31,2018
502,876
$ 93,470
11,154)
(
594,419)
(
155,072
-
-
145,845
$
277,129
$ 23,150
5,476
256,066)
(
133,100
9,466)
(
2,000
175,323
$

C. Amounts of deferred tax assets or liabilities as a result of temporary differences, tax losses and investment tax credits are as follows

Deferred tax assets:
-Temporary differences:
Losses on doubtful debts
Valuation loss from financial
instruments
Others
Subtotal
Deferred tax liabilities:
-Temporary differences:
Unrealised exchange gain
Subtotal
Total
For theyear ended Decmeber31,2019 For theyear ended Decmeber31,2019 For theyear ended Decmeber31,2019 For theyear ended Decmeber31,2019 For theyear ended Decmeber31,2019 For theyear ended Decmeber31,2019
January1 Recognised
in profit or
loss
Recognised in
other
comprehensive
income
December31
29,635
$ 9,559
81,467
120,661
$ 14,274)
($ 14,274)
($ 106,387
$
9,844
$ 5,340)
(
61
4,565
$ 2,126
$ 2,126
$ 6,691
$
-
$ -
6,972
6,972
$ -
$ -
$ 6,972
$
39,479
$ 4,219
88,500
132,198
$ 12,148)
($ 12,148)
($ 120,050
$

210

For the year ended Decmeber 31, 2018

Recognised in Recognised in
Recognised other
in profit or comprehensive
January1 loss income December31
Deferred tax assets:
-Temporary differences:
Losses on doubtful debts $ 16,997
$ 12,638
$ -
$ 29,635
Valuation loss from financial
instruments 47,559 ( 38,000)
- 9,559
Others 71,610 926 8,931 81,467
Subtotal $ 136,166 ($ 24,436) $ 8,931 $ 120,661
Deferred tax liabilities:
-Temporary differences:
Unrealised exchange gain ($ 15,173) $ 899 $ - ($ 14,274)
Subtotal ($ 15,173) $ 899 $ - ($ 14,274)
Total $ 120,993 ($ 23,537) $ 8,931 $ 106,387
  • D. As of December 31, 2019, the Company’s income tax returns through 2016 have been assessed and approved by the National Tax Authority.

  • E. Under the amendments to the Income Tax Act which was promulgated by the President of the Republic of China in February, 2018, the Company’s applicable income tax rate was raised from 17% to 20% effective from January 1, 2018.

  • F. With respect to the income tax returns of the Company for 2016, the Tax Authority assessed to increase income tax payable by $11,820. However, the Company disagreed with the assessments and had filed for administrative remedy. The Company had recognised the income tax expense based on the assessment.

48) Earnings per share

based on the assessment.
) Earnings per share
Basic earnings per share
Net income attributable to
common shareholders
Dilutive effect of common stock
equivalents
Employee bonus
Amount
after tax
Weighted-average
outstanding
common shares
(In thousands)
Earnings per
share
(In dollars)
2,368,536
$ 1,373,458
1.72
$ -
3,606
2,368,536
$ 1,377,064
1.72
$ Year ended December 31,2019
Amount
after tax
2,368,536
$ -
2,368,536
$
Weighted-average
outstanding
common shares
(In thousands)
1,373,458
3,606
1,377,064
1.72
$ 1.72
$

211

Basic earnings per share
Net income attributable to
common shareholders
Dilutive effect of common stock
equivalents
Employee bonus
Amount
after tax
Weighted-average
outstanding
common shares
(In thousands)
Earnings per
share
(In dollars)
1,210,323
$ 1,390,428
0.87
$ -
2,510
1,210,323
$ 1,392,938
0.87
$ Year ended December 31,2018
Amount
after tax
Weighted-average
outstanding
common shares
(In thousands)
Earnings per
share
(In dollars)
1,210,323
$ 1,390,428
0.87
$ -
2,510
1,210,323
$ 1,392,938
0.87
$ Year ended December 31,2018
Amount
after tax
Weighted-average
outstanding
common shares
(In thousands)
Earnings per
share
(In dollars)
1,210,323
$ 1,390,428
0.87
$ -
2,510
1,210,323
$ 1,392,938
0.87
$ Year ended December 31,2018
Amount
after tax
Weighted-average
outstanding
common shares
(In thousands)
Earnings per
share
(In dollars)
1,210,323
$ 1,390,428
0.87
$ -
2,510
1,210,323
$ 1,392,938
0.87
$ Year ended December 31,2018
Amount
after tax
Weighted-average
outstanding
common shares
(In thousands)
Earnings per
share
(In dollars)
1,210,323
$ 1,390,428
0.87
$ -
2,510
1,210,323
$ 1,392,938
0.87
$ Year ended December 31,2018
Amount
after tax
Weighted-average
outstanding
common shares
(In thousands)
1,210,323
$ -
1,210,323
$
1,390,428
2,510
1,392,938
0.87
$ 0.87
$

7. RELATED PARTY TRANSACTIONS

1) Names and relationships of related parties

Names of related parties

Uni-President Enterprises Corp.

President Capital Management Corp. President Futures Corp. Company President Securities (BVI) Ltd Company President Securities (HK) Ltd. Associates President Insurance Agency Corp. Company PSC Venture Capital Investment Limited Company

President Securities (Nominee) Ltd.

President Wealth Management (HK) Ltd.

Uni-President Asset Management Corp. President Chain Store Corp. (PCSC) Ton Yi Industrial Corp. President Tokyo Co., Ltd. Kai Yu (BVI) Investment Co., Ltd Cayman President Holdings Limited President Life Sciences Cayman Co., Ltd

Funds managed by Uni-President Asset Management Corp.

Relationship with the Company Entity having significant influence on the Company Subsidiary of the Company PSC Subsidiary of the Company PSC Subsidiary of the Company PSC Subsidiary of the Company PSC Subsidiary of the Company PSC Subsidiary of the Company PSC Indirect subsidiary of the Company President Securities Indirect subsidiary of the Company President Securities Associate Other related party Other related party Other related party Other related party Other related party Other related party Security investment trust fund raised by the Uni-President Asset Management Corp.

212

2) Significant related party transactions and balances A. Futures guarantee deposits receivable

B. Accounts receivable
C. Other receivables
Subsidiary of the Company PSC:
President Futures Corp.
Entity having significant influence on the
company:
Uni-President Enterprises Corp.
Subsidiary of the Company PSC:
President Futures Corp.
Company President Securities (HK) Ltd.
Other related party:
Others
Total
Subsidiary of the Company PSC:
President Futures Corp.
Others
Other related party:
Others
Total
December 31,2019
2,016,203
$ December 31,2019
274
$ 2,620
729
729
4,352
$ December 31,2019
$ 66
18
-
84
$
December 31,2018
1,670,689
$ December 31,2018
288
$ 3,900
6,372
597
11,157
$ December 31,2018
$ 363
21
9
393
$
  • D. Lease transactions lessee

(A) The Company leases business vehicles and multifunction printers, etc., from President Tokyo

Co., Ltd. Rental contracts are typically made for periods of 1 to 5 years. Rents are paid monthly. (B) Right-of-use assets:

a. Acquisition of right-of-use assets:

, Ltd. Rental contracts are typically made for periods of 1 to 5 years.
ht-of-use assets:
cquisition of right-of-use assets:
Rents are paid monthly
Other related party:
President Tokyo Co., Ltd.
(Acquisitions amounted to $8,256
thousands for the year ended
December 31, 2019)
December 31,2019
20,190
$

On January 1, 2019 (the date of initial application of IFRS 16), the Company increased right-of-use assets by $14,907.

213

b. Disposals of right-of-use assets:

isposals of right-of-use assets:
Other related party:
President Tokyo Co., Ltd.
Others
Total
Year ended
December 31,2019
2,344
$ 629
2,973
$

For the year ended December 31, 2019, the Company’s terminated leases before expiration and expired leases with related parties amounted to $1,887 and $1,086, respectively.

  • (C) Lease liabilities

  • a. Lease liabilities current

(C) Lease liabilities
a. Lease liabilitiescurrent
b. Lease liabilitiesnon-current
c. Financial costs
d. Gain on lease modification
Refundable deposits
Other related party:
President Tokyo Co., Ltd.
Other related party:
President Tokyo Co., Ltd.
Other related party:
President Tokyo Co., Ltd.
Others
Total
Other related party:
President Tokyo Co., Ltd.
Subsidiary of the Company PSC:
President Futures Corp.
December 31,2019
34,000
$
December 31,2019
4,940
$ December 31,2019
10,782
$ Year ended
December 31,2019
116
$ 1
117
$ December 31,2019
26
$ December 31,2018
39,000
$

E. Refundable deposits

214

F. Accounts payable

F. Accounts payable
G. Guarantee deposit received
H. Bonds sold under repurchase agreements
I. Handling fee revenue
J. Futures commission income
Subsidiary of the Company PSC:
President Futures Corp.
Other related party:
Others
Total
Subsidiary of the Company PSC:
President Futures Corp.
Others
Associate:
Uni-President Assets Management Corp.
Other related party:
President Tokyo Co., Ltd.
Total
Other related party:
President Life Sciences Cayman Co., Ltd
Cayman President Holdings Ltd.
Subsidiary of the Company PSC:
Others
Security investment trust fund raised
by the Uni-President Asset Management Corp.:
Uni-President Asset Management Corp.
Other related party:
Others
Total
Subsidiary of the Company PSC:
President Futures Corp.
December 31,2019 December 31,2018
24
$ 460
484
$ December 31,2018
$ 16,137
806
530
1,393
18,866
$ December 31,2018
$ -
184,290
184,290
$ Year ended
December 31,2019
242
$ 452
694
$ December 31,2019
$ 16,137
804
1,044
1,434
19,419
$ December 31,2019


$ 24,475
-
24,475
$ Year ended
December 31,2019
$ 128
32,992
810


33,930
$
Year ended
December 31,2019
35,784
$

215

K. Gains on wealth management - trust income from sales of funds

Associates:
Uni-President Assets Management Corp.
Year ended
December 31,2019
Year ended
December 31,2018
9,817
$
9,453
$

The revenues were collected on a monthly basis in accordance with contract terms.

L. Other operating income - handling charge revenue

Associates:
Uni-President Assets Management Corp.
Year ended
December 31,2019
Year ended
December 31,2018
43,792
$
43,461
$

The revenues were collected on a monthly basis in accordance with contract terms.

M.Rent income

Rent income
Subsidiary of the Company PSC
Uni-President Enterprises Corp.
Others
Associates:
Uni-President Assets
Management Corp.
Other related party:
President Tokyo Co., Ltd.
Total
Period
2017.10.01~2024.03.31
2016.01.01~2024.03.31
2017.01.01~2024.03.31
Deposit
595
$ 346
1,044
1,434
Year ended
December 31,
2019
Year ended
December 31,
2018
$ 3,644
3,070
7,045
9,422
23,181
$
$ 3,644
3,288
7,085
9,422
23,439
$

Rental income mentioned above is derived from leasing part of the Company’s office space and business premises to various related parties and calculated as agreed by both parties. Lease payments are collected on schedule in accordance with the terms of the lease contracts.

216

N. Revenue from providing agency service for stock affairs

O. Loss from derivatives
P. Other operating expenses-equipment rental and copy expense
Q. Clearing charges-futures
R. Service expense
Year ended
December 31,2019
Year ended
December 31,2018
Entity having significant influence on the
company:
Uni-President Enterprises Corp.
3,506
$ 3,600
$ Subsidiary of the Company PSC
Uni-President Enterprises Corp.
66
68
Associate:
Uni-President Assets Management Corp.
133
133
Other related party:
Ton Yi Industrial Corp.
1,929
1,708
President Chain Store Corp. (PCSC)
1,225
1,227
Others
3,034
3,078
Total
9,893
$ 9,814
$ Year ended
December 31,2019
Year ended
December 31,2018
Other related party:
Cayman President Holdings Limited
-
$ 1,584)
($ Kai Yu (BVI) Investment Co., Ltd
240)
(
-
Total
240)
($ 1,584)
($ Year ended
December 31,2019
Year ended
December 31,2018
Other related party:
President Tokyo Co., Ltd.
544
$ 7,115
$ Others
-
1,143
Total
544
$ 8,258
$ Year ended
December 31,2019
Year ended
December 31,2018
Subsidiary of the Company PSC:
President Futures Corp.
10,658
$ 14,806
$ Year ended
December 31,2019
Year ended
December 31,2018
Subsidiary of the Company PSC:
President Capital Management Corp.
48,800
$ 36,000
$
Year ended
December 31,2019
Year ended
December 31,2018

217

S. Financial costs

S. Financial costs S. Financial costs S. Financial costs S. Financial costs S. Financial costs S. Financial costs
T. Purchases of trading securities–dealer
Year ended
December 31,2019
Year ended
December 31,2018
Other related party:
Cayman President Holdings Limited
1,477
$ 66
$ President Life Sciences Cayman Co., Ltd
528
-
Total
2,005
$ 66
$ Year ended
December 31,
2019
EndingShares
EndingBalance
Entity having significant influence on
the company:
Uni-President Enterprises
Corp.
76
5,639
$ 2,458)
($ Other related parties:
President Chain Store Corp.
-
-
209)
(
Total
5,639
$ 2,667)
($ Year ended
December 31,
2018
EndingShares
EndingBalance
Entity having significant influence on
the company:
Uni-President Enterprises
Corp.
-
-
$ 579
$ Other related parties:
Ton Yi Industrial Corp.
-
-
16
President Chain Store Corp.
-
-
944)
(
Total
-
$ 349)
($ Gain(loss)
December 31,2019
December 31,2018
Gain(loss)

Entity having significant influence on
the company:
Uni-President Enterprises
Corp.
Other related parties:
President Chain Store Corp.
Total
Entity having significant influence on
the company:
Uni-President Enterprises
Corp.
Other related parties:
Ton Yi Industrial Corp.
President Chain Store Corp.
Total
2,458)
($ 209)
(
2,667)
($ Year ended
December 31,
2018
Gain(loss)
EndingShares
-
-
-
579
$ 16
944)
(
349)
($ Gain(loss)
-
$ -
-
-
$

U. Compensation of key management personnel The compensation of key management such as directors, general managers, vice general managers were as follows:

ere as follows:
Salary and short-term employee benefits
Retirement benefits
Total
Year ended
December 31,2019
Year ended
December 31,2018
154,625
$ 774
155,399
$
130,701
$ 908
131,609
$

218

8. PLEDGED ASSETS

The Company’s assets pledged or restricted for use were as follows:

Assets
Trading securities (par value)
- Corporate bonds
- Government bonds
- Overseas bonds
- International bonds
- Bank debentures
Financial assets at fair value through
other comprehensive income - current
- Overseas bonds (par value)
Restricted assets:
- Demand deposits
- Pledged time deposits
- Government bonds (par value)
Property and equipment
- Land and buildings (book value)
Pledged time deposits
- Operating guarantee deposits
Financial assets at fair value through
profit or loss - current:
Financial assets at fair value through
profit or loss - non-current:
December 31,2019
1,600,000
$ 3,330,800
12,421,911
4,110,169
400,000
-
735
400,000
50,000
1,107,127
520,000
December 31,2018
1,300,000
$ 4,100,000
9,157,965
977,874
-
307,150
19,373
400,000
50,000
-
540,000
Purposes
Securities for bonds sold under
repurchase agreements
Securities for bonds sold under
repurchase agreements
Securities for bonds sold under
repurchase agreements
Securities for bonds sold under
repurchase agreements
Securities for bonds sold under
repurchase agreements
Securities for bonds sold under
repurchase agreements
Collections on behalf of third
parties and reimbursement
for wages and stocks
Securities for short-term loans
and guarantees for issuance
of commercial papers
Trust fund deposit-out
Securities for short-term loans
and guarantees for issuance
of commercial papers
Security deposits

9. SIGNIFICANT COMMITMENTS

None.

10. SIGNIFICANT LOSS FROM NATURAL DISASTER

None.

11. SIGNIFICANT SUBSEQUENT EVENT

None.

219

12. OTHER

1) Management objective and policy of financial risks

  • A. Risk management objective

The Company continually strengthens risk culture to every employee and makes sure that the Company can actively develop various businesses under a healthy and effective risk management system. At the same time, by creating value of an entity and continually increasing profit, profit maximization may be achieved within appropriate risk tolerance.

  • B. Risk management system

  • In order to ensure the completeness of risk management system, run the balancing mechanism of risk management, and improve the division efficiency of risk management, the Company sets up “Risk Management Policy”. Such policy aims to establish internal system compliance and the guiding tools for policies communication within the Company and enable every layer of the Company engaged in different tasks to identify, evaluate, monitor, and control various risks with establishment of consistent compliance rules for risks of each business so that the risks can be controlled within the limits set in advance.

The Company’s risk management system covers risks incurred from businesses in and off the balance sheet, such as market risk, credit risk, liquidity risk, operating risk, legal risk, model risk which are all included in the risk management.

  • C. Risk management organization

  • Risk management organization: Board of Directors, Risk Management Committee, Risk Control Office, Business units and other related segments (such as Office of Auditing, Office of General Manager, Compliance segment, Legal segment and Finance segment) are in charge of planning, supervising and execution.

  • (A) The Board of Directors should ensure the effectiveness of risk management and be responsible for the ultimate result and the following duties:

    • a. To establish proper risk management system, operating process, and risk management culture in the Company with allocation of necessary resource for better execution and operation.

    • b. Policy of risk management review

    • c. Review and approval of business application, transaction authorization and risk limit.

  • (B) The Risk Management Committee reports to the Board of Directors and is responsible for the following:

    • a. Review risk management policy

    • b. Review the highest risk tolerance

    • c.Submit regular reports to the Board of Directors in relation to the risk management status of the whole Company

  • (C) The General Manager supervises daily risk management of the entire Company and is responsible for the following:

    • a. Supervise and monitor daily risk management of the entire Company

    • b. Approval of management exceptions

  • (D) Assets and Liabilities Committee reports to the General Manager and is responsible for the following:

    • a. Set up the ultimate guidelines for assets and liabilities management of the entire Company

    • b. Analyze and control the entire Company’s assets and liabilities portfolio

    • c. Approval of various businesses’ quotas

    • d. Gather and analyze information on domestic and offshore interest rate, exchange rate, prosperity fluctuation, political and economic environmental changes, and predict the financial trend in the future

220

  • (E) Risk Control Office implements risk management policy and related regulations and reports to the Risk Management Committee. Risk Control Office also reports daily risk management to the General Manager and is responsible for the following:

    • a. Establish Risk Management Policy of the entire Company

    • b. Develop effective method for measurement and risk management in an entity

    • c. Review risk management system of business units

    • d. Generate risk report through information gathering and consolidation

    • e. Analyze various business risks and report to the General Manager

    • f. Report the risk management situation to the Risk Management Committee according to a meeting’s nature and needs

    • g. Carry out duties as designated by the Risk Management Committee and control risks of business units

  • (F) Auditing Office is responsible for the following:

    • a. Execute operating risk control

    • b. Include the risk management system into internal audit program and carry out the daily audit schedule.

    • c. Assess the effectiveness of internal control and verify the executed result.

  • (G) Compliance segment and legal segment under the Office of General Manager are responsible for the following:

    • a. Compliance segment should make sure that the business operation and risk management system are in compliance with relevant regulations.

    • b. Legal segment is responsible for legal risk control

    • c. Compliance segment also provides services of Anti-Money Laundering and Counter Terrorism Financing, including designs specification and internal control, establishes transaction monitoring, oversees the effective implementation of business units, conducts the employee training and reports any suspicion of money laundering.

  • (H) Finance segment is responsible for the following:

    • a. Verify the correctness of position information and reasonability of profit and loss calculation.

    • b. Control and analyze self-owned capital adequacy ratio.

    • c. Analyze the appropriateness of structures of the assets and liabilities.

  • (I) Business units are responsible for the following:

    • a. Set up risk management details of various businesses according to the risk management policy and other related regulations.

    • b. Provide sufficient position information and risk control information to the Risk Control Office.

  • (J) Settlement division is responsible for:

    • a. Clearing and settlement; risk control and management of margin purchase and short sale of securities.

    • b. Risk control and management of trading middle office and enforcement of rules governing risk management of business segments.

  • D. Risk management policy

In order to ensure the completeness of risk management system, run the balancing mechanism of risk management, and improve the division efficiency of risk management, the Company sets up “Risk Management Policy”. Such policy aims to establish internal system compliance and the guiding tools for policies communication within the Company and enable every layer of the Company engaged in different tasks to identify, evaluate, monitor, and control various risks with establishment of consistent compliance rules for risks of each business so that the risks can be controlled within the limits set in advance.

221

Risk management processes include risk identification, risk evaluation, risk supervision and various risk control. Each kind of risk evaluations and responding strategies are described as follows:

  - (A) Market risk management The Company has implemented risk management information system (Risk Manager) in relation to market risk control. All trading positions of the Company have been included in the daily risk control system for the calculation of Value at Risk (VaR). Limit exceeding indicators are mainly the nominal principal, stop-loss, sensitivity (Greeks) and VaR. The risk management report is presented on a daily basis for implementation of regular control and limit exceeding handling procedures.

  - (B) Credit risk management In relation to risk control, the quantitative model of default rate adopts KMV model to calculate the default rate of issuers with credit exposure of the issuing company and the trading counterparties, and credit risk of securities disclosed in the report. The credit exposure is mitigated through regular review of credit status.

  - (C) Fund liquidity risk Unit in charge of fund procurement regularly predicts future fund demand and supply, and consolidates company guarantee or endorsement and capital lending businesses to monitor the condition of fund procurement on a daily basis.
  • E. Hedging and risk-offsetting strategy

    • (A) Policies of hedging and risk mitigating are parts of the Company’s risk management policies, and the hedging position and hedged trading position are supposed to be one portfolio, of which the gain and loss and risk information are measured on a consolidated basis.

    • (B) The overall position (hedging position and trading position) is included in the daily risk management system to calculate Value at Risk and other relevant information. Limit exceeding indicators mainly include nominal principal, stop-loss point, price sensitivity and VaR. With the presentation of daily risk management report, routine control and limit exceeding treatment can be executed.

    • (C) The continued effectiveness of hedging and risk-offsetting strategy is measured by the gain and loss of overall position (hedging position and trading position), in order to track reasonableness of the profit or loss of hedging position and the offsetting relationship with the profit or loss of trading position, and to control them within a reasonable range.

  • 2) Credit risk

  • A. Source and definition of credit risk

    • The credit risk exposure of the Company as a result of engagement in financial transactions include issuer’s credit risk, credit risk of counterparty and credit risk of underlying assets:

    • (A) Credit risk of the issuer refers to the issuers of financial debt instruments held by the Company failing to repay its obligation due to the fact that the issuer breaches the contract resulting in the risk of financial loss to the Company.

    • (B) Credit risk of counterparty refers to risk of financial loss to the Company arising from default by the counterparty of financial instruments on the settlement or payment obligation.

    • (C) Credit risk of the underlying assets happens when the credit rating of the underlying assets linked to the financial instrument is downgraded by the rating agency or when the losses occur as a result of contract default.

The financial assets held by the Company which could result in credit risk include bank deposit, debt securities, derivatives transactions in OTC, bonds purchased/sold under resale/repurchase agreements, refundable deposit of securities lending, futures trade margins, other refundable deposits and receivables.

222

  • B. Maximum credit risk exposure and credit risk concentration

The maximum exposure to credit risk of financial assets in the parent company only balance sheet, without consideration of the collateral or other credit enhancements, is equivalent to the carrying amount. In Taiwan, the sources of credit risk of the Company are primarily resulting from cash deposited with banks or other financial institutions, debt securities issued or guaranteed by a bank, derivative instruments transaction underwritten by the Company, and all counterparties of customer margin deposits accounts being financial institutions. Credit risks of various financial assets are as follows:

  • (A) Cash and cash equivalents

Cash and cash equivalents include time deposit, demand deposits and checking deposits. Correspondent institutions are mainly domestic financial institutions.

  • (B) Financial assets at fair value through profit and loss -current

  • a. Fund

    • The funds held by the Company are bond funds. As the positions held are not significant, credit risk is deemed low.
  • b. Commercial bond

The commercial bonds held by the Company are repurchase agreements. As all the counterparties are financial institutions with good credit, the credit risk from counterparties is extremely low.

  • c. Debt securities

Debt securities are mainly positions like government bonds, convertible corporate bonds and foreign bonds and the issuers are primarily R.O.C. government, domestic and foreign legal entities. 33% of convertible corporate bond is guaranteed by banks. Details are as follows:

  • (a)Bonds

The bonds held by the Company are mostly government bonds (inclusive of central and local government). As a whole, the credit risk of the bonds held by the Company is low.

  • (b) Corporate bonds

The corporate bonds held by the Company are mainly underlying investment with good credit rating and those with rating above (S&P BB).

  • (c)Convertible corporate bond

The convertible corporate bonds held by the Company are mostly issued by the domestic legal entities. The Company mitigates highly risky credit exposure of the issuers by control through Taiwan Corporate Credit Risk Index (TCRI).

  • (d)Foreign bonds

The foreign bonds held by the Company are mainly underlying investment with good credit rating and those with rating above (S&P BB).

  • (C) Financial assets at fair value through other comprehensive income - current The foreign government bonds held by the Company are classified as debt instruments at fair value through other comprehensive income. In general, the bonds held by the Company are with lower credit risk.

  • (D) Derivatives- futures trade margin

When engaging in futures trades in stock exchange market, the Company needs to deposit margin into a margin deposit account of a financial institution designated by the futures merchants as a guarantee to fulfil contractual obligation in the future. As a result, the credit risk is low.

223

  • (E) Derivatives-OTC

  • The Company signs International Swaps and Derivatives Association (ISDA) agreements with each counterparty when engaging in OTC derivatives as an agreement regarding such transactions for both parties. In the agreement, it provides a fundamental contractual model for OTC derivative transactions. If any party breaches the contract or terminates the transactions early, then all the open interest covered in the agreement should be settled by net amount as bound in the contract. When the ISDA agreement is signed, the Credit Support Annex (CSA) is also signed. According to the CSA, collateral will be transferred from a party to the other during transaction process to mitigate the risk of counterparty in open interest. Please refer to Note 6(10).

  • Types of OTC derivative transactions in which the Company is engaged include swap transaction. The counterparties are all from financial service industry and mainly located in Taiwan and United Kingdom.

  • (F) Bonds investment under a resale agreement Bonds sold under a resale agreement are the bonds that the client sold to the Company at a price, interest rate, length of period as agreed by two parties and the client shall repurchase the bonds at the specified price upon maturity. The Company needs to assume credit risk from counterparties when underwriting such business, as the payment being delivered to the other party. With consideration of good collateral obtained, the net of credit risk exposure from counterparties can be effectively reduced. As all the counterparties are financial institutions with good credit rating, the credit risks from counterparties are extremely low. Please refer to Note 6(10).

  • (G) Margin loans receivable

  • Margin loans receivable are the loans provided to the client in order to process businesses of margin trading and short sale using the securities purchased through financing as collateral. The Company monitors the clients’ margin ratio through information system on a daily basis. As the margin ratio of margin trading is set at 130% according to Regulations Governing the Conduct of Securities Trading Margin Purchase and Short Sale Operations by Securities Firms, the credit risk is extremely low.

  • (H) Receivable of securities business money lending Receivable of securities business money lending are the non-restricted purpose loan business and monetary financing business, pursuant to an agreement between a securities firm and a customer, using customer securities and other commodities as collateral. The Company regularly assesses its customer line of credit and implements appropriate credit control.

  • (I) Guaranteed price for securities lending Guaranteed price for securities lending is the sale price of the Company’s securities sold by other securities firms through margin trading after deduction of securities transactions tax and service fee, which is deposited in other securities firms as collateral. As all the counterparties are financial institutions with good credit rating, the credit risk from counterparties is extremely low.

  • (J) Refundable deposits for securities lending Refundable deposits for securities lending are the margins deposited in other securities firm as collateral when the Company’s securities are sold. As all the counterparties are financial institutions with good credit, the credit risk from counterparties is extremely low.

  • (K) Receivables

  • Receivables are the credit rights arising from the securities business including settlement receivables of consignment trading, settlement receivables of operating securities sold, financing interest receivables of self-operating credit transaction, receivables of consignment trading for securities, and receivables from banks’ underwriting on foreign

224

exchange transactions and foreign fund demand. As the majority of the Company’s receivables from the consignment businesses and self-operating businesses are settlement of securities from OCT or TWSE, the credit risk is extremely low. As the foreign exchange transactions are simply the receipt or payment of different currencies and the correspondent banks are of good credit rating, the credit risk is extremely low.

  • (L) Other current assets

Other current assets are mainly the collateral deposited in the bank for application for shortterm debt limit and guarantee for application for issuance of commercial papers. As the correspondent banks are all financial institutions with good credit rating, the credit risk is extremely low.

  • (M) Financial assets at fair value through profit and loss – non-current In order to underwrite trust business, the Company deposits central government bonds in the Central Bank as collateral. Regardless of the bonds themselves or the financial institutions where the bonds deposited, the credit risk is extremely low.

  • (N) Other non-current assets

Other non-current assets mainly comprise operating guarantee deposits, settlement funds, and refundable deposits. Operating guarantee deposits are mainly deposited in domestic banks with good credit rating. Settlement funds are deposited in securities exchange. Settlement funds are used as compensation when a party to a marketable securities transaction fails to fulfil the settlement obligation. The credit risks from the institutions where these two assets are deposited are extremely low. The refundable deposits refer to cash or other assets which are deposited externally by the Company and can be used as refundable deposits. Because deposits are placed in various financial institutions and each deposit amount is small, the credit risk is dispersed and the credit exposure of overall refundable deposit is extremely low.

  • C. Expected credit loss assessment

In the assessment of impairment and calculation of expected credit losses, the Company considers reasonable and supporting information about past events, current conditions and future economic conditions. The Company determines at the balance sheet date whether there has been a significant increase in credit risk since initial recognition or whether credit impairment has occurred, and recognises expected credit loss according to which stage the asset belongs: no significant increase in credit risk or low credit risk at balance sheet date (Stage 1), significant increase in credit risk (Stage 2), and credit impaired (Stage 3). 12-month expected credit losses are recognised for assets in Stage 1, and lifetime expected credit loses are recognised for assets in Stage 2 and Stage 3.

225

The definition of and expected credit losses recognised for each stage are as follows:

Item Stage1 Stage2 Stage 3
Definition No significant
deterioration of
credit quality of the
financial asset since
initial recognition,
or the financial
asset is considered
low-risk at the
balance sheetdate.
Significant
deterioration of
credit quality of the
financial asset since
initial recognition,
but the asset is not
yet credit impaired.
The financial asset is
credit impaired at the
financial reporting
date.
Expected
credit losses
recognition
12-month expected
credit losses
Lifetime expected
credit losses
Lifetime expected
credit losses
  • (A) Judgements of the significant increase in credit risk since initial recognition Judgements and assumptions used to determine whether the credit risk has a significant increase since initial recognition when the Company calculates expected credit loss under IFRS 9 are as follows:

  • a. If contractual payments are over 30 days past due according to the payment terms, the financial asset is considered to have significant increase in credit risk since initial recognition.

  • b. There is significant increase in credit risk at the reporting date if the credit rating of the issuer has been downgraded by more than 2 grades and the final external credit rating at the reporting date is non-investment grade, if the interest payments are over 30 days past due, or if there has been a default in the past.

  • (B) Definition of default and credit-impaired financial assets

  • According to the definition of credit impairment set by IFRS 9, a financial asset is creditimpaired when one or more events that have occurred and have a significant impact on the expected future cash flows of the financial asset. The criteria used to judge whether a financial asset is credit-impaired since initial recognition includes but is not limited to the following:

  • a. Contractual payments or principal or interest payments on bonds are over 3 months (90 days) past due.

  • b. Bond investment is rated as “in default” by external credit rating agencies.

  • c. Bond issuer has filed for bankruptcy, restructure, or other debt clearance procedures.

  • d. Issuer or counterparty has financial difficulties.

  • (C) Writing-off policy

If any of the following condition applies, the Company will write off the non-recoverable portion of the overdue receivables as bad debt.

226

  • a. Debt cannot be fully or partially recovered due to dissolution of, disappearance of, settlement with, bankruptcy declaration by the debtor, or any other reason.

  • b. The collateral and the assets of the primary and secondary debtors could not be auctioned off after multiple attempts and multiple price discounts, and the Company has not received any real benefits in assuming the collateral.

  • c. Payments are over two years past due and could not be recovered after attempts to collect.

  • (D) Measurement of expected credit losses

  • The Company considers reasonable supporting information which shows significant increase in credit risk since initial recognition when calculating expected credit losses. Main indexes include: internal/external credit rating, information of past due, credit spread, other market information in relation to the borrower, issuer or counterparty, and significant increase in credit risk of other financial instrument of the same borrower.

  • a. Investments in bills and bonds

    • (a)Probability of default was based on external credit rating, which include forwardlooking information.

    • (b)Loss given default was based on the average loss given default of external credit rating of investment position and counterparties.

    • (c)Exposure at default

Stage 1, Stage 2 and Stage 3: Total carrying amount (including interest receivable).

  • (E)Consideration of forward-looking information

    • Historical loss rate (based on the historical experience in the past 3 to 5 years) as obtained and compared with economic environment in the past, nowadays and future (forward-looking factor) to see whether there is any significant change, and then to properly adjust future loss rate standards. If any significant default event occurs, the loss rate in the current year will be included in the calculation of future loss rate standard.
  • D. Table of movements in loss provision of the Company

  • (A) For the years ended December 31, 2019 and 2018, there were no changes in the loss allowance for investments in debt instruments measured at fair value through other comprehensive income.

  • (B) Except for debt investments and its interest receivable, the Company applies the modified approach to measure the loss allowance at an amount equal to lifetime expected credit losses for receivables and overdue receivables. The movements in loss provision of marginal receivables, accounts receivable, other receivable-others and other non-current assetsoverdue receivables of the Company are as follows:

227

Year ended December 31, 2019

At January 1_IFRS 9
Provision (reversal of
provision) for
impairment
Derecognised
Transfers
At December 31
At January 1_IFRS 9
Provision (reversal of
provision) for
impairment
Transfers
At December 31
Marginal
receivable
Marginal
receivable
Accounts
receivable
Accounts
receivable
Other
receivable
Other
receivable
Other non-
current assets-
overdue
receivables
Other non-
current assets-
overdue
receivables
Total Total
61,669
$ 20,067
-
37,930)
(
43,806
$ Marginal
receivable
277,693
$ 7,170
274)
(
-
284,589
$ Total
Marginal
receivable
Accounts
receivable
Other
receivable
Other non-
current assets-
overdue
receivables
84,093
$ 27,996
50,420)
(
61,669
$
4,359
$ 2,648
4,346)
(
2,661
$
-
$ 288
-
288
$
136,443
$ 21,866
54,766
213,075
$
224,895
$ 52,798
-
277,693
$

3) Liquidity risk

  • A. Definition and source of liquidity risk

Liquidity risk refers to possible financial losses arising from the inability to realize the asset or to obtain sufficient fund to fulfil the financial liabilities soon to be matured. Above situations may weaken the sources of cash from the Company’s trading and investment activities.

  • B. Liquidity risk management procedure and stimulation test

In order to prevent operational crisis as a result of liquidity risk, the Company has established responding crisis process with regular monitoring over liquidity gap of fund.

  • (A) Procedure

  • In addition to the operating capital for various business and long-term investment, the Company needs to maintain revolving funds at a certain level for daily operation. The use of remaining fund shall avoid high concentration and should be based on the principle of holding sound earning assets with high liquidity and treated in compliance with policies of the Company.

The responsive unit for fund procurement adjusts the liquidity gap to ensure proper liquidity according to the daily volume and movement in the market.

  • (B) Stimulation test

  • a. The Company reviews fund liquidity risk from a perspective of supply and demand of fund every month with simulation analysis of available fund for emergency including scenario analysis of cash, funding limit of financial institutions, margin loans and short sale, and value of disposal of position in order to compute maximum available fund and

228

fund demand. Finally, safety stock of fund is reviewed to monitor liquidity risk.

  - b. Above liquidity risk is generally reviewed monthly. However, if the available limit of increment banking credit risk in financing limit of a financial institution is lower than a certain amount (that is, the amount may be timely adjusted according to the fund liquidity in the market and the actual fund demand and supply in an entity), the safety stock will be reviewed weekly. After the early warning report for fund is submitted, the head of finance segment will call for a fund control meeting.

  - c. Other than individual funding liquidity risk of an entity, stress test of minimization funding supply and maximization funding demand in the event of significant crisis is simulated, including:

     - (a)When there is a significant crisis in the market, the financing limit of the financial institutions and the value of disposal of position can be deemed the minimized ratio of fund supply which is then adjusted according to actual condition to compute the total fund supply under maximum stress.

     - (b)Except for the operating expense, the stock concept is adopted for the calculation of total fund demand under maximum stress.

     - (c)The Company should conduct a review to see whether the total minimized fund supply is more than maximized total fund demand. The Company should further review how long (by month) the difference may cover the operating expenses so that the safety stock of fund (by month) under stress test can be computed.

     - (d)The minimum safety stock of fund under stress test (by month) may be adjusted according to the crisis itself and only operating expense for at least 6 months under a normal stimulation can be deemed safe.
  • C. Maturity analysis for the financial assets and financial liabilities held for liquidity risk management

  • (A) The Company holds cash and sound earning assets with high liquidity in order to fulfil the payment obligation and potential emergency fund demand in the market. Financial assets held for liquidity risk management are mainly cash and cash equivalents, among which, all time deposits mature within a year. Financial assets at fair value through profit and loss are mainly listed stocks, convertible bonds and debt securities. As all of them have positions in active market, the liquidity risk is deemed low.

229

(B) Maturity analysis for the financial liabilities is as follows:

Short-term loans
Commercial papers payable
Non-derivative financial
liabilities
Derivative financial liabilities
Bonds sold under repurchase
agreements
Deposits on short sales
Deposits payable for securities
financing
Securities lending refundable
deposits
Accounts payable (includes notes
payable)
Collections on behalf of third
parties
Other payables
Other financial liabilities -current
Lease liability
Total
Financial liabilities at fair value
through profit or loss-current
December 31,2019
Immediately Less than
3 months
3-12 months 1-5years
-
$ -
-
-
-
-
-
-
-
85,924
-
-
155,491
241,415
$
Total
600,000
$ 350,000
391,227
457,039
-
1,558,717
1,888,832
-
11,439,298
284,082
-
-
-
16,969,195
$
2,245,502
$ 9,250,000
-
-
21,035,116
-
-
56,004
27,921
5,576
176,676
1,797,292
1,067
34,595,154
$
-
$ -
-
-
-
-
-
-
-
-
1,058,630
946,574
5,857
2,011,061
$
2,845,502
$ 9,600,000
391,227
457,039
21,035,116
1,558,717
1,888,832
56,004
11,467,219
375,582
1,235,306
2,743,866
162,415
53,816,825
$

230

Short-term loans
Non-derivative financial
liabilities
Derivative financial liabilities
Bonds sold under repurchase
agreements
Deposits on short sales
Deposits payable for securities
financing
Securities lending refundable
deposits
Accounts payable (includes notes
payable)
Collections on behalf of third
parties
Other payables
Other financial liabilities -current
Total
Financial liabilities at fair value
through profit or loss-current
December 31,2018 December 31,2018 December 31,2018
Immediately Less than
3 months
3-12 months 1-5years
-
$ -
-
-
-
-
-
-
87,780
-
-
87,780
$
Total
623,514
$ 598,457
267,073
-
1,767,269
2,007,202
-
7,275,941
268,589
648
-
12,808,693
$
316,365
$ -
-
15,134,144
-
-
621
17,006
4,664
129,223
1,378,506
16,980,529
$
-
$ -
-
-
-
-
-
-
-
660,498
1,308,503
1,969,001
$
939,879
$ 598,457
267,073
15,134,144
1,767,269
2,007,202
621
7,292,947
361,033
790,369
2,687,009
31,846,003
$

231

  • D. Maturity analysis for lease contracts and capital expenditures Effective 2018

  • Operating lease commitment is the total minimum lease payments that the Company should make as a lessee or minimum lease income as lessor under an operating lease term which is not cancelable. The capital expenditure commitment is the contract commitment signed for acquisition of capital expenditure of construction and equipment.

The following table illustrates maturity analysis for lease contract and capital expenditure commitment of the Company:

commitment of the Company:
December 31,2018
Not later than one year
Later than one year but not
later than five years
Over five years
Total
Operating leases
expenditures(Lessee)
Operating leases
income(Lessor)
76,982
$ 123,565
2,808
203,355
$
12,633
$ 3,882
-
16,515
$

4) Market risk

  • A. Definition of market risk

Market risk refers to the risk of decrease in the Company’s revenue or value of investment portfolio as a result of the changes in exchange rate, commodity price, interest rate, and stock price or other market risk factors.

The Company continually exercises risk management tools such as sensitivity analysis, Value at Risk, stress test and so on to completely and effectively measure, monitor and manage market risk.

  • B. Value at Risk (VaR)

Value at Risk is used to measure the possible maximum potential losses in investment portfolio as a result of movement in market risk factor in a specified period and confidence level. The Company currently uses confidence level of 95% to calculate Value at Risk of one day. A VaR model must reasonably, completely and accurately measure the maximum potential risks of financial instruments or investment portfolio before being adopted as a risk management model by the Company. The VaR model used in risk management is continually certified and retrospectively tested to demonstrate that the model can reasonably and effectively measure the maximum potential risks of financial instruments or investment portfolios.

Statistical table
for one-dayVaR of transactions
Statistical table
for one-dayVaR of transactions
Statistical table
for one-dayVaR of transactions
Statistical table
for one-dayVaR of transactions
Year ended
December 31,2019
December 31, 2019
VaR Maximum
VaR Average
VaR Minimum
Amount
99,926
$ 168,442
93,088
27,518
Year ended
December 31,2018
December 31, 2018
VaR Maximum
VaR Average
VaR Minimum
Amount
53,973
$ 258,223
111,350
32,743

232

Statistical table for VaR of various risk indicators of transactions

Year ended

Year ended
December 31,2019
December 31, 2019
VaR Maximum
VaR Average
VaR Minimum
Year ended
December 31,2018
December 31, 2018
VaR Maximum
VaR Average
VaR Minimum
Foreign exchange
5,000
$ 27,860
6,610
1,566
Foreign exchange
3,521
$ 40,485
11,270
2,854
Interest
17,268
$ 72,934
35,173
8,308
Interest
8,223
$ 33,482
16,585
7,429
Share ownership
101,873
$ 168,753
90,473
24,844
Share ownership
52,543
$ 264,509
111,320
27,951

C. Information on gap of foreign exchange risk

The following table summarizes financial instruments of foreign assets or liabilities by currency and the foreign exchange exposure presented by book value as of December 31, 2019 and 2018 (Blank below)

233

Financial assets in foreign currencies
Cash and cash equivalents
Financial assets at fair value through
profit or loss
Investments under equity method
Others
Financial liabilities in foreign currencies
Short-term loans
Financial liabilities at fair value
through profit or loss
Bonds sold under repurchase
agreements
Others
December 31,2019 December 31,2019 December 31,2019
USD
247,624
$ 15,858,467
2,301,733
1,023,068
2,245,502
12,434
12,219,296
3,016,289
EUR
954
$ 1,834,006
-
2,274
-
2,749
1,445,146
-
AUD
2,447
$ 852,473
-
3,593
-
1,710
700,804
5,729
RMB
282,302
$ 1,299,213
-
126,910
-
13,715
1,023,554
371,927
HKD
276,838
$ 164,475
72,935
101,145
-
465
-
83,056
Others
176,979
$ 236,952
-
721
-
1,072
119,876
33,166
Total
987,144
$ 20,245,586
2,374,668
1,257,711
2,245,502
32,145
15,508,676
3,510,167

Note: As of December 31, 2019, foreign exchange rates of the above currencies to TWD were 1 USD = 29.98 TWD; 1 EUR = 33.59 TWD; 1 AUD = 21.005 TWD; 1 RMB = 4.305 TWD; and 1 HKD = 3.849 TWD, respectively.

234

Financial assets in foreign currencies
Cash and cash equivalents
Financial assets at fair value through
profit or loss
Available-for-sale financial assets
- current
Bonds purchased under resale
agreements
Investments under equity method
Others
Financial liabilities in foreign currencies
Short-term loans
Financial liabilities at fair value
through profit or loss
Bonds sold under repurchase
agreements
Others
December 31,2018 December 31,2018 December 31,2018
USD
350,128
$ 7,249,134
296,304
93,193
2,298,272
257,087
939,879
159,839
6,980,674
1,461,060
EUR
1,378
$ 1,368,025
-
-
-
3,609
-
1,479
1,167,834
-
AUD
2,651
$ 755,860
-
-
-
4,570
-
1
700,087
2,691
RMB
3,237
$ 1,827,805
-
-
-
43,961
-
6,433
819,621
206,660
HKD
433
$ 63,507
-
-
72,792
2,287
-
-
-
1,493
Others
186,763
$ 1,707
-
-
-
-
-
5,137
-
-
Total
544,590
$ 11,266,038
296,304
93,193
2,371,064
311,514
939,879
172,889
9,668,216
1,671,904

Note: As of December 31, 2018, foreign exchange rates of the above currencies to TWD were 1 USD = 30.715 TWD; 1 EUR = 35.200 TWD; 1 AUD = 21.665 TWD; 1 RMB = 4.472 TWD; and 1 HKD = 3.921 TWD, respectively.

235

  • D. The total exchange gain (loss), including realized and unrealized, arising from significant foreign exchange variation on the monetary items held by the Company for the years ended December 31, 2019 and 2018, amounted to $196,750 and $28,872, respectively.

  • 5) Fair value and hierarchy information

  • A. Financial instruments and non-financial instruments not measured at fair value. Except for those listed in the table below, the carrying amounts of the Company’s financial instruments not measured at fair value (including cash and cash equivalents, bonds purchased under resale agreements, margin loans receivable, refinancing guaranty deposits, guaranteed proceeds receivable from refinancing, guaranteed price deposits for security borrowing, security borrowing deposits, customer margin deposit account, notes and accounts receivable, other receivables, short-term loans, commercial paper payable, bonds sold under repurchase agreements, guarantee deposit received from short sales, guaranteed price deposits received from securities borrowers, security borrowing deposits, equity of futures traders, accounts payable, collection for others, and other payables) approximate their fair values. The fair value information of financial instruments measured at fair value is provided in Note 12(5)3.

Non-financial assets
December 31, 2019
Investment property
December 31, 2018
Investment property
Total
665,646
$ 663,672
$
Quoted prices of
the same assets in
active markets
(level 1)
Other significant
observable inputs
(level 2)
Significant
non-observable
inputs(level 3)
-
$ -
$
665,646
$ 663,672
$
-
$ -
$

The fair value of investment property held by the Company was assessed by external valuation experts using comparison approach and income approach, or the fair value can be assessed based on the market price of the area adjacent to the location where the Company’s investment property is located.

  • B. Valuation techniques

  • (A)For financial instruments held for trading purposes which are classified as non-derivative instruments, their fair values are based on their quoted prices in an active market. If there is no quoted market price for reference, a valuation technique will be adopted to measure the fair value. Estimates and assumptions of valuation technique adopted by the Company are in agreement with the information of estimates and assumptions adopted by market users for financial instrument pricing and the said information shall be accessible to the Company. For those classified as derivative instruments, their fair values are based on their market prices if their quoted prices are available from an active market. If quoted market prices in an active market are not available, SWAP and IRS are valued at the discounted cash flow method, and options are valued at the Black-Scholes model.

  • (B) When available-for-sale financial assets have quoted market prices available in an active market, the fair value is determined using the market price.

  • C. Fair value hierarchy of the financial instruments

  • (A) Definitions for the hierarchy classifications of financial instruments measured at fair value

236

  • a. Level 1 Level 1, are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at the measurement date. An active market has to satisfy all the following conditions: a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. The Company’s investments in listed stocks, beneficiary certificates, on-the-run Taiwan central government bonds and derivative instruments with quoted market prices, are deemed as level 1.

  • b. Level 2 Inputs other than quoted market prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Investments of the Company such as off-the-run issue of emerging stock, government bonds, corporate bonds, bank debentures, convertible corporate bonds, currency swaps, interest rate swaps, options, asset swaps, and most derivatives are all classified within level 2. For the years ended December 31, 2019 and 2018, there was no significant transfer of financial instruments between Level 1 and Level 2.

  • c. Level 3 Unobservable inputs for the assets or liability. The fair value of the Company’s investment in unlisted stocks is included in Level 3.

(Blank below)

237

(B)Hierarchy of fair value estimation of financial instruments

Financial instrument items
measured at fair value
Recurring fair value
Non-derivative financial
instruments
Assets
Financial assets at fair value
through profit or loss-current
Stock investments
Bond investments
Others
Financial assets at fair value
through profit or loss
- noncurrent
Stock investments
Bond investments
Financial assets at fair value
through comprehensive
income-noncurrent
Stock investments
Liabilities
Financial liabilities at fair
value through profit or loss
-current
Derivative financial
instruments
Assets
Financial assets at fair value
through profit or loss-current
Liabilities
Financial liabilities at fair
value through profit or loss
- current
December 31,2019
Total
11,988,505
$ 25,159,729
3,562,680
21,180
50,116
157,656
391,227
2,799,187
457,038
Level 1
11,975,770
$ 870,587
3,562,680
-
-
-
391,227
2,798,218
421,322
Level 2
12,735
$ 24,289,142
-
-
50,116
-
-
969
35,716
Level3
-
$ -
-
21,180
-
157,656
-
-
-

238

Financial instrument items
measured at fair value
Recurring fair value
Non-derivative financial
instruments
Assets
Financial assets at fair value
through profit or loss-current
Stock investments
Bond investments
Others
Financial assets at fair value
through comprehensive
income-current
Bond investments
Financial assets at fair value
through profit or loss
- noncurrent
Stock investments
Bond investments
Financial assets at fair value
through comprehensive
income-noncurrent
Stock investments
Liabilities
Financial liabilities at fair
value through profit or loss
-current
Derivative financial
instruments
Assets
Financial assets at fair value
through profit or loss-current
Liabilities
Financial liabilities at fair
value through profit or loss
- current
December 31,2018
Total
1,811,467
$ 18,173,118
4,528,698
296,304
16,445
49,909
146,545
598,457
2,288,727
267,073
Level 1
1,794,143
$ 1,064,491
4,528,698
296,304
-
-
-
598,457
2,285,427
242,383
Level 2
17,324
$ 17,108,627
-
-
-
49,909
-
-
3,300
24,690
Level3
-
$ -
-
-
16,445
-
146,545
-
-
-

239

(C) The following table is the movement of financial assets at Level 3:

Year ended December 31,2019 Year ended December 31,2019 Year ended December 31,2019 Year ended December 31,2019
Financial assets at fair
value through profit or
loss - non-current
Equity investments
Financial assets at fair
value through other
comprehensive income
- non-current
Equity investments
January1 Valuation amount Increased Decreased December
31
Recorded
in profit or
loss
Recorded in
other
comprehensive
income(loss)
Acquired/
Issued
Transfers
into
level 3
Sold/
Settled
Transfers
out from
level 3
16,445
$ 146,545
4,735
$ -
$ -
$ -
11,111
-
Year ended December 31,2018
-
$ -
-
$ -
-
$ -
21,180
$ 157,656
Financial assets at fair
value through profit or
loss - non-current
Equity investments
Financial assets at fair
value through other
comprehensive income
- non-current
Equity investments
January1 Valuation amount Increased Decreased December
31
Recorded
in profit or
loss
Recorded in
other
comprehensive
income(loss)
Acquired/
Issued
Transfers
into
level 3
Sold/
Settled
Transfers
out from
level 3
20,147
$ 134,238
3,702)
($ -
-
$ 12,307
-
$ -
-
$ -
-
$ -
-
$ -
16,445
$ 146,545

(D) The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:

value measurement:
December 31,2019 Fair value Valuation
technique
Significant
unobservable input
Range (weighted
average)
Relationship of inputs
to fair value
Financial assets at fair value
through profit or loss
- non-current
Venture capital shares
Financial assets at fair value
through other comprehensive
income - non-current
Unlisted stocks
21,180
$ 157,656
Net asset
value
Market
approach
Not applicable
Price to earnings
ratio multiple
Discount for lack of
marketability
Not applicable
1.32~1.76
7.93%~9.75%
Not applicable
The higher the
multiple,the higher the
fair value
The higher the
discount for lack of
marketability, the lower
the fair value

240

December 31,2018 Fair value Valuation
technique
Significant
unobservable input
Range (weighted
average)
Relationship of inputs
to fair value
Financial assets at fair value
through profit or loss
- non-current
Venture capital shares
Financial assets at fair value
through other comprehensive
income - non-current
Unlisted stocks
16,445
$ 146,545
Net asset
value
Market
approach
Not applicable
Price to earnings
ratio multiple
Discount for lack of
marketability
Not applicable
1.91~2.05
30%
Not applicable
The higher the
multiple,the higher the
fair value
The higher the
discount for lack of
marketability, the lower
the fair value
  • (E)Valuation process for fair value at Level 3

The parent company’s risk management department is responsible for the verification of fair value categorised in Level 3. The department assesses the independence, reliability, consistency and representativeness of the source information, regularly verifies the valuation models and calibrates the parameters to ensure the valuation process and results are in compliance with IFRSs.

  • (F) For the fair value measurement of Level 3, the sensitivity analysis of the fair value to the reasonable alternative hypothesis shows that the fair value measurement of the financial assets by the Company is reasonable. However, use of different valuation models or assumptions may result in different measurement. The following is the impact to profit or loss or to other comprehensive income from financial assets and liabilities categorised within Level 3 if the inputs used in valuation models have changed up or down by 1%:
December 31,2019 Recognised inprofit or loss Recognised inprofit or loss Recognised in other comprehensive
income
Recognised in other comprehensive
income
Favourable
change
Unfavourable
change
Favourable
change
Unfavourable
change
Financial assets at fair value
through profit or loss -non-current
Venture capital shares
Financial assets at fair value
through other comprehensive
income - non-current
Unlisted stocks
Not applicable
-
Not applicable
-
-
$ 1,577
-
$ 1,577)
(

241

December 31,2018 Recognised inprofit or loss Recognised inprofit or loss Recognised in other comprehensive
income
Recognised in other comprehensive
income
Favourable
change
Unfavourable
change
Favourable
change
Unfavourable
change
Financial assets at fair value
through profit or loss -non-current
Venture capital shares
Financial assets at fair value
through other comprehensive
income - non-current
Unlisted stocks
Not applicable
-
Not applicable
-
-
$ 1,465
-
$ 1,465)
(

6) Capital management

  • A. Objective of capital management

  • (A) The represented capital adequacy ratio basically shall not be lower than 200% in compliance with the warning standard addressed in the “Rules Governing Securities Firms”.

  • (B) The Company includes all risks involved in the investment position as a part of risk management, such as market risk, credit risk, liquidity risk, operating risk, legal risk, and model risk and so on. Each risk management responsive unit should identify, evaluate, monitor and control various risks in order to enable the Company to defend impact from financial market, reflect the current operating strategies and make the investment portfolio applied to business planning and development.

  • B. Capital management policy and procedure

  • In order to secure the long-term and stable development of various businesses and effectively assume risks, the Company manages capital based on the business development, related regulations and financial market environment. Major capital evaluation processes include:

  • (A) Each segment should provide accurate and valid source of information to maintain calculation accuracy of capital adequacy ratio.

  • (B) After the reporting at the 10th of each month, capital adequacy ratio should be computed by the end of every month. If the result is close to the legal standard, every unit will be called to attend a meeting for discussion and strategic planning to ensure that the basic objective of capital adequacy ratio is not less than 200%.

  • (C) Both the risk limits and economic capital of the Company should be agreed by the Board of Directors. The Company should quarterly report details of risk control with disclosure of investment condition in order to assess whether the risk position exceeds the limit and whether the investment direction is in line with the market trend. Within the authorized risk limits, the Company is actively engaged in development of various businesses and continually increases profit, creates company value, and complies with the capital management objective.

The Company calculates and reports the capital adequacy ratio according to “Rules Governing Securities Firms”. As of December 31, 2019 and 2018, the capital adequacy ratios were 378% and 567%, respectively, as required by the regulations..

7) Assets and liabilities of trust accounts

Pursuant to Article 17 of Enforcement Rules of the Trust Enterprise Act, balance sheet, income statement, and property list of trust accounts shall be disclosed in the parent company only financial statements on a semiannual basis.

242

A. Balance sheet of trust accounts

A. Balance sheet of trust accounts
B. Income statement of trust accounts
Trust assets
Bank savings
Structured notes
Stock
Bond
Bonds sold under repurchase
agreements
Fund
Securities lending
Accounts receivable
Total of trust assets
Trust liabilities
Accounts payable
Trust capital
Net income (loss)
Cumulative loss
Total of trust liabilities
Item
Trust income
Interest income
Cash dividends received
Income from stocks lending
Investment gains - realized
Investment gains (losses) - unrealized
Subtotal
Trust expenses
Service fee
Borrowing costs
Remittance fee
Income before income tax
Income tax expense
Net income
17,631
$ 5,780
6,145
7,188
64,616
101,360
227)
(
764)
(
1)
(
100,368
22)
(
100,346
$
8,028
$ 11,334
117,957
556
387,327)
(
249,452)
(
18)
(
4,041)
(
1)
(
253,512)
(
5)
(
253,517)
($

B. Income statement of trust accounts

243

C. Property list of trust accounts

C. Property list of trust accounts
Item
Bank savings
Structured notes
Funds
Bond
Stock
Bonds sold under repurchase
agreements
Securities lending
Others
Total
December 31,2019
283,288
$ 347,256
3,270,575
402,246
115,006
135,196
71,047
74,063
4,698,677
$
December 31,2018
179,211
$ 380,552
2,019,812
252,251
-
187,279
164,989
29,429
3,213,523
$

(Blank)

244

13. OTHER DISCLOSURE ITEMS

1) Information about significant transactions

  • A. Lending to others: Excluding security margin trading and conditional bond trading business, there is no lending of funds to either the shareholders or other parties.

  • B. Endorsements and guarantees for others None.

  • C. Acquisitions of real estate exceeding $300,000 or 20 percent of contributed capital None.

  • D. Disposals of real estate exceeding $300,000 or 20 percent of contributed capital None.

  • E. Purchases or sales transactions discount on brokers’ charges with related parties in excess of $5,000 None.

  • F. Receivables from related parties exceeding $100,000 or 20 percent of contributed capital None.

  • G. Significant transactions between parent company and subsidiaries are provided in Note 7.

245

2) Related information of investee companies

A. Related information of investee companies

Name of the
investor
Name of the
investee
company
Location Date of
registration
Reference number
and the date of
approval letter
issued byFSC
Major
operating
activities
Balance on
December 31,
2019
Original in
Balance on
December 31,
2018
vestment
EndingBalance EndingBalance Revenue of
investee company
Net income
(loss) of investee
company
Investment
income (loss)
recognised by
the Company
Cash
dividends
Notes
Shares
63,817,303
30,000,000
10,000,000
67,746,000
14,904,630
1,000,000
Percentage
96.69%
100.00%
5.19%
100.00%
42.46%
100.00%
Book vlaue
President
Securities
Corp.
President
Futures Corp.
President
Capital
Management
Corp.
President
Securities
(HK) Ltd.
President
Securities
(BVI) Ltd.


Uni-President
Asset
Management
Corp.
President
Insurance
Agency Corp.
Taipei
Taipei
Hong Kong
British Virgin
Islands
Taipei
Taipei
1994.03.01
1997.04.15
1994.07.26
1998.02.26
2000.08.18
2008.04.29
1994.03.01 Jing-
Tou-Shen (83)
Gong-Shang Letter
No.1114 (Note 1)
1997.02.25 (86)
Tai-Cai-Zheng (2)
Letter No.17769
1993.11.4 (82) Tai-
Cai-Zheng (2)
Letter No.40913
1997.10.27 (86)
Tai-Cai-Zheng (2)
Letter No.04840
2000.07.19 (89)
Tai-Cai-Zheng (2)
Letter No.56407
(Note2)
Futures brokerage
Securities
investment
consulting
Securities dealer,
brokerage,
underwriting and
consulting
Securities
investment and
holding company
Investment Trust
Insurance Agent
644,650
$ 326,000
34,030
2,264,573
667,622
10,000
644,650
$ 200,000
34,030
2,264,573
667,622
10,000
1,924,380
$ 322,208
72,935
2,301,733
578,382
28,561
710,925
$ 57,196
181,778
-
831,987
56,654
160,258
$ 1,392
29,218
52,125
251,386
9,294
154,963
$ 1,435
1,516
52,125
106,930
9,298
146,142
$ -
-
-
93,631
12,644
Subsidiary of
the Company
Subsidiary of
the Company
Subsidiary of
the Company
Subsidiary of
the Company
Associates
Subsidiary of
the Company

246

Name of the
investor
Name of the
investee
company
Location
Date of
registration
Reference number
and the date of
approval letter
issued byFSC
Major
operating
activities
President
Securities
Corp.
PSC Venture
Capital
Investment
Limited
Company
Taipei
2013.10.29
2013.08.08 Jing-
Guan-Zheng-Chuan
Letter
No.1020028529
Consultation of
investment
management and
venture capital;
other unprohibited
or unrestricted
businesses
beyond the permit
President
Insurance
Agency Corp.
Uni-President
Asset
Management
Corp.
Taipei
2000.08.18
2000.07.19 (89)
Tai-Cai-Zheng (2)
Letter No.56407
Investment Trust
President
Securities
(BVI) Ltd.
President
Securities
(HK) Ltd.
Hong Kong
1994.07.26
1993.11.4 (82) Tai-
Cai-Zheng (2)
Letter No.40913
Securities dealer,
brokerage,
underwriting and
consulting
President
Wealth
Management
(HK) Ltd.
Hong Kong
2002.03.31
2001.12.11 (90)
Tai-Cai-Zheng (2)
Letter No.166728
Wealth
management
President
Securities
(Nominee)
Ltd.
Hong Kong
1999.08.06
1997.10.27 (86)
Tai-Cai-Zheng (2)
Letter No.04840
Nominee Service
Balance on
December 31,
2018
Balance on
December 31,
2017
Shares
Percentage
300,000
300,000
30,000,000
100.00%
478
478
12,000
0.03%
814,705
814,705
182,600,000
94.81%
92,091
92,091
23,400,000
100.00%
3,403
3,403
1,000,000
100.00%
Original investment
EndingBalance
Book vlaue Revenue of
investee company
Net income
(loss) of investee
company
Investment
income (loss)
recognised by
the Company
Cash
dividends
Notes
248,549
471
1,332,349
58,319
1,826
6,113
831,987
181,778
-
-
3,474
251,386
29,218
703
77)
(
3,477
86
27,702
703
77)
(
-
Subsidiary of
the Company
75
Associates
-
Subsidiary of
the Company
-
Indirect subsidiary
of the Company
-
Indirect subsidiary
of the Company

Note1 As FSC was established in July, 2004, President Futures Corp. was apporved by the Investment Commission, Ministry of Economic Affairs. Note2 When securities corporations invest in domestic business within FSC's limitation, there is no need to obtain the approval from FSC in advance, according to Tai-Cai-Zheng (2) Letter No.0930000005. Therefore, there was no reference numbers for President Personal Insurance Agency Co., Ltd. and President Insurance Agency Corp.

B. Lending to others: Excluding security margin trading and conditional bond trading business, there is no lending of funds to either the shareholders or other parties.

247

  • C. Endorsements and guarantees for others None.

  • D. Acquisitions of real estate exceeding $300 million or 20 percent of contributed capital None.

  • E. Disposals of real estate exceeding $300 million or 20 percent of contributed capital None.

  • F. Purchases or sales transactions discount on brokers’ charges with related parties in excess of $5,000,000 None.

  • G. Receivables from related parties exceeding $100 million or 20 percent of contributed capital None.

  • H. Accordance with Jing-Guan-Zheng-Quan-Zi Letter No. 10300375782, the Company is required to disclose details of businesses run by foreign enterprises that were incorporated in the countries identified as non-signatories to the IOSCO MMoU or have not obtained securities or futures license of signatories to the IOSCO MMoU

  • a) Securities held as of December 31, 2019 of President Securities (BVI) Ltd

Securities types and name Type Number of
shares
Carryingvalue Carryingvalue Carryingvalue Expressed in U.S. Dollars
Fair vaule
Expressed in U.S. Dollars
Fair vaule
Expressed in U.S. Dollars
Fair vaule
Unit price
0.243
$ 0.083
0.061
Amount Unitprice Amount
Investments in associates STOCK
STOCK
STOCK
182,600,000
23,400,000
1,000,000
44,441,252
$ 1,945,270
60,913
46,447,435
$
0.243
$ 0.083
0.061
44,441,252
$ 1,945,270
60,913
46,447,435
$
President Securities (HK) Ltd.
President Wealth Management (HK) Ltd.
President Securities (Nominee) Ltd.
Total
  • b) Derivative financial instrument transactions and the source of capital of President Securities (BVI) Ltd.: None.

  • c) Revenue from engagement in cosultation on assets management business, service contents and litigation None.

248

d) Balance sheets

PRESIDENT SECURITIES (BVI) LTD. BALANCE SHEETS DECEMBER 31, 2019 AND 2018

Assets December 31,2019 December 31,2019 December 31,2019 December 31,2018 December 31,2018 December 31,2018 Liabilities and shareholders’equity December 31, December 31, Expressed in U.S.
2019
December 31,
Expressed in U.S.
2019
December 31,
Expressed in U.S.
2019
December 31,
Expressed in U.S.
2019
December 31,
dollars
2018
Amount % Amount % Amount % Amount %
Current assets
Cash and cash equivalents
Financial assets at fair
value through profit or
loss - current
Other receivables
Total current assets
Investment in associates
Total assets
30,135,890
$ -
195,869
30,331,759
46,447,436
76,779,195
$
39
-
1
40
60
100
25,277,023
$ 4,090,016
194,910
29,561,949
45,267,338
74,829,287
$
34
6
-

40
60
100
Current liabilties
Other payables
Total liabilities
Shareholders’equity
Share capital
Capital reserve
Retained earnings
Retained earnings
Other equity
Exchange differences on translation
of foreign financial statements
Total shareholders’ equity
Total liabilities and shareholders’ equity
3,565
$ 3,565
67,746,000
757,813
7,702,523
569,294
76,775,630
76,779,195
$
-
-
88
1
-
-
89
100
3,563
$ 3,563
67,746,000
757,813
6,016,267
305,644
74,825,724
74,829,287
$
-
-
91
1
8
-
100
100

249

PRESIDENT WEALTH MANAGEMENT (HK) LTD. BALANCE SHEETS DECEMBER 31, 2019 AND 2018

Assets December 31,2019 December 31,2019 December 31,2019 December 31,2018 December 31,2018 December 31,2018 Liabilities and shareholders’equity December 31, December 31, 2019 Expressed in HK dollar
December 31,2018
Expressed in HK dollar
December 31,2018
Expressed in HK dollar
December 31,2018
Amount % Amount % Amount % Amount %
Current assets
Cash and cash equivalents
Other receivables
Total current assets
Total assets
15,116,479
$ 55,378
15,171,857
15,171,857
$
100
-
100
100
14,943,066
$ 50,492
14,993,558
14,993,558
$
100
-
100
100
Current liabilities
Other payables
Total liabilities
Shareholders’ equity
Share capital
Retained earnings
(accumulated deficit)
Total shareholders’ equity
Total liabilities and shareholders’ equity
20,075
$ 20,075
23,400,000
8,248,218)
(
15,151,782
15,171,857
$
-
-
154
54)
(
100
100
20,075
$ 20,075
23,400,000
8,426,517)
(
14,973,483
14,993,558
$
-
-
156
56)
(
100
100

250

PRESIDENT SECURITIES (NOMINEE) LTD. BALANCE SHEETS DECEMBER 31, 2019 AND 2018

Assets December 31,2019 December 31,2019 December 31,2019 December 31,2018 December 31,2018 December 31,2018 Liabilities and shareholders’equity December 31, December 31, 2019 Expressed in HK dollar
December 31,2018
Expressed in HK dollar
December 31,2018
Expressed in HK dollar
December 31,2018
Amount % Amount % Amount % Amount %
Current assets
Cash and cash equivalents
Other receivables
Total current assets
Total assets
491,537
$ 109
491,646
491,646
$
100
-
100
100
509,539
$ 1,516
511,055
511,055
$
100
-

100
100
Current liabilities
Other payables
Total liabilities
Shareholders’ equity
Share capital
Retained earnings
(accumulated deficit)
Total shareholders’ equity
Total liabilities and shareholders’ equity
17,190
$ 17,190
1,000,000
525,544)
(
474,456
491,646
$
4
4
203
107)
(
96
100
17,190
$ 17,190
1,000,000
506,135)
(
493,865
511,055
$
3
3
196
99)
(
97
100

251

e) Statements of comprehensive income

PRESIDENT SECURITIES (BVI) LTD. STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018

Expressed in U.S. dollars Expressed in U.S. dollars Expressed in U.S. dollars
December 31,2019 December 31,2018
Accounts Amount % Amount %
Expenditures
Employee benefits ($ 49,953)
( 3)
($ 49,965)
( 3)
Other operating expenses ( 18,574)
( 1)
( 18,427)
( 1)
Total expenditures and expenses ( 68,527)
( 4)
( 68,392)
( 4)
Non-operating gains and losses
Share of the profit or loss of associates and joint
ventures accounted for using the equity method 916,448 54 1,174,066 67
Other gains and losses 838,335 50 650,116 37
Total non-operating gains and losses 1,754,783 104 1,824,182 104
Profit before tax 1,686,256 100 1,755,790 100
Income tax expense - - - -
Net income $ 1,686,256 100 $ 1,755,790 100

252

PRESIDENT WEALTH MANAGEMENT (HK) LTD STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018

Expressed Expressed in HK dollars
December 31,2019 December 31,2018
Accounts Amount % Amount %
Expenditures
Other operating expenses ($ 43,730) ( 25)
($ 41,570) ( 30)
Total expenditures and expenses ( 43,730)
( 25)
( 41,570)
( 30)
Non-operating gains and losses
Other gains and losses 222,028 125 179,886 130
Profit before tax 178,298 100 138,316 100
Income tax expense - - - -
Net income $ 178,298 100 $ 138,316 100

253

PRESIDENT SECURITIES (NOMINEE) LTD. STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018

Expressed in HK dollars
December 31,2019 December 31,2018
Accounts Amount % Amount %
Expenditures
Other operating expenses ($ 25,071) 129 ($ 24,590) 128
Total expenditures and expenses ( 25,071) 129 ( 24,590) 128
Non-operating gains and losses
Other gains and losses 5,662 ( 29)
5,447
(
28)
Profit (loss) before tax ( 19,409) 100 ( 19,143) 100
Income tax expense - - - -
Net income (loss) ($ 19,409) 100 ($ 19,143) 100

f) Transactions between related parties and foreign business None.

3) Information of overseas branches and representative office

Overseas branches
and representative
office
Nationality Date of
registration
Reference number and the
date of approval letter
given by Securities and
Futures Bureau of FSC
Main business
activities
Operating
income
(Loss) profit
before tax
(Note 1)
Assignment of workingcapital Assignment of workingcapital Assignment of workingcapital Assignment of workingcapital Material
transaction
account with
head office
Note
Balance on
January 1,
2019
Increase of
working
capital
Deduction of
working
capital
Balance on
December 31,
2019
Representative
office of President
Securities Corp.
in Xiamen
Xiamen 2008.08.22 2008.01.21 Jing-Guan-
Zheng-Chuan Letter
No.0960073542
Non-operating
activities of
securities
business
consultation,
contact, and
market survey
- ($ 6,799) - - - - - -

Note 1: Operating expenses generated by the representative office.

4) Disclosure of investment in Mainland China Not applicable

254

PRESIDENT SECURITIES CORPORATION AND

SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS AND

REPORT OF INDEPENDENT ACCOUNTANTS DECEMBER 31, 2019 AND 2018


For the convenience of readers and for information purpose only, the auditors’ report and the accompanying financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. In the event of any discrepancy between the English version and the original Chinese version or any differences in the interpretation of the two versions, the Chinese-language auditors’ report and financial statements shall prevail.

255

REPORT OF INDEPENDENT ACCOUNTANTS TRANSLATED FROM CHINESE

PWCR19003670

To the Board of Directors and Shareholders of President Securities Corporation

Opinion

We have audited the accompanying consolidated balance sheets of President Securities Corporation and subsidiaries as at December 31, 2019 and 2018, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for the years then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of President Securities Corporation and subsidiaries as at December 31, 2019 and 2018, and its consolidated financial performance and its consolidated cash flows for the years then ended in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Firms”, and “Regulations Governing the Preparation of Financial Reports by Futures Commission Merchants” , and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission.

Basis for opinion

We conducted our audits in accordance with the “Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountants” and generally accepted auditing standards in the Republic of China (ROC GAAS). Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of President Securities Corporation and subsidiaries in accordance with the Code of Professional Ethics for Certified Public Accountants in the Republic of China (the “Code”), and we have fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

256

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated financial statements for the year ended December 31, 2019. These matters were addressed in the context of our audit of the consolidated financial statements as a whole and, in forming our opinion thereon, we do not provide a separate opinion on these matters.

The key audit matters of the consolidated financial statements for the year ended December 31, 2019 are as follows:

Fair value measurement of unlisted stocks without active market

Description

Please refer to Note 4(8) for the accounting policies on unlisted stocks without active market (shown as “financial assets at fair value through other comprehensive income”) and Note 5(2) for details of critical accounting judgements, estimates and assumption uncertainty. As at December 31, 2019, the unlisted stocks without active market held by the President Securities Corporation and subsidiaries totalled $591,596 thousand and were shown as “financial assets at fair value through other comprehensive income” (Level 3 fair value).

Due to the lack of an active market, the fair value of the unlisted stocks held by the President Securities Corporation and subsidiaries was determined using valuation method. Management measured their fair value by using comparable listed companies in the market approach. The main assumption of the market approach is calculation based on the latest published price-to-book ratio of comparable listed companies in similar industries, and considering discounts on market liquidity or risk particularity.

Above-mentioned estimation of fair value involves various assumptions and material unobservable inputs, which has high uncertainty and relies on the subjective judgement of management. Any changes in judgements and estimates may affect the ultimate result of accounting estimates and have an impact on the financial statements of the President Securities Corporation and subsidiaries. Thus, we have included the fair value measurement of unlisted stocks without active market as a key audit matter in our audit.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

  1. Obtained an understanding and assessed policy documents, internal control system, fair value

257

measurement models and approval processes that are related to fair value measurement of unlisted stocks;

  1. Ascertained whether the measurement methods used by the management are commonly used by the industry;

  2. Assessed the reasonableness of parameter of similar companies used by management;

  3. Examined inputs and calculation formulas used in valuation models and agreed such data to supporting documents.

Impairment assessment of investments accounted for under equity method

Description

Please refer to Note 4(14) for accounting policies on investments accounted for under equity method and its impairment, Note 5(2) for the uncertainty of accounting estimates and assumptions applied on asset impairment, and Note 6(12) for details of investments accounted for under equity method.

President Securities Corporation and subsidiaries held 42.49% of equity of Uni-President Asset Management Corp. which was accounted for under equity method. As of December 31, 2019, the amount was $578,853 thousand. Impairment assessment is based on the expected future cash flow of the investee, discounted at an appropriate discount rate, to measure the recoverable amount of the cash generating unit.

The recoverable amount of the investee is based on its expected future cash flows which involve multiple estimates and assumptions on discount rate and financial forecast. These are subjective judgements, have a high degree of uncertainties, and are material to the recoverable amount. Thus, we consider the impairment assessment of investments accounted for under equity method as a key audit matter.

How our audit addressed the matter

We performed the following audit procedures on the above key audit matter:

  1. Obtained the impairment assessment report prepared by an external valuation expert who was commissioned by the management;

  2. Assessed the reasonableness of expected future cash flows, discount rate and other significant assumptions applied in the cash flow model;

  3. Inspected valuation model parameters, formula setting and the accuracy of calculation.

258

Other matter – Parent company only financial reports

We have audited and expressed an unmodified opinion on the parent company only financial statements of President Securities Corporation, as at and for the years ended December 31, 2019 and 2018.

Responsibilities of management and those charged with governance for the consolidated financial statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with the “Regulations Governing the Preparation of Financial Reports by Securities Firms”, “Regulations Governing the Preparation of Financial Reports by Futures Commission Merchants”, and the International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the Financial Supervisory Commission, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statement that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible for assessing President Securities Corporation and subsidiaries’ ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate President Securities Corporation and subsidiaries or to cease operations, or has no realistic alternative but to do so.

Those charged with governance, including audit committee, are responsible for overseeing President Securities Corporation and subsidiaries’ financial reporting process.

Auditor’s responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ROC GAAS will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

259

As part of an audit in accordance with ROC GAAS, we exercise professional judgement and maintain professional skepticism throughout the audit. We also:

  1. Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  2. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of President Securities Corporation and subsidiaries’ internal control.

  3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

  4. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on President Securities Corporation and subsidiaries’ ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause President Securities Corporation and subsidiaries to cease to continue as a going concern.

  5. Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

  6. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within President Securities Corporation and subsidiaries to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

260

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the year ended December 31, 2019 and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Lin, Se-Kai

Independent Accountants

Hsiao, Chin-Mu

For and on behalf of PricewaterhouseCoopers, Taiwan March 26, 2020

------------------------------------------------------------------------------------------------------------------------------------------------The accompanying consolidated financial statements are not intended to present the financial position and financial performance and cash flows in accordance with accounting principles generally accepted in countries and jurisdictions other than the Republic of China. The standards, procedures and practices in the Republic of China governing the audit of such financial statements may differ from those generally accepted in countries and jurisdictions other than the Republic of China. Accordingly, the accompanying consolidated financial statements and report of independent accountants are not intended for use by those who are not informed about the accounting principles or auditing standards generally accepted in the Republic of China, and their applications in practice.

As the financial statements are the responsibility of the management, PricewaterhouseCoopers cannot accept any liability for the use of, or reliance on, the English translation or for any errors or misunderstandings that may derive from the translation.

261

PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS

(Expressed in thousands of New Taiwan dollars)

Assets Notes
6(1)
6(2)
6(3)
6(4)
6(5)
6(6)
6(7)
6(8)
6(9)
6(2)
6(3)
6(12)
6(13)
6(14)
6(16)
6(17)
6(48)
6(18)
December 31, 2019
AMOUNT
%
$
6,520,146
7
44,512,465
46
-
-
-
-
10,024,189
10
102,545
-
88,759
-
517,809
1
13,735,712
14
101,043
-
543,171
1
697
-
12,184,588
13
22,557
-
105,548
-
1,048
-
1,621,697
2
90,081,974
94
71,296
-
591,596
1
578,853
1
2,443,964
3
221,669
-
272,603
-
129,160
-
135,265
-
1,228,020
1
5,672,426
6
$
95,754,400
100
December 31, 2018 December 31, 2018
AMOUNT
$
6,520,146
44,512,465
-
-
10,024,189
102,545
88,759
517,809
13,735,712
101,043
543,171
697
12,184,588
22,557
105,548
1,048
1,621,697
90,081,974
71,296
591,596
578,853
2,443,964
221,669
272,603
129,160
135,265
1,228,020
5,672,426
$
95,754,400
AMOUNT
$
5,932,669
27,680,473
296,304
93,193
8,020,488
4,402
8,387
-
11,591,302
78,316
785,431
1,185
8,726,852
19,116
31,973
5,542
1,640,223
64,915,856
66,354
604,579
569,693
2,442,370
-
274,703
124,210
125,448
1,258,060
5,465,417
$
70,381,273
%
110000 Current assets
111100
Cash and cash equivalents
112000
Financial assets at fair value through
profit or loss - current
113200
Financial assets at fair value through
other comprehensive income - current
114010
Bonds purchased under resale
agreements
114030
Margin loans receivable
114040
Refinancing security deposits
114050
Receivables from refinance guaranty
114060
Receivable of securities business
money lending
114070
Customer margin account
114090
Receivables from security lending
114100
Security lending deposits
114110
Notes receivable
114130
Accounts receivable
114150
Prepayments
114170
Other receivables
114600
Current tax assets
119000
Other current assets
110000
Total current assets
120000 Noncurrent assets
122000
Financial assets at fair value through
profit or loss - noncurrent
123200
Financial assets at fair value through
other comprehensive income -
noncurrent
124100
Investments accounted for under
equity method
125000
Property and equipment, net
125800
Right-of-use assets
126000
Investment property
127000
Intangible assets
128000
Deferred tax assets
129000
Other assets - noncurrent
120000
Total noncurrent assets
906001
Total Assets
9
39
1
-
11
-
-
-
17
-
1
-
12
-
-
-
2
92
-
1
1
4
-
-
-
-
2
8
100

(Continued)

262

PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS

(Expressed in thousands of New Taiwan dollars)

Liabilities and Equity Notes
6(19)
6(20)
6(21)
6(22)
6(6)
6(23)
6(24)
6(25)
6(48)
6(26)
6(28)
6(28)
December 31, 2019
AMOUNT
%
$
2,964,959
3
9,596,704
10
848,628
1
20,956,256
22
1,558,717
2
1,888,832
2
56,004
-
13,713,667
14
633
-
12,456,602
13
2,373
-
378,293
-
1,347,681
2
2,743,866
3
203,745
-
82,407
-
21,893
-
68,821,260
72
4,180
-
134,780
-
12,894
-
15,514
-
167,368
-
68,988,628
72
13,723,900
14
91,261
-
2,876,769
3
7,130,830
7
2,355,105
3
521,815
1
26,699,680
28
66,092
-
26,765,772
28
$
95,754,400
100
December 31, 2018 December 31, 2018
AMOUNT
$
2,964,959
9,596,704
848,628
20,956,256
1,558,717
1,888,832
56,004
13,713,667
633
12,456,602
2,373
378,293
1,347,681
2,743,866
203,745
82,407
21,893
68,821,260
4,180
134,780
12,894
15,514
167,368
68,988,628
13,723,900
91,261
2,876,769
7,130,830
2,355,105
521,815
26,699,680
66,092
26,765,772
$
95,754,400
AMOUNT
$
939,879
-
866,097
15,066,599
1,767,269
2,007,202
621
11,574,634
-
8,289,115
975
362,578
916,900
2,687,009
136,729
-
21,281
44,636,888
-
-
16,073
15,865
31,938
44,668,826
13,904,281
142,702
2,755,737
6,945,453
1,278,472
619,340
25,645,985
66,462
25,712,447
$
70,381,273
%
210000 Current liabilities
211100
Short-term loans
211200
Commercial papers payable
212000
Financial liabilities at fair value
through profit or loss - current
214010
Bonds sold under repurchase
agreements
214040
Deposits on short sales
214050
Short sale proceeds payable
214070
Guarantee deposit received on
borrowed securities
214080
Futures traders' equity
214090
Equity for each customer in the
account
214130
Accounts payable
214150
Advance receipts
214160
Collections on behalf of third parties
214170
Other payables
214200
Other financial liabilities - current
214600
Current tax liability
216000
Current lease liabilities
219000
Other current liabilities
210000
Total current liabilities
220000 Noncurrent liabilities
225100
Non-current provisions
226000
Non-current lease liabilities
228000
Deferred tax liability
229000
Other liabilities-noncurrent
220000
Total noncurrent liabilities
906003
Total Liabilities
300000 Equity attributable to owners of the
parent company
301000 Capital
301010
Common stock
302000 Capital reserve
304000 Retained earnings
304010
Legal reserve
304020
Special reserve
304040
Unappropriated earnings
305000
Other equity interest
300000
Total
306000
Non-controlling interests
906004
Total Equity
906002
Total liabilities and equity
1
-
1
21
3
3
-
16
-
12
-
1
1
4
-
-
-
63
-
-
-
-
-
63
20
-
4
10
2
1
37
-
37
100

The accompanying notes are an integral part of these consolidated financial statements.

263

PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Expressed in thousands of New Taiwan dollars)

Items Yearsended December 31
2019
2018
Notes
AMOUNT
%
AMOUNT
%
6(30)
$
2,236,426
31
$
2,551,963
44
6(31)
62,811
1
53,228
1
22,192
-
18,665
-
6(32)
2,827,800
40
255,087
4
75,766
1
74,814
1
6(33)
1,206,807
17
1,308,644
23
312,919
4
209,781
4
6(34)
741,327
10 (
352,009) (
6)
6(35)
37,413
1
27,788
1
6(36)
(
21,418 )
-
22,067
-
6(37)
15,309
- (
24,289)
-
(
2,377 )
-
-
-
6(38)
93,864
1
1,060,385
18
6(39)
(
892,686 ) (
12)
396,874
7
6(40)
(
6,497 )
- (
63,261) (
1)
6(41)
432,741
6
234,539
4
7,142,397
100
5,774,276
100
6(42)
(
534,451 ) (
8) (
512,618) (
9)
6(43)
(
531,821 ) (
7) (
414,308) (
7)
(
84,424 ) (
1) (
83,305) (
1)
(
94,747 ) (
1) (
119,731) (
2)
(
39 )
- (
46)
-
6(44)
(
2,394,137 ) (
34) (
2,155,691) (
37)
6(45)
(
205,625 ) (
3) (
93,698) (
2)
6(46)
(
1,235,351 ) (
17) (
1,373,736) (
24)
(
5,080,595 ) (
71) (
4,753,133) (
82)
400000Revenues
401000
Brokerage handling fee revenue
404000
Revenues from underwriting
business
406000
Gain on wealth management
410000
Gain on sale of operating
securities
421100
Revenue from providing agency
service for stock affairs
421200
Interest income
421300
Dividend income
421500
Valuation gain (loss) on
operating securities at fair value
through profit or loss
421600
Gain on covering of borrowed
securities and bonds with resale
agreements-short sales
421610
Valuation (loss) gain on
borrowed securities and bonds
with resale agreements-short
sales at fair value through profit
or loss
421750
Realized gain (loss) on financial
assets measured at fair value
through other comprehensive
income - bonds
422000
Loss on issuance of ETNs
422200
Gain from issuance of call (put)
warrants
424400
(Loss) gain from derivatives
425300
Impairment gain and reversal of
impairment loss
428000
Other operating income
Total revenues
500000Expenses
501000/
502000/
503000
Handling charges
521200
Interest expenses
524100
Futures commission expense
524300
Expense of clearing and
settlement
528000
Other operating expenditure
531000
Employee benefits expense
532000
Depreciation and amortization
533000
Other operating expenses
Total expenditures and
expenses

(Continued)

264

PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Expressed in thousands of New Taiwan dollars)

Items Years ended December 31
2019
2018
Notes
AMOUNT
%
AMOUNT
$
2,061,802
29
$
1,021,143
6(12)
107,016
2
101,586
6(47)
388,990
5
314,158
2,557,808
36
1,436,887
6(48)
(
183,973 ) (
3) (
219,254) (
$
2,373,835
33
$
1,217,633
( $
30,217 )
-
$
9,671
(
12,983 )
-
37,273
(
4,150 )
-
4,915
6,044
-
10,990
(
77,467 ) (
1)
85,342
(
5,523 )
- (
2,223)
( $
124,296 ) (
1) $
145,968
$
2,249,539
32
$
1,363,601
$
2,368,536
33
$
1,210,323
$
5,299
-
$
7,310
$
2,244,912
32
$
1,355,594
$
4,627
-
$
8,007
6(49)
$
1.72
$
$
1.72
$
Years ended December 31 Years ended December 31 %
18
2
5
25

4)
21
-
1
-
-
2

-
3
24
21
-
24
-
0.87
0.87
2019 2018
AMOUNT
$
1,021,143
101,586
314,158
1,436,887

219,254) (
$
1,217,633
$
9,671
37,273
4,915
10,990

85,342

2,223)
$
145,968
$
1,363,601
$
1,210,323
$
7,310
$
1,355,594
$
8,007
$
Operating profit
601000
Share of the profit or loss of
associates and joint ventures
accounted for under the equity
method
602000
Other gains and losses
902001Profit before tax
701000
Income tax expense
902005Net income
Other comprehensive income
Components of other
comprehensive income that will
not be reclassified to profit or
loss
805510
Remeasurements of defined
benefit plans
805540
Unrealized (loss) gain from
investments in equity
instruments at fair value through
other comprehensive income
805550
Other comprehensive gain of
associates and joint ventures
accounted for under equity
method
805599
Income tax benefit relating to
components of other
comprehensive income
Items may be reclassified to
profit of loss subsequently
805610
Translation (loss) gain on the
financial statements of foreign
operating entities
805615
Unrealized loss from
investments in debt instruments
at fair value through other
comprehensive income
805000
Current other comprehensive
(loss) income (post-tax)
902006Total current comprehensive
income
Income attributable to:
913100
Parent company
913200
Non-controlling interest
Current comprehensive income
attributable to:
914100
Parent company
914200
Non-controlling interests
Earnings per share
975000
Basic earnings per share (in
dollars)
985000
Diluted earnings per share (in
dollars)
$

The accompanying notes are an integral part of these consolidated financial statements.

265

PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(Expressed in thousands of New Taiwan dollars)

For the year ended December 31, 2018
Balance at January 1, 2018
Effects of retrospective application and
retrospective restatement
Balance at January 1, 2018 after
adjustments
Net income for the year ended December
31, 2018
Other comprehensive income for the year
ended December 31, 2018
Total comprehensive income
Appropriations of 2017 earnings:
Legal reserve
Special reserve
Cash dividends
Changes in non-controlling interests
Balance at December 31, 2018
For the year ended December 31, 2019
Balance at January 1, 2019
Net income for the year ended December
31, 2019
Other comprehensive loss for the year
ended December 31, 2019
Total comprehensive income (loss)
Appropriations of 2018 earnings:
Legal reserve
Special reserve
Cash dividends
Purchase of treasury shares
Retirement of treasury share
Changes in non-controlling interests
Balance at December 31, 2019
Notes Equityattributablet o owners of the parent Non-controlling
interests
Non-controlling
interests
Total equity
Common stock Capital reserve Retained earnings Other equityinterest Treasuryshares Total
Legal reserve Special reserve Unappropriated
earnings


s
Translation gain and
loss on the financial
tatements of foreign
operatingentities
Unrealized gain or
loss on financial
assets measured at
fair value through
other comprehensive
income
Unrealized gain or
loss on financial
instruments

6(28)
6(29)

6(28)
6(28)
6(29)
6(28)
6(28)
$
13,904,281
-
13,904,281
-
-
-
-
-
-
-
$
13,904,281
$
13,904,281
-
-
-
-
-
-
-
(
180,381 )
-
$
13,723,900
$ 142,702
-
142,702
-
-
-
-
-
-
-
$ 142,702
$ 142,702
-
-
-
-
-
-
-
(
51,441 )
-
$
91,261
$
2,503,765
-
2,503,765
-
-
-
251,972
-
-
-
$
2,755,737
$
2,755,737
-
-
-
121,032
-
-
-
-
-
$
2,876,769
$
6,373,559
-
6,373,559
-
-
-
-
571,894
-
-
$
6,945,453
$
6,945,453
-
-
-
-
185,377
-
-
-
-
$
7,130,830
$ 2,519,721
17,538
2,537,259
1,210,323
23,270
1,233,593
(
251,972 )
(
571,894 )
(
1,668,514 )
-
$ 1,278,472
$ 1,278,472
2,368,536
(
26,099 )
2,342,437
(
121,032 )
(
185,377 )
(
959,395 )
-
-
-
$ 2,355,105




($
66,091 )
-
(
66,091 )
-
85,342
85,342
-
-
-
-
$
19,251
$
19,251
-
(
77,467 )
(
77,467 )
-
-
-
-
-
-
($
58,216 )
$
-
563,430
563,430
-
36,659
36,659
-
-
-
-
$
600,089
$
600,089
-
(
20,058 )
(
20,058 )
-
-
-
-
-
-
$
580,031
$
7,717
(
7,717 )
-
-
-
-
-
-
-
-
$
-
$
-
-
-
-
-
-
-
-
-
-
$
-
$
-
-
-
-
-
-
-
-
-
$
-
$
-
-
-
-
-
-
-
(
231,822 )
231,822
-
$
-
$
25,385,654
573,251
25,958,905
1,210,323
145,271
1,355,594
-
-
(
1,668,514 )
-
$
25,645,985
$
25,645,985
2,368,536
(
123,624 )
2,244,912
-
-
(
959,395 )
(
231,822 )
-
-
$
26,699,680









$
49,308
13,293
62,601
7,310
697
8,007
-
-
-
(
4,146 )
$
66,462
$
66,462
5,299
(
672 )
4,627
-
-
-
-
-
(
4,997 )
$
66,092









$
25,434,962
586,544
26,021,506
1,217,633
145,968
1,363,601
-
-
(
1,668,514 )
(
4,146 )
$
25,712,447
$
25,712,447
2,373,835
(
124,296 )
2,249,539
-
-
(
959,395 )
(
231,822 )
-
(
4,997 )
$
26,765,772

The accompanying notes are an integral part of these consolidated financial statements.

266

PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in thousands of New Taiwan dollars)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax
Adjustments
Income and expenses having no effect on cash flows
Depreciation

Amortization

Impairment gain and reversal of impairment loss

(Gain) loss on valuation of trading securities

Loss (gain) on valuation of borrowed securities and bonds
with resale agreements

Financial expense

Interest income (include financial income)

Dividend income
Share of the profit of associates and joint ventures accounted
for under the equity method

Loss on disposal of property and equipment

(Gain) loss on valuation of non-operating financial instrument
Gain from lease modification
Changes in assets/liabilities relating to operating activities
Changes in operating assets
Financial assets at fair value through profit or loss
Financial assets at fair value through other comprehensive
income - current
Bonds purchased under resale agreements
Margin loans receivable
Refinancing security deposits
Receivables from refinance guaranty
Receivable of securities business money lending
Customer margin account
Receivables from security lending
Security lending deposits
Notes receivable
Accounts receivable
Prepayments
Other receivables
Other current assets
Net changes in liabilities relating to operating activities
Bonds sold under repurchase agreements
Financial liabilities at fair value through profit or loss -
current
Deposits on short sales
Short sale proceeds payable
Guarantee deposit received on borrowed securities
Futures traders’ equity
Equity for each customer in the account
Accounts payable
Advance receipts
Collections on behalf of third parties
Other payables
Other financial liabilities - current
Other current liabilities
Years ended December 31
Notes
2019
2018
$
2,557,808 $
1,436,887
6(45)
181,005
71,559
6(45)
24,620
22,139
6(40)
7,170
63,977
6(34)
(
741,327 )
352,009
6(36)
21,418 (
22,067 )
6(43)
531,821
414,308
6(33)(47)
(
1,395,998 ) (
1,465,878 )
(
339,434 ) (
235,041 )
6(12)
(
107,016 ) (
101,586 )
6(13)
930
17
6(47)
(
10,859 )
9,166
(
4 )
-
(
16,100,206 )
10,642,991
290,559
741,883
93,193 (
93,193 )
(
2,023,767 )
3,417,807
(
98,143 )
74,948
(
80,372 )
58,773
(
517,809 )
-
(
2,144,410 ) (
1,673,213 )
(
22,727 )
10,002
242,260 (
39,549 )
488
286
(
3,033,875 )
2,319,284
(
6,151 )
11,633
(
74,594 )
27,947
18,526
152,641
5,889,657 (
5,845,059 )
(
38,887 ) (
318,237 )
(
208,552 ) (
94,678 )
(
118,370 ) (
190,454 )
55,383 (
224,774 )
2,139,033
1,681,826
633
-
3,721,592 (
992,369 )
1,398
20
15,715 (
77,000 )
434,820 (
268,655 )
56,857 (
512,289 )
612
9,329

(Continued)

267

PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in thousands of New Taiwan dollars)

Cash (outflow) inflow generated from operations
Interest received
Dividends received
Income tax paid
Net cash flows (used in) from operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of property and equipment

Proceeds from disposal of property and equipment
Acquisition of intangible assets

Decrease (increase) in other non-current assets
Increase in prepayment for equipment
Net cash flows used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Increase (decrease) in short-term loans
Increase (decrease) in commercial papers payable
Repayments principal portion of lease liabilities
Increase (decrease) in other non-current liabilities
Payments of cash dividends
Acquisition of treasury stocks

Interest paid
Changes in non-controlling interest
Net cash flows from (used in) financing activities
Effect of exchange rate changes
Net increase (decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Years ended December 31
Notes
2019
2018
( $
10,777,003 ) $
9,365,390
1,452,332
1,510,111
419,418
307,887
(
119,414 ) (
353,696 )
(
9,024,667 )
10,829,692
6(13)
(
49,102 ) (
47,404 )
24
-
6(17)
(
14,353 ) (
19,004 )
17,017 (
50,517 )
(
61,939 ) (
38,039 )
(
108,353 ) (
154,964 )
2,025,081 (
5,505,439 )
9,600,000 (
3,650,000 )
(
103,551 )
-
2,778 (
50,053 )
(
959,395 ) (
1,668,514 )
6(28)
(
231,822 )
-
(
528,228 ) (
412,594 )
(
4,997 ) (
4,146 )
9,799,866 (
11,290,746 )
(
79,369 )
85,342
587,477 (
530,676 )
5,932,669
6,463,345
$
6,520,146 $
5,932,669

The accompanying notes are an integral part of these consolidated financial statements.

268

PRESIDENT SECURITIES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2019 AND 2018

(Expressed in thousands of New Taiwan dollars, except as otherwise indicated)

1. HISTORY AND ORGANIZATION

  • 1) President Securities Corporation (the “Company”) was incorporated as a company limited by shares under the provisions of the Company Law of the Republic of China (R.O.C.) on December 17, 1988, and was renamed as President Securities Corporation on March 4, 1989. The Company started commercial operations on April 3, 1989. As of December 31, 2019, the Company had 31 operating branches (including the Head Office), and established Offshore Securities Unit in July 2014.

  • 2) The Company and subsidiaries (collectively referred herein as the “Group”) are primarily engaged in underwriting of securities, dealing or brokerage business of securities at the securities exchange markets and business premises, registration and transfer agency service for securities, margin loans and short sales business of securities, securities lending and borrowing business, futures introducing brokerage services, futures dealing, issuance of call (put) warrants, new financial instrument transactions, wealth management business, and trust business.

  • 3) The Company’s shares are listed on the Taiwan Stock Exchange.

  • 4) The number of employees of the Group were 1,693 and 1,722 as of December 31, 2019 and 2018, respectively.

  • THE DATE OF AUTHORIZATION FOR ISSUANCE OF THE CONSOLIDATED

  • FINANCIAL STATEMENTS AND PROCEDURES FOR AUTHORIZATION

These consolidated financial statements were authorized for issuance the Board of Directors on March 26, 2020.

  1. APPLICATION OF NEW STANDARDS, AMENDMENTS AND INTERPRETATIONS 1) Effect of the adoption of new issuances of or amendments to International Financial Reporting Standards (“IFRS”) as endorsed by the Financial Supervisory Commission (“FSC”)

New standards, interpretations and amendments endorsed by FSC effective from 2019 are as follows:

269

New Standards,Interpretations and Amendments Effective Date by
International
Accounting
Standards Board
Amendments to IFRS 9, ‘Prepayment features with negative compensation’
IFRS 16, ‘Lease’
Amendments to IAS 19, ‘Plan amendment, curtailment or settlement’
Amendments to IAS 28, ‘Long-term interests in associate and joint ventures’
IFRIC 23,‘Uncertainty over income tax treatments’
Annual improvements to IFRSs 2015-2017 cycle
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019
January 1, 2019

Except for the following, the above standards and interpretations have no significant impact

to the Group’s financial condition and financial performance based on the Group’s assessment.

IFRS 16, ‘Leases’

  • A. IFRS 16, ‘Leases’, replaces IAS 17, ‘Leases’ and related interpretations and SICs. The standard requires lessees to recognize a ‘right-of-use asset’ and a lease liability (except for those leases with terms of 12 months or less and leases of low-value assets). The accounting stays the same for lessors, which is to classify their leases as either finance leases or operating leases and account for those two types of leases differently. IFRS 16 only requires enhanced disclosures to be provided by lessors.

  • B. The Group has elected to apply IFRS 16 by not restating the comparative information (referred herein as the ‘modified retrospective approach’) when applying “IFRSs” effective in 2019 as endorsed by the FSC. Accordingly, the Group increased ‘right-ofuse asset’ by $214,658, increased ‘lease liability’ by $212,027, and decreased prepayments by $2,631 and this had no effect on retained earnings with respect to the lease contracts of lessees on January 1, 2019.

  • C. The Group has used the following practical expedients permitted by the standard at the date of initial application of IFRS 16:

  • (A) Reassessment as to whether a contract is, or contains, a lease is not required, instead, the application of IFRS 16 depends on whether or not the contracts were previously identified as leases applying IAS 17 and IFRIC 4.

  • (B) The use of a single discount rate to a portfolio of leases with reasonably similar characteristics.

  • (C) The accounting for operating leases whose period will end before December 31, 2019 as short-term leases and accordingly, rent expense of $3,339 was recognized for the year ended December 31, 2019.

  • (D) The exclusion of initial direct costs for the measurement of ‘right-of-use asset’.

  • (E) The use of hindsight in determining the lease term where the contract contains

270

options to extend or terminate the lease.

  • D. The Group calculated the present value of lease liabilities by using the weighted average incremental borrowing interest rate range from 0.767% to 2.655%.

  • E. The Group recognized lease liabilities which had previously been classified as ‘operating leases’ under the principles of IAS 17, ‘Leases’. The reconciliation between operating lease commitments under IAS 17 measured at the present value of the remaining lease payments, discounted using the lessee’s incremental borrowing rate and lease liabilities recognized as of January 1, 2019 is as follows:

lease liabilities recognized as of January 1, 2019 is as follows:
Operating lease commitments disclosed by applying IAS 17 as
at December 31, 2018 $ 217,338
Less: Short-term leases ( 2,749)
Total lease contracts amount recognised as lease liabilities by
applying IFRS 16 on January 1, 2019 214,589
Incremental borrowing interest rate at the date of
initial application 0.767%~2.655%
Lease liabilities recognised as at January 1, 2019 by applying
IFRS 16 $ 212,027

2) Effect of new issuances of or amendments to IFRSs as endorsed by the FSC but not yet adopted by the Group

New standards, interpretations and amendments endorsed by FSC effective from 2020 are as follows:

as follows:
New Standards,Interpretations and Amendments Effective Date by
International
Accounting Standards
Board
Amendment to IAS 1 and IAS 8, ‘Disclosure Initiative-
Definition of Material’
Amendments to IFRS 3, ‘Definition of a business’
Amendments to IFRS 9, IAS 39 and IFRS 7, ‘Interest rate
benchmark reform’
January 1, 2020
January 1, 2020
January 1, 2020

The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.

3) IFRSs issued by IASB but not yet endorsed by the FSC

New standards, interpretations and amendments issued by IASB but not yet included in the

IFRSs as endorsed by the FSC are as follows:

271

Effective Date by International Accounting New Standards, Interpretations and Amendments Standards Board To be determined by Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of International Accounting assets between an investor and its associate or joint venture’ Standards Board IFRS 17, ‘Insurance contracts’ January 1, 2021 Amendments to IAS 1, ‘Classification of liabilities as current or January 1, 2022 noncurrent’

The above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the periods presented, unless otherwise stated.

  • 1) Compliance statement

The consolidated financial statements of the Group have been prepared in accordance with the Regulations Governing the Preparation of Financial Reports by Securities Issuers”, Regulations Governing the Preparation of Financial Reports by Futures Commission Merchants”, International Financial Reporting Standards, International Accounting Standards, IFRIC Interpretations, and SIC Interpretations as endorsed by the FSC (collectively referred herein as the “IFRSs”).

2) Basis of preparation

  • A. Except for the following items, these consolidated financial statements have been prepared under the historical cost convention:

  • (A) Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.

  • (B) Financial assets at fair value through other comprehensive income.

  • (C) Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligations.

  • B. The preparation of financial statements in conformity with IFRSs requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 5.

272

  • 3) Basis of consolidation

  • A. Basis for preparation of consolidated financial statements:

    • (A) All subsidiaries are included in the Group’s consolidated financial statements. Subsidiaries are all entities (including structured entities) controlled by the Group. The Group controls an entity when the Group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses control of the subsidiaries.

    • (B) Intercompany transactions, balances and unrealized gains or losses on transactions between companies within the Group are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Group.

    • (C) Profit or loss and each component of other comprehensive income are attributed to the owners of the parent and to the non-controlling interests. Total comprehensive income is attributed to the owners of the parent and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance.

    • (D) Changes in a parent’s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary (transactions with non-controlling interests) are accounted for as equity transactions, i.e. transactions with owners in their capacity as owners. Any difference between the amount by which the noncontrolling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity.

    • (E) When the Group loses control of a subsidiary, the Group remeasures any investment retained in the former subsidiary at its fair value. That fair value is regarded as the fair value on initial recognition of a financial asset or the cost on initial recognition of the associate or joint venture. Any difference between fair value and carrying amount is recognized in profit or loss. All amounts previously recognized in other comprehensive income in relation to the subsidiary are reclassified to profit or loss, on the same basis as would be required if the related assets or liabilities were disposed of. That is, when the Group loses control of a subsidiary, all gains or losses previously recognized in other comprehensive income in relation to the subsidiary should be reclassified from equity to profit or loss, if such gains or losses would be reclassified to profit or loss when the related assets or liabilities are disposed of.

273

B. Subsidiaries included in the consolidated financial statements:

Name of
Investor
Name of Subsidiary Main Business
Activities
Futures
brokerage
Securities
investment
consulting
Securities dealer,
brokerage,
underwriting and
consulting
Securities
investment and
holding company
Insurance Agent
Consultation of
investment
management and
venture capital;
other
unprohibited or
unrestricted
businesses
beyond the
permit
Securities dealer,
brokerage,
underwriting and
consulting
Wealth
management
Nominee Service
Ownership (%) Ownership (%)
December 31,2019
96.69%
100%
5.19%
100%
100%
100%
94.81%
100%
100%
December 31,2018
The
Company





President
Securities
(BVI)

President Futures
Corp. (President
Futures)
President Capital
Management
Corp. (President
Capital
Management)
President Securities
(HK) Ltd.(President
Securities (HK))
(Note 1)
President Securities
(BVI) Ltd.(President
Securities
(BVI))
President Insurance
Agency
Corp. (President
Insurance
Agency)
PSC Venture Capital
Investment Company
Limited (President
Venture Capital)
President Securities
(HK) Ltd. (Note)
President Wealth
Management
(HK) Ltd.(President
Wealth Management
(HK))
President Securities
(Nominee)
Ltd. (President
Securities
(Nominee))
96.69%
100%
5.19%
100%
100%
100%
94.81%
100%
100%

274

Note : The Company holds all the shares of President Securities (HK) with President Securities (BVI).

  • 4) Classification of current and non-current items

  • A. Assets that meet one of the following criteria are classified as current assets; otherwise they are classified as non-current assets:

    • (A) Assets arising from operating activities that are expected to be realized, or are intended to be sold or consumed within the normal operating cycle;

    • (B) Assets held mainly for trading purposes;

    • (C) Assets that are expected to be realized within twelve months from the balance sheet date;

    • (D) Cash and cash equivalents, excluding restricted cash and cash equivalents and those that are to be exchanged or used to pay off liabilities more than twelve months after the balance sheet date.

  • B. Liabilities that meet one of the following criteria are classified as current liabilities; otherwise they are classified as non-current liabilities:

    • (A) Liabilities that are expected to be paid off within the normal operating cycle;

    • (B) Liabilities arising mainly from trading activities;

    • (C) Liabilities that are to be paid off within twelve months from the balance sheet date;

    • (D)Liabilities for which the repayment date cannot be extended unconditionally to more than twelve months after the balance sheet date. Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its classification.

  • 5) Translation of foreign currency transactions

  • A. Foreign currency translation and presentation

    • Items included in the consolidated financial statements of the Group are measured using the currency of the primary economic environment in which the Group operates (the “functional currency”). Functional currency and bookkeeping currency of the Company and its domestic subsidiaries are all New Taiwan Dollars; functional currency and bookkeeping currency of overseas subsidiaries-President Securities (HK), President Wealth Management (HK), and President Securities (Nominee) are Hong Kong Dollars; and functional currency and bookkeeping currency of President Securities (BVI) are US Dollars. The consolidated financial statements are presented in New Taiwan Dollars.

275

  • B. Foreign currency transactions and balances

    • Foreign currency transactions denominated in a foreign currency or required to settle in a foreign are translated into the functional currency using the exchange rates prevailing at the dates of the transactions.

    • Monetary assets and liabilities denominated in foreign currencies are translated by the closing exchange rate at balance sheet date. The closing exchange rate is determined by the market exchange rate. Non-monetary assets and liabilities denominated in foreign currencies which are carried at historical cost are translated by the exchange rates prevailing at the original transaction date. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through profit or loss are retranslated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in profit or loss. Non-monetary assets and liabilities denominated in foreign currencies held at fair value through other comprehensive income are re-translated at the exchange rates prevailing at the balance sheet date; their translation differences are recognized in other comprehensive income.

  • C. Translation of foreign operations

    • The operating results and financial position of all the group entities, associates and joint arrangements that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

    • (A) Assets and liabilities for each balance sheet presented are translated at the closing exchange rate at the date of that balance sheet;

    • (B) Income and expenses for each statement of comprehensive income are translated at average exchange rates of that period; and

    • (C) All resulting exchange differences are recognized in other comprehensive income.

  • 6) Cash and cash equivalents

  • A. In the consolidated statement of cash flows, cash and cash equivalents includes cash on hand, deposits held at call with banks, and other short-term highly liquid investments.

  • B. Cash equivalents refer to short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value. Time deposits that meet the definition above and are held for the purpose of meeting short-term cash commitments in operations are classified as cash equivalents.

7) Financial assets and financial liabilities at fair value through profit or loss

  • A. Financial assets at fair value through profit or loss are financial assets that are not measured at amortized cost or fair value through other comprehensive income.

  • B. On a regular way purchase or sale basis, financial assets at fair value through profit or loss are recognized and derecognized using trade date accounting.

276

  • C. At initial recognition, the Group measures the financial assets at fair value and recognizes the transaction costs in profit or loss. The Group subsequently measures the financial assets at fair value, and recognizes the gain or loss in profit or loss.

  • D. The Group recognizes the dividend income when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.

  • 8) Financial assets at fair value through other comprehensive income

  • A. Financial assets at fair value through other comprehensive income comprise equity securities which are not held for trading, and for which the Group has made an irrevocable election at initial recognition to recognize changes in fair value in other comprehensive income and debt instruments which meet all of the following criteria:

    • (a)The objective of the Group’s business model is achieved both by collecting contractual cash flows and selling financial assets; and

    • (b)The assets’ contractual cash flows represent solely payments of principal and interest.

  • B. On a regular way purchase or sale basis, financial assets at fair value through other comprehensive income are recognized and derecognized using trade date accounting.

  • C. At initial recognition, the Group measures the financial assets at fair value plus transaction costs. The Group subsequently measures the financial assets at fair value:

    • (A) The changes in fair value of equity investments that were recognized in other comprehensive income are reclassified to retained earnings and are not reclassified to profit or loss following the derecognition of the investment. Dividends are recognized as revenue when the right to receive payment is established, future economic benefits associated with the dividend will flow to the Group and the amount of the dividend can be measured reliably.

    • (B) Except for the recognition of impairment loss, interest income and gain or loss on foreign exchange which are recognized in profit or loss, the changes in fair value of debt instruments are taken through other comprehensive income. When the financial asset is derecognized, the cumulative gain or loss previously recognized in other comprehensive income is reclassified from equity to profit or loss.

  • 9) Notes and accounts receivable, other receivables and margin loans receivable

  • A. Accounts and notes receivable and margin loans receivables entitle the Group a legal right to receive consideration in exchange for transferred goods or rendered services.

  • B. The short-term accounts and notes receivable without bearing interest are subsequently measured at initial invoice amount as the effect of discounting is immaterial.

  • 10) Bonds sold under repurchase agreements and bonds purchased under resale agreements Bond transactions under repurchase or resale agreements are stated at the amount of actual payment or receipt. When transactions of bonds with a condition of resale agreements occur, the actual payment or receipt shall be recognized in ‘bonds purchased under resale

277

agreements’ under current assets. When transactions of bonds with a condition of repurchase agreements occur, the actual payment or receipt shall be recognized in ‘bonds sold under repurchase agreements’ under current liabilities. Any difference between the actual payment/receipt and predetermined redemption (repurchase) price is recognized in interest income or interest expense.

11) Impairment of financial assets

  • For debt instruments measured at fair value through other comprehensive income, at each reporting date, the Group recognizes the impairment provision for 12 months expected credit losses if there has not been a significant increase in credit risk since initial recognition or recognizes the impairment provision for the lifetime expected credit losses (ECLs) if such credit risk has increased since initial recognition after taking into consideration all reasonable and verifiable information that includes forecasts. On the other hand, for accounts receivable or contract assets that do not contain a significant financing component, the Group recognizes the impairment provision for lifetime ECLs.

12) Derecognition of financial instruments

  • A. Derecognition of financial assets

The Group derecognizes a financial asset when one of the following conditions is met:

  • (A) The contractual rights to receive cash flows from the financial asset expire.

  • (B) The contractual rights to receive cash flows from the financial asset have been transferred and the Group has transferred substantially all risks and rewards of ownership of the financial asset.

  • (C) The contractual rights to receive cash flows of the financial asset have been transferred; however, the Group has not retained control of the financial asset.

  • B. Derecognition of financial liabilities

  • A financial liability is derecognized when the obligation under the liability specified in the contract is discharged or cancelled or expires.

13) Offsetting financial instruments

Financial assets and liabilities are offset and reported in the net amount in the balance sheet when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously.

14) Investments accounted for under the equity method

  • A. Associates are all entities over which the Group has significant influence but not control. In general, it is presumed that the investor has significant influence, if an investor holds, directly or indirectly 20 percent or more of the voting power of the investee. Investments in associates are accounted for using the equity method and are initially recognized at cost.

278

  • B. The Group’s share of its associates’ post-acquisition profits or losses is recognized in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognized in other comprehensive income. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group does not recognize further losses, unless it has incurred statutory/constructive obligations or made payments on behalf of the associate.

  • C. When changes in an associate’s equity that are not recognized in profit or loss or other comprehensive income of the associate and such changes not affecting the Group’s ownership percentage of the associate, the Group recognizes its share of change in equity of the associate in ‘capital surplus’ in proportion to its ownership.

  • D. Unrealized gains on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the associates. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associates have been adjusted where necessary to ensure consistency with the policies adopted by the Group.

  • E. When there are objective evidences of impairment at balance sheet date, the Group considers the whole investment carrying amount as single asset, and compares its recoverable amount (value in use or fair value less costs of disposal) with the carrying amount, to test its impairment. Value in use is determined by the present value of the Group’s share of the expected future cash flow from the associates. If the recoverable amount is less than its carrying amount, an impairment loss should be recognized. The loss will not be allocated to any of the components (including goodwill), which comprise the carrying amount of the investment. An impairment loss recognized in prior periods shall be reversed if circumstances of impairment no longer exist or have decreased.

15) Property and equipment

  • A. Property and equipment are initially recorded at cost. Borrowing costs incurred during the construction period are capitalized.

  • B. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to profit or loss during the financial period in which they are incurred.

  • C. Land is not depreciated. Other property and equipment are subsequently measured using the cost model and depreciated using the straight-line method to allocate their cost over their estimated useful lives.

279

  • D. The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each balance sheet date. If expectations for the assets’ residual values and useful lives differ from previous estimates or the patterns of consumption of the assets’ future economic benefits embodied in the assets have changed significantly, any change is accounted for as a change in estimate under IAS 8, ‘Accounting Policies, Changes in Accounting Estimates and Errors’, from the date of the change. The estimated useful lives of property and equipment are as follows:

Useful lives

Buildings 5~50 years Furniture and fixtures 4~10 years Computer equipment 3~5 years Electrical equipment 3~10 years Leasehold improvements 5 years

  • E. When an asset is sold or retired, the cost and accumulated depreciation are removed from the respective accounts and the resulting gain or loss is included in current operations.

16) Leasing arrangements (lessee) right-of-use assets/ lease liabilities

Effective 2019

  • A. Leases are recognized as a right-of-use asset and a corresponding lease liability at the date at which the leased asset is available for use by the Group. For short-term leases or leases of low value assets, lease payments are recognized as an expense on a straightline basis over the lease term.

  • B. Lease liabilities include the net present value of the remaining lease payments at the commencement date, discounted using the incremental borrowing interest rate. Lease payments are mainly comprised of fixed payments.

  • The Group subsequently measures the lease liability at amortized cost using the interest method and recognizes interest expense over the lease term. The lease liability is remeasured and the amount of remeasurement is recognized as an adjustment to the right-of-use asset when there are changes in the lease term or lease payments and such changes do not arise from contract modifications.

  • C. At the commencement date, the right-of-use asset is stated at cost comprising mainly the amount of the initial measurement of lease liability.

  • The right-of-use asset is measured subsequently using the cost model and is depreciated from the commencement date to the earlier of the end of the asset’s useful life or the end of the lease term. When the lease liability is remeasured, the amount of remeasurement is recognized as an adjustment to the right-of-use asset.

280

17) Investment property

  • A. Investment property of the Group is the property held either to earn long-term rental income or for capital appreciation or for both.

  • B. Part of the property may be held by the Group for self-use purpose and the remaining are used to generate rental income or capital appreciation. If the property held by the Group can be sold individually, then the accounting treatment should be made respectively. If each part of the property cannot be sold individually and the self-use proportion is not material, then the property is deemed as investment property in its entirety.

  • C. When the future economic benefit related to the investment property is highly likely to flow into the Group and the costs can be reliably measured, the investment property shall be recognized as assets. When the future economic benefit generated from subsequent costs is highly likely to flow into the entity and the costs can be reliably measured, the subsequent expenses of the assets shall be capitalized. All maintenance cost are recognized in profit or loss as incurred.

  • D. Investment property is subsequently measured using the cost model. Depreciated cost is used to calculate amortization expense after initial measurement. The depreciation method, remaining useful life and residual value should apply the same rules as applicable for property and equipment.

18) Intangible assets

  • A. The cost of computer software is amortized using the straight-line method over the useful lives based on acquisition cost, with an amortization period of 4 years.

  • B. Membership in a foreign futures exchange is stated at acquisition cost and has an indefinite useful life as it was assessed to generate continuous net cash inflow in the foreseeable future. It is not amortized, but is tested annually for impairment.

  • C. In accordance with IFRS 3 ‘Business combinations’ as endorsed by FSC, goodwill arises when the acquisition cost exceeds the fair value of identifiable assets and liabilities of the consolidated subsidiary on the consolidation date. The goodwill arising from the consolidated subsidiary is included in the intangible asset. Goodwill is tested annually for impairment and any impairment loss will be recognized when impairment occurs. Impairment losses on goodwill are not reversed.

19) Impairment of non-financial assets

  • A. The Group assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. Except for goodwill, when the circumstances or reasons for recognizing impairment loss for an asset in prior years no longer exist or diminish, the impairment

281

loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortized historical cost would have been if the impairment had not been recognized.

  • B. The recoverable amounts of goodwill, intangible assets with an indefinite useful life and intangible assets that have not yet been available for use are evaluated periodically. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. Impairment loss of goodwill previously recognized in profit or loss shall not be reversed in the following years.

  • C. For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each of the cash-generating units, or groups of cash-generating units, that is expected to benefit from the synergies of the business combination. Each unit or group of units to which the goodwill is allocated represents the lowest level within the entity at which the goodwill is monitored for internal management purposes. Goodwill is monitored at the operating segment level.

20) Financial liabilities at fair value through profit or loss

  • A. Financial liabilities are classified in this category of held for trading if acquired principally for the purpose of repurchasing in the short-term. Derivatives are also categorized as financial liabilities held for trading unless they are designated as hedges.

  • B. At initial recognition, the Group measures the financial liabilities at fair value. All related transaction costs are recognized in profit or loss. The Group subsequently measures these financial liabilities at fair value with any gain or loss recognized in profit or loss.

21) Contingent liabilities

Contingent liability is a possible obligation that arises from past event, whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group. Or it could be a present obligation as a result of past event but the payment is not probable or the amount cannot be measured reliably. The Group did not recognize any contingent liabilities but made appropriate disclosure in compliance with relevant regulations.

22) Employee benefits

  • A. Short-term employee benefits

Short-term employee benefits are measured at the undiscounted amount of the benefits expected to be paid in respect of service rendered by employees in a period and should be recognized as expenses in that period when the employees render service.

  • B. Termination benefits

Termination benefits are employee benefits provided in exchange for the termination of employment as a result from either the Group’s decision to terminate an employee’s employment before the normal retirement date, or an employee’s decision to accept an

282

offer of redundancy benefits in exchange for the termination of employee. The Group recognized expense as it can no longer withdraw an offer of termination benefit or it recognizes relating restructuring costs, whichever is earlier. Benefits that are expected to be due more than 12 months after balance sheet date shall be discounted to their present value.

  • C. Pensions

  • (A) Defined contribution plans

Effective July 1, 2005, the Group established the defined contribution plan for employees of R.O.C. nationality. The employees have the option to participate in the New Plan. Under the New Plan, the Company contributes monthly an amount equivalent to 6% of employees’ salaries to the employees’ personal pension accounts with the “Bureau of Labor Insurance”. Benefits accrued under the New Plan are portable upon termination of employment. Net defined benefit asset can only be recognized when there is a cash refund or elimination in the future accrued pension liabilities.

  • (B) Defined benefit plans

    • a. In a defined benefit plan, the pension paid is determined based on the amount that an employee shall receive upon retirement, which could vary with age, work seniority and salary compensations. The Group recognizes the accrued pension obligations in the consolidated balance sheet based on the net amount of actuarial present value of defined benefit obligation less the fair value of fund, which is adjusted with the net of past service cost recognized as liabilities. Defined benefit obligation is assessed annually using projected unit credit method by the actuary. The present value of the defined benefit obligation is determined using the market yield of government bonds of a currency and term consistent with the currency and term of the employment benefit obligations.

    • b. Remeasurement arising on defined benefit plans are recognized in other comprehensive income in the period in which they arise and are recorded as retained earnings.

  • D. Employees’ remuneration and directors’ remuneration

  • Employees’ and directors’ remuneration are recognized as expenses and liabilities, provided that such recognition is required under legal or constructive obligation and those amounts can be reliably estimated. Any difference between the resolved amounts and the subsequently actual distributed amounts is accounted for as changes in estimates.

23) Revenues and expenses

The Group’s revenues and expenses are recognized as incurred, which mainly include:

  • A. Gains (losses) on sale of securities, securities brokerage fees, and commissions on brokerage and trading are recognized on the transaction date.

  • B. Underwriting fees and related service charges: application fees are recognized upon collection; underwriting fees and service charges are recognized when the contract is completed.

  • C. Gains (losses) on futures contracts: The margin of futures transaction is recognized as

283

cost. Costs and expenses are recognized as incurred.

  • D. Operating expenses: operating expenses refer to required expenses invested in the Group’s operations, which primarily include employee benefit expense, depreciation and amortization, and other business and administrative expenses.

  • 24) Income tax

  • A. Current income tax

    • Income tax payable (refundable) is calculated on the basis of the tax laws enacted in the countries where a company operates and generates taxable income. Except for the transactions or other matters directly recognized in other comprehensive income or equity, in which cases the related income taxes in the period are recognized in other comprehensive income or directly derecognized from equity, all the others should be recognized as income or expense for the period.
  • B. Deferred income tax

Deferred income tax assets and liabilities are measured based on the tax rate of the anticipated period that the future assets realization or the liabilities settlement requires, which is based on the effective or existing tax rate at the consolidated balance sheet date. The carrying amounts and temporary differences of assets and liabilities included in the consolidated balance sheet are calculated using the liability method and recognized as deferred income tax. However, the deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit (loss). Deferred income tax assets are recognized only to the extent that it is probable that taxable profit will be available against which the deductible temporary differences can be utilized. If the future taxable income is probable to provide unused loss carryforwards or deferred income tax credit which can be realized in the future, the proportion of realization is deemed as deferred income tax asset.

  • C. The current income tax expense is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date in the countries where the Group operates and generates taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in accordance with applicable tax regulations. It establishes provisions for income tax liabilities where appropriate based on the amounts expected to be paid to the tax authorities. An additional tax is levied on the unappropriated retained earnings and is recorded as income tax expense in the year the stockholders resolve to retain the earnings.

  • D. Current income tax assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. Deferred income tax assets and liabilities are offset on the balance sheet

284

when the entity has the legally enforceable right to offset current tax assets against current tax liabilities and they are levied by the same taxation authority on either the same entity or different entities that intend to settle on a net basis or realize the asset and settle the liability simultaneously.

25) Share capital

  • A. Incremental costs directly attributable to the issuance of new shares are shown as a deduction, net of tax, from equity. Dividends from common stocks are recognized as equity in the financial period in which they are approved by the Company’s shareholders. If the date of dividends declared is later than the consolidated balance sheet date, common stocks are disclosed in the subsequent events.

  • B. Where the Company repurchases the Company’s equity share capital that has been issued, the consideration paid, including any directly attributable incremental costs (net of income taxes) is deducted from equity attributable to the Company’s equity holders. Where such shares are subsequently reissued, the difference between their book value and any consideration received, net of any directly attributable incremental transaction costs and the related income tax effects, is included in equity attributable to the Company’s equity holders.

26) Earnings per share

  • A. Earnings per share is calculated by dividing net income by the weighted average number of shares outstanding during the year after taking into consideration the retroactive effect of stock dividends and capital reserve capitalized.

  • B. When the Group calculates earnings per share, basic earnings per share and diluted earnings per share for all potential ordinary shares shall all be disclosed in accordance with IAS 33 “Earnings per share”.

27) Operating segments

The Group’s operating segments are reported in a manner consistent with the internal reports provided to the Chief Operating Decision-Maker. The Group’s performance of segment profit (loss) is assessed based on the profit (loss) before tax, but not segment income, assets and liabilities. The Chief Operating Decision-Maker is responsible for allocating resources and assessing performance of the operating segments.

5. CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND KEY SOURCES OF ASSUMPTION UNCERTAINTY

  • 1) As the consolidated financial statements of the Group may be affected by the adoption of accounting policy, accounting estimate and assumption, the Group’s management shall properly exercise its professional judgement, estimates, and assumptions on the information of the key risks that is obtained from other resources and could affect the carrying amounts of financial assets and liabilities in the next fiscal year while adopting critical accounting policies as stated in Note 4. Estimates and assumptions of the Group

285

are the best estimates made in compliance with IFRSs as endorsed by the FSC. Estimates and assumptions are made based on past experience and other factors deemed relevant; however, the actual results may differ from the estimates. The Group evaluates the estimates and assumptions on an ongoing basis and recognizes the adjustment of the estimates only in the period which is affected by the adjustment. If the adjustment simultaneously affects both the current and future periods, it should be recognized in both periods.

  • 2) Relevant information on key assumptions to be made in the future, key sources of assumption uncertainty made at balance sheet date, and assumptions and estimates that may cause key risks that could affect the carrying amounts of financial assets and liabilities are as follows:

  • A. Fair value of financial instruments

    • Financial instruments with no active market or quoted price use valuation technique to determine the fair value. Under such condition, fair value is assessed through the observable information or models of similar financial instruments. If there is no observable input available in a market, the fair value of financial instrument is assessed through appropriate assumptions. When valuation models are adopted to determine the fair value, all the models should be calibrated to ensure that the output can actually reflect actual information and market price. Models should try to take only observable information as much as possible.
  • B. Expected credit losses

For financial assets, the measurement of expected credit losses uses complex models and multiple assumptions. These models and assumptions take into account future macro-economic conditions and credit behaviors of borrowers (e.g. probability of customer default and loss). Please refer to Note 12(2) for detailed information on parameters, assumptions, and estimation methods used in measuring expected credit losses and disclosure of the sensitivity of credit loss to the aforementioned factors. The measurement of expected credit losses according to applicable accounting rules involves significant judgement in several areas, for example:

  • (A)The criteria used to judge whether there is significant increase in credit risk.

  • (B)The selection of appropriate models and assumptions for measuring expected credit losses.

For judgements and estimations of the above expected credit losses, please refer to Note 12(2).

  • C. Impairment assessment on investment accounted for under equity method When there are impairment indicators that show the investments accounted for under equity method are impaired and the carrying amount can no longer be recovered, the Group will assess the impairment of the investment. The Group assesses its share of

286

the recoverable amount which is based on the discounted value of expected cash flow, and assess the reasonableness of relevant assumptions, including revenue growth rate, operating profit margin, net profit margin, financial forecast, and discount rate.

D. Impairment assessment of goodwill

The periodic impairment assessment of goodwill includes allocation of assets, liabilities, and goodwill to brokerage segment, and determines the recoverable amount based on brokerage segment’s present value of expected future cash flow. The periodic assessment also analyzes reasonableness of relevant assumptions, including expected future trading volumes, market share, segment’s operating profit margin, and discount rates.

6. DETAILS OF SIGNIFICANT ACCOUNTS

1) Cash and cash equivalents

Petty cash
Checking deposits
Current deposits:
Deposits denominated in NTD
Deposits denominated in foreign currencies
Time deposits
Total
December 31,2019
169
$ 1,111,097
287,249
1,091,712

4,029,919
6,520,146
$
December 31,2018
170
$ 751,462
347,576
833,204
4,000,257
5,932,669
$

As of December 31, 2019 and 2018, the annual interest rates of time deposits, including foreign time deposits were 0.04% ~ 3.21% and 0.04%~3.93%, respectively. (Blank below)

287

2) Financial assets at fair value through profit or loss

Current items:
Financial assets mandatorily measured at fair value
through profit or loss:
Open-ended funds, money market instruments and
securities investment by brokers
Open-ended mutual funds beneficiary certificates
Commerial bonds
Overseas stocks and funds
Listed (TSE and OTC) stocks
Exchange-traded funds
Subtotal
Adjustment of open-ended funds ,money market
instruments and securities investment by brokers
Total
Trading securities-dealer
Listed (TSE and OTC) stocks
Government bonds
Corporate bonds
Convertible corporate bonds
Emerging stocks
Overseas stocks
Exchange-traded funds
Unlisted stocks
Subtotal
Adjustment of trading securities - dealer
Total
Trading securities-underwriter
Listed (TSE and OTC) stocks
Convertible corporate bonds
Unlisted stocks
Subtotal
Adjustment of trading securities - underwriter
Total
December 31,2019
December 31,2018
266,298
$ 245,000
$ -
1,384,265
-
123,799
4,887
102,168
82,660
-
353,845
1,855,232
2,610
1,172)
(
356,455
1,854,060
6,276,195
299,776
3,364,452
4,700,905
6,992,481
3,265,038
146,703
148,279
65,207
79,091
15,829,161
9,631,148
3,091,765
2,765,819
48,289
50,924
35,814,253
20,940,980
441,238
134,579)
(
36,255,491
20,806,401
807,209
837,441
238,046
479,500
-
14,400
1,045,255
1,331,341
101,417
123,837
1,146,672
1,455,178

288

Trading securities-hedging
Listed (TSE and OTC) stocks
Convertible corporate bonds
Warrants
Overseas stocks
Exchange traded funds
Subtotal
Adjustment of trading securities - hedging
Total
Options bought-futures
Futures guarantee deposits receivable
Derivative financial instrument assets-OTC
Total
Non-current items:
Financial assets mandatorily measured at fair value
through profit or loss:
Trading securities - dealer - government bonds
Unlisted stocks
Subtotal
Adjustment of trading securities
Total
December 31,2019
3,142,111
7,647
47,966
64,648
165,249
3,427,621
83,999
3,511,620
17,136
3,224,122
969
44,512,465
$ 49,921
$ 2,609
52,530
18,766
71,296
$
December 31,2018
584,558
613
39,229
-
154,782
779,182
6,164
785,346
26,140
2,750,048
3,300
27,680,473
$
49,895
$ 2,609
52,504
13,850
66,354
$
  • A. For the years ended December 31, 2019 and 2018, net realized and unrealized gains on financial assets and liabilities at fair value through profit or loss amounted to $2,783,923 and $1,410,192, respectively.

  • B. Details of the Group’s financial assets at fair value through profit or loss pledged to others as collateral are provided in Note 8.

  • C. Information relating to credit risk is provided in Note 12(2).

289

3) Financial assets at fair value through other comprehensive income

Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income Financial assets at fair value through other comprehensive income
A. The Group has elected to classify unlisted stocks that are considered to be strategic
investments as financial assets at fair value through other comprehensive income.
The fair value of such investments amounts to $591,596 and $ 604,579 as at
December 31, 2019 and 2018, respectively.
B.
Amounts recognized in profit or loss and other comprehensive income in relation to
the financial assets at fair value through other comprehensive income are listed
below:
December 31,2019
December 31,2018
Current items:
Debt instruments
Trading securities-dealer
Overseas bonds
-
$ 290,816
$ Adjustment of trading securities - dealer
-
5,488
Total
-
$ 296,304
$ Non-current items:
Equity instruments
Unlisted stocks
37,565
$ 37,565
$ Adjustment of trading securities
554,031
567,014
Total
591,596
$ 604,579
$ Equity instruments at fair value through other
comprehensive income
Year ended
December 31,2019
Year ended
December 31,2018
Fair value change recognised in other
comprehensive income - parent company
12,186)
($ 36,448
$ Fair value change recognised in other
comprehensive income - non-controlling
interest
797)
(
825
Total
12,983)
($ 37,273
$ Dividend income recognised in profit or loss
held at end of period
24,192
$ 22,704
$ Debt instruments at fair value through other
comprehensive income
Fair value change recognised in other
comprehensive income
20,832)
($ 22,066
$ Cumulative
other
comprehensive
income
reclassified to profit or loss
due to derecognition
15,309
$ 24,289)
($ Interest income recognised in profit or loss
784
$ 8,415
$
12,186)
($ 797)
(
12,983)
($ 24,192
$ 20,832)
($ 15,309
$ 784
$
36,448
$ 825
37,273
$ 22,704
$ 22,066
$ 24,289)
($ 8,415
$

C. Details of the Group’s financial assets at fair value through other comprehensive income pledged to others as collateral are provided in Note 8.

290

D. Information relating to credit risk is provided in Note 12(2).

4) Bonds purchased under resale agreements

December 31, 2019 December 31, 2018 Overseas bonds $ - $ 93,193

The above bonds purchased under resale agreements as of December 31, 2019 and 2018 were due within one year and were contracted to be resold at the agreed-upon price plus interest charge on the specific date after transaction. The total resale amounts were $0 and $93,705, respectively. The annual interest rates of every currency were as follows:

December 31, 2019 December 31, 2018 Foreign currencies (Note) - 2.20%

(Note) Foreign currencies include USD and EUR.

5) Margin loans receivable

Margin loans receivable were secured by the securities purchased by customers under margin loans. The annual interest rate was 6.4%.

6) Customer margin account

margin loans. The annual interest rate was 6.4%.
Customer margin account
Bank deposit
Futures clearing house
Other futures commission merchant
Securities
Total
December 31,2019
10,020,199
$ 1,346,810
2,368,427
276
13,735,712
$
December 31,2018
8,342,444
$ 1,309,128
1,939,362
368
11,591,302
$

The difference between the customer margin deposits accounts and futures traders’ equity as of December 31, 2019 and 2018 were outlined below:

December 31,2019 December 31,2019 December 31,2018 December 31,2018
Customer margin deposits accounts $ 13,735,712
$ 11,591,302
Futures trading margins receivable 32 -
Add: Early customer margin deposits 7,078 10,736
Less: Service fee income pending for transfer ( 16,998)
( 12,294)
Futures exchange tax pending for transfer ( 696)
( 609)
Net interest income pending for transfer ( 3,078)
( 2,412)
Temporary receipts ( 8,383) ( 12,089)
Futures traders' equity $ 13,713,667 $ 11,574,634

291

7) Accounts receivable

Accounts receivable
December 31,2019 December 31,2018
Accounts receivable - non related parties
Settlement price receivable-brokers $ 9,135,975
$ 6,767,737
Settlement price receivable-dealer 857,731 672,850
Accounts receivable-foreign bonds 601,111 142,329
Spot exchange receivable, foreign currencies 435,180 -
Interest receivable 301,206
338,710
Settlement price 777,031 724,602
Others 77,010 83,285
Subtotal 12,185,244 8,729,513
Less: Allowance for uncollectable accounts ( 656) ( 2,661)
Total $ 12,184,588 $ 8,726,852
  • A. The ageing analysis of accounts receivable that were past due but not impaired is as follows:
follows:
Accounts receivable
Accounts receivable
- non-related parties
Accounts receivable
Accounts receivable
- non-related parties
December 31,2019 Total
Upto 30 days 31 to90 days 91 to 180 days 181 days to 12
months
More than 12
months
11,891,632
$
69,156
$
102,519
$ December
75,034
$ 31,2018
46,903
$
12,185,244
$ Total
Upto 30 days 31 to90 days 91 to 180 days 181 days to 12
months
More than 12
months
8,396,560
$
36,819
$
90,459
$
138,362
$
67,313
$
8,729,513
$

The above ageing analysis was based on invoice date.

B. Information relating to credit risk is provided in Note 12(2).

  • 8) Other receivables
Other receivables
December 31,2019 December 31,2018
Interest receivable $ 13,812
$ 15,577
Others 91,790 27,729
Subtotal 105,602 43,306
Less: Allowance for uncollectible accounts ( 54) ( 11,333)
Total $ 105,548 $ 31,973

Information relating to credit risk is provided in Note 12(2).

292

9) Other current assets

Other current assets
Pending settlements
Pledged time deposits
Underwriting share proceeds collected on behalf of
customers
Temporary payments
Others
Total
December 31,2019
950,487
$ 531,251
18
138,591
1,350
1,621,697
$
December 31,2018
984,841
$ 635,263
18,542
746
831
1,640,223
$

10) Transfer of financial assets

  • A. During the Group’s activities, the transferred financial assets that do not meet derecognition conditions are mainly debt instruments with purchase agreements or debt instruments lent out in accordance with securities borrowing and lending agreement. The cash flow of the contract has been transferred and related liabilities of transferred financial assets that will be repurchased at a fixed price in the future have been reflected. The Group may not use, sell or pledge the transferred financial assets during the valid period of the transaction. The financial assets were not derecognized as the Group is still exposed to interest rate risk and credit risk.

  • B. Financial assets that do not meet the derecognition conditions and related financial liabilities are analysed below:

December 31,2019 December 31,2019 Carrying amount of related
financial liabilities
Financial assets category
Carrying amount of
transferred financial assets
Financial assets measured at fair value
through profit or loss
Repurchase agreement
21,964,175
$ December 31,2018
Carrying amount of
transferred financial assets
20,956,256
$ Carrying amount of related
financial liabilities
Financial assets category
Financial assets measured at fair value
through profit or loss
Repurchase agreement
Financial assets measured at fair value
through other comprehensive income
Repurchase agreement
Carrying amount of
transferred financial assets
15,506,358
$ 296,304
14,775,766
$ 290,833

11) Offsetting financial assets and financial liabilities

  • A. The Group has transactions that are or are similar to net settled master netting arrangements but do not meet the offsetting criteria, i.e. derivative financial instruments, resale and repurchase agreements. If one party breaches the contract, the counterparty can choose to use net settlement for the above transactions.

  • B. The offsetting of financial assets and financial liabilities are set as follows:

293

(A) Financial assets

==> picture [693 x 253] intentionally omitted <==

----- Start of picture text -----

December 31, 2019
Gross amounts of Not set off in the balance sheet
Gross amounts recognised financial Net amounts of financial Cash
of recognised liabilities set off in the assets presented in the Financial collateral
Description financial assets balance sheet balance sheet instruments received Net amount
Derivative financial
$ 938 $ - $ 938 $ 938 $ - $ -
instruments
December 31, 2018
Gross amounts of Not set off in the balance sheet
Gross amounts recognised financial Net amounts of financial Cash
of recognised liabilities set off in the assets presented in the Financial collateral
Description financial assets balance sheet balance sheet instruments received Net amount
Derivative financial
- - -
$ 3,300 $ $ 3,300 $ 3,300 $ $
instruments
Bonds purchased under
resale agreements 93,193 - 93,193 92,663 - 530
Total $ 96,493 $ - $ 96,493 $ 95,963 $ - $ 530
----- End of picture text -----

294

(B) Financial liabilities

Financial liabilities
December 31,2019
Derivative financial instruments
Bonds sold and repurchase
agreements
Total
Description
Gross amounts of
recognised financial
liabilities
Gross amounts of recognised
financial assets set off in the
balance sheet
Net amounts of financial
liabilities presented in the
balance sheet
Financial
instruments
Cash collateral
received
938
$ -
$ 11,622,022
-
11,622,960
$ -
$ Not set off in the balance sheet
Net amount
Financial
instruments
8,371
$ 11,622,022
11,630,393
$
-
$ 8,371
$ -
11,622,022
-
$ 11,630,393
$ December 31,2018
938
$ 11,622,022
11,622,960
$
7,433
$ -
7,433
$
Derivative financial instruments
Bonds sold and repurchase
agreements
Total
Description
Gross amounts of
recognised financial
liabilities
Gross amounts of recognised
financial assets set off in the
balance sheet
Net amounts of financial
liabilities presented in the
balance sheet
Financial
instruments
Cash collateral
received
3,300
$ -
$ 8,713,387
-
8,716,687
$ -
$ Not set off in the balance sheet
Net amount
Financial
instruments
11,112
$ 8,713,387
8,724,499
$
-
$ -
-
$
11,112
$ 8,713,387
8,724,499
$
3,300
$ 8,713,387
8,716,687
$
7,812
$ -
7,812
$

295

12) Investments accounted for under the equity method

nvestments accounted for under the equity method
Uni-President Asset Management Corp. December 31,2019
578,853
$
December 31,2018
569,693
$
  • A. The Group’s share of its associates’ profits or losses recognized in long-term equity investment accounted for under the equity method for the years ended December 31, 2019 and 2018 were $107,016 and $101,586, respectively.

  • B. The financial information of the Group’s principal associates is summarized as follows:

  • (A) The basic information of the associate that are material to the Group is as follows:

Companyname Princial
place of
businesss
December 31,
2019
December 31,
2018
Shareholdingratio
December 31,
2019
December 31,
2018
Shareholdingratio
Nature of
relationship
Methods of
measurement
Uni-President Asset
Management Corp.
Taipei city December 31,
2019
Associate Equity method
42.49% 42.49%
  • (B) The summarized financial information of the associate that are material to the Group is as follows:

Balance sheet

Balance sheet
Current assets
Non-current assets
Current liabilities
Non-current liabilities
Total net assets
Share in joint venture's
net assets
Goodwill and others
Carrying amount of the
joint venture
Uni-President Asset December 31,2018
Management Corp.
December 31,2019
543,681
$ 627,350
176,271)
(
55,102)
(
939,658
$ 399,331
$ 179,522
578,853
$
502,419
$ 599,619
156,138)
(
27,364)
(
918,536
$ 390,355
$ 179,338
569,693
$

296

Statement of comprehensive income

Revenue
Profit for the period from
continuing operations
Other comprehensive income
- net of tax
Total comprehensive income
Dividends received from
associates
Year ended December 31,
2019
831,987
$ 251,386
$ 9,768)
(
241,618
$ 93,706
$
791,291
$ 239,809
$ 11,569
251,378
$ 72,569
$

13) Property and equipment

) Property and equipment
associates
$ 93,706
7
$
93,706
7
$
93,706
7
$
2,569
January1 2019
Land Buildings Equipment Leasehold improvements Total
Cost
Accumulated depreciation and impairment
Total
January 1
Additions
Disposal
Reclassifications
Depreciation
December 31
December 31
1,680,129
$ -
1,680,129
$ 1,680,129
$ -
-
-
-
1,680,129
$ Land
1,053,129
$ 410,315)
(
642,814
$ 642,814
$ 6,019
-
7,293
24,608)
(
631,518
$ Buildings
234,426
$ 132,048)
(
102,378
$ 102,378
$ 40,808
172)
(
13,084
40,393)
(
115,705
$ Equipment
57,963
$ 40,914)
(
17,049
$ 17,049
$ 2,275
782)
(
6,030
7,960)
(
16,612
$ Leasehold improvements
3,025,647
$ 583,277)
(
2,442,370
$ 2,442,370
$ 49,102
954)
(
26,407
72,961)
(
2,443,964
$ Total
Cost
Accumulated depreciation and impairment
Total
January1
1,680,129
$ -
1,680,129
$
1,060,323
$ 428,805)
(
631,518
$
259,114
$ 48,000
$ 143,409)
(
31,388)
(
115,705
$ 16,612
$ 2018
3,047,566
$ 603,602)
(
2,443,964
$ Total
Land Buildings Equipment Leasehold improvements
Cost
Accumulated depreciation and impairment
Total
January 1
Additions
Disposal
Reclassifications
Depreciation
December 31
December 31
1,680,129
$ -
1,680,129
$ 1,680,129
$ -
-
-
-
1,680,129
$ Land
1,052,401
$ 387,713)
(
664,688
$ 664,688
$ 155
-
2,261
24,290)
(
642,814
$ Buildings
212,645
$ 140,857)
(
71,788
$ 71,788
$ 45,377
16)
(
21,316
36,087)
(
102,378
$ Equipment
60,419
$ 42,635)
(
17,784
$ 17,784
$ 1,872
1)
(
6,476
9,082)
(
17,049
$ Leasehold improvements
3,005,594
$ 571,205)
(
2,434,389
$ 2,434,389
$ 47,404
17)
(
30,053
69,459)
(
2,442,370
$ Total
Cost
Accumulated depreciation and impairment
Total
1,680,129
$ -
1,680,129
$
1,053,129
$ 410,315)
(
642,814
$
234,426
$ 132,048)
(
102,378
$
57,963
$ 40,914)
(
17,049
$
3,025,647
$ 583,277)
(
2,442,370
$

A. No interest was capitalized for property and equipment for the years ended December 31, 2019 and 2018.

B. The information on property and equipment pledged or restricted as of December 31, 2019 and 2018 is described in Note 8.

297

14) Leasing arrangements lessee

Effective 2019

  • A. The Group leases various assets including buildings, machinery and equipment, business vehicles and multifunction printers. Rental contracts are typically made for periods of 1 to 10 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose covenants, but leased assets may not be used as security for borrowing purposes.

  • B. The carrying amount of right-of-use assets and the depreciation charge are as follows:

Buildings
Transportation equipment (Business vehicles)
Office equipment (Photocopiers)
Total
December 31,2019 Year ended
December 31,2019
CarryingAmount Depreciation charge
202,057
$ 18,384
1,228
221,669
$
96,820
$ 7,326
1,798
105,944
$
  • C. For the year ended December 31, 2019, the additions to right-of-use assets amounted to $147,604.

  • D. The information on income and expense accounts relating to lease contracts is as follows:

Items affecting profit or loss
Interest expense on lease liabilities
Expense on short-term lease contracts
Expense on variable lease payment
Year ended
December 31,2019
2,461
$ 3,843
317
  • E. For the year ended December 31, 2019, the Group’s total cash outflow for leases amounted to $110,172.

15) Leasing arrangements – lessor

Effective 2019

  • A. The Group leases various assets including office and parking space. Rental contracts are typically made for periods of 1 and 5 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.

  • B. For the year ended December 31, 2019, the Group recognized rent income in the amount of $19,071, based on the operating lease agreement, which does not include variable lease payments.

298

C. The maturity analysis of the lease payments under the operating leases is as follows:

2020
2021
2022
2023
2024
Total
December 31,2019
19,003
$ 17,620
17,284
17,284

4,195
75,386
$

16) Investment property

) Investment property
January1 2019
Land
Buildings
Total
198,099
$ 107,076
$ 305,175
$ -
30,472)
(
30,472)
(
198,099
$ 76,604
$ 274,703
$ 198,099
$ 76,604
$ 274,703
$ -
2,100)
(
2,100)
(
198,099
$ 74,504
$ 272,603
$ Land
Buildings
Total
198,099
$ 107,076
$ 305,175
$ -
32,572)
(
32,572)
(
198,099
$ 74,504
$ 272,603
$ 2018
Cost
Accumulated depreciation and impairment
Total
January 1
Depreciation
December 31
December 31
Cost
Accumulated depreciation and impairment
Total
January1
Land
Buildings
Total
198,099
$ 107,076
$ 305,175
$ -
28,372)
(
28,372)
(
198,099
$ 78,704
$ 276,803
$ 198,099
$ 78,704
$ 276,803
$ -
2,100)
(
2,100)
(
198,099
$ 76,604
$ 274,703
$ Land
Buildings
Total
198,099
$ 107,076
$ 305,175
$ -
30,472)
(
30,472)
(
198,099
$ 76,604
$ 274,703
$
Cost
Accumulated depreciation and impairment
Total
January 1
Depreciation
December 31
December 31
Cost
Accumulated depreciation and impairment
Total
  • A. For the years ended December 31, 2019 and 2018, rental income from the lease of the investment property were both $17,652 and direct operating expenses arising from the investment property were $3,609 and $3,611, respectively.

  • B. Details of fair value of investment property are provided in Note 12(5).

299

17) Intangible assets

) Intangible assets
January1 2019
Computer
software
Goodwill
Cost
Accumulated depreciation and
impairment
Total
January 1
Additions
Reclassifications
Depreciation
December 31
December 31
138,619
$ 92,082)
(
46,537
$ 46,537
$ 14,253
14,475
23,875)
(
51,390
$ Computer
software
42,004
$ -
42,004
$ 42,004
$ -
-
-
42,004
$ Goodwill
Cost
Accumulated depreciation and
impairment
Total
January1
153,387
$ 101,997)
(
51,390
$
Computer
sofware
Goodwill Customer
relationships and
others
Total
89,829
$ 253,483
$ 49,122)
(
141,387)
(
40,707
$ 112,096
$ 40,707
$ 112,096
$ -
19,004
-
14,628
5,038)
(
21,518)
(
35,669
$ 124,210
$ Customer
relationships and
others
Total
41,085
$ 221,708
$ 5,416)
(
97,498)
(
35,669
$ 124,210
$
Cost
Accumulated depreciation and
impairment
Total
January 1
Additions
Reclassifications
Depreciation
December 31
December 31
121,650
$ 92,265)
(
29,385
$ 29,385
$ 19,004
14,628
16,480)
(
46,537
$ Computer
software
42,004
$ -
42,004
$ 42,004
$ -
-
-
42,004
$ Goodwill
Cost
Accumulated depreciation and
impairment
Total
138,619
$ 92,082)
(
46,537
$
42,004
$ -
42,004
$

A. No interest was capitalized for intangible assets for the years ended December 31, 2019 and 2018.

B. Goodwill and customer relationships were acquired through acceptance of transfer of the securities brokerage business of Standard Chartered (Taiwan) Bank's retail banking business, and

300

were all allocated to the Group’s brokerage segment.

  • C. The recoverable amount of goodwill was periodically determined based on its value in use. Calculations of value in use after-tax cash flow projections are based on financial budgets approved by the management covering a five-year period. Cash flows beyond the five-year period are extrapolated using the estimated growth rates stated below.

The recoverable amount calculated based on the value in use exceeded the carrying amount, thus the goodwill was not impaired. The key assumptions used for calculation of value in use are as follows:

Growth rate
Discount rate
Brokerage Segment

2019
0.00%
11.16%
Brokerage Segment
2018
0.00%
11.96%

Management determined the growth rate based on past performance and its expectations of market development. The discount rates were based on the weighted average financing cost rates determined by the Company’s capital asset pricing model. The discount rates also reflect specific risks related to relevant operating segments.

18) Other noncurrent assets

risks related to relevant operating segments.
Other noncurrent assets
December 31,2019 December 31,2018
Operation guaranteed deposits $ 660,000
$ 680,000
Clearing and settlement fund 343,866 327,619
Refundable deposits 173,210 220,511
Deferred expenses 16,373 16,307
Prepaid pension expenses 904 1,010
Prepayment for equipment 32,947 11,893
Overdue receivables 240,073 213,075
Others 720 720
Subtotal 1,468,093 1,471,135
Less: Allowance for uncollectible accounts ( 240,073) ( 213,075)
Total $ 1,228,020 $ 1,258,060

19) Short-term loans

19) Short-term loans
20) Commercial papers payable
December 31,2019
Unsecured loans
2,964,959
$ Interest rates
0.880%~3.000%
December 31,2019
Face value
9,600,000
$ Less: discount on commercial papers payable
3,296)
(
Total
9,596,704
$ Interest rates
0.53%~0.695%
December 31,2018
939,879
$
3.411%~3.500%
December 31,2018
-
$ -
-
$
-

301

21) Financial liabilities at fair value through profit or loss - current

December 31,2019 December 31,2019 December 31,2018 December 31,2018
Investments in bonds under resale
agreements - short sales $ -
$ 90,545
Valuation adjustment of financial assets held
for trading - 3,069
Subtotal - 93,614
Liabilities on sale of borrowed securities
- hedged 192,174 148,009
Valuation adjustment on liabilities on sale of
borrowed securities - hedged 8,617 ( 15,145)
Liabilities on sale of borrowed securities
- non-hedged 208,143 391,436
Valuation adjustment on liabilities on sale of
borrowed securities - non-hedged ( 17,707) ( 19,457)
Subtotal 391,227 504,843
Issuance of call ( put ) warrants 6,639,919 15,115,760
Gain on price fluctuation ( 945,819) ( 7,549,321)
Market value (A) 5,694,100 7,566,439
Warrants redeemed ( 5,473,503)
( 11,955,149)
Loss on price fluctuation 163,564 4,622,139
Market value (B) ( 5,309,939) ( 7,333,010)
Warrants - net (A+B) 384,161 233,429
Options sold - TAIFEX 17,753 9,521
Outstanding Liability for Issuance of ETNs 19,222 -
Valuation adjustment on outstanding Liability for
Issuance of ETNs 549 -
Subtotal 19,771 -
Derivative financial liabilities - OTC 35,716 24,690
Total $ 848,628 $ 866,097

Among the warrants issued by the Group, except for contract-based warrants which are Europeanstyle warrants, all other warrants are American-style warrants. Warrants are stated as liabilities for issuance of warrants at issuance price prior to expiration. Upon repurchase of warrants after issuance, the repurchased amounts are recognized as warrants repurchase and charged as a deduction to liabilities for issuance of warrants. The warrants have six to twelve months exercise period from the date of issuance. The issuer has the option to settle either by cash or stock delivery.

302

22) Bonds sold under repurchase agreements

Bonds sold under repurchase agreements
Government bonds
Corporate bonds
Bank debentures
International bonds
Foreign bonds
Total
December 31,2019
3,445,144
$ 1,601,547
400,889
3,886,654
11,622,022
20,956,256
$
December 31,2018
4,100,351
$ 1,298,032
-
954,829
8,713,387
15,066,599
$

The above bonds sold under repurchase agreements as of December 31, 2019 and 2018 were due within one year and were contracted to be repurchased at the agreed-upon price plus interest charge on the specific date after the transaction. The total repurchase amounts were $21,035,116 and $15,134,144, respectively, and the annual interest rates in every currency were shown as follows:

Currency
NTD
Foreign currencies (Note)
December 31,2019
0.47%~0.62%
-0.50%~3.40%
December 31,2018
0.33%~0.62%
-0.30%~4.20%

(Note) Foreign currencies include AUD, EUR, USD, RMB, GBP and SGD.

23) Accounts payable

Other payables
Other financial liabilities-current
Settlement accounts payable - brokered trading
Settlement proceeds
Settlement accounts payable - operating
Accounts payable - foreign bonds
Accounts payable - international bonds
Spot exchange payable, foreign currencies
Others
Total
Salary and bonus payable
Employees’ and directors’ remuneration
payable
Others
Total
Equity-linked notes (ELN) - Options
Principal guaranteed notes (PGN) - fixed income
Total
December 31,2019
9,370,880
$ 1,223,127
616,917
709,611
223
434,980
100,864
12,456,602
$ December 31,2019
788,324
$ 113,140
446,217
1,347,681
$ December31,2019
4,000
$ 2,739,866
2,743,866
$
December 31,2018
5,939,260
$ 1,811,674
257,063
172,208
-
-
108,910
8,289,115
$
December 31,2018
493,821
$ 69,568
353,511
916,900
$
December31,2018
-
$ 2,687,009
2,687,009
$

24) Other payables

25) Other financial liabilities - current

The Group deals in equity-linked products and combines fixed income instruments with call or put

303

options. These products are categorized into ELN (Equity-Linked Notes) and PGN (Principal Guaranteed Notes). On trade date, the contracted amounts are collected in full from the counterparties. The payout amount on maturity will depend on the price fluctuation of the instruments linked to these contracts and be calculated as trading price less option strike price on maturity. All the linked products are financial instruments under the supervision of the SFB (Securities and Futures Bureau).

26) Other liabilities-non-current

Other liabilities-non-current
Guarantee deposits received
Net defined benefit obligation
Total
December 31,2019 December 31,2018
8,396
$ 7,118
15,514
$
4,984
$ 10,881
15,865
$

27) Pension plan

  • A. Defined benefit plans

  • (A) The Group has a defined benefit pension plan in accordance with the Labor Standards Law, covering all regular employees’ service years prior to the enforcement of the Labor Pension Act on July 1, 2005 and service years thereafter of employees who chose to continue to be subject to the pension mechanism under the Law. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. The Group contributes monthly an amount which ranges between 2.0% and 7.2% of the employees’ monthly salaries and wages to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the supervisory committee of workers’ retirement reserve fund, and with Cathay United Bank, under the name of the management committee of employees’ retirement fund. Also, the Group would assess the balance in the aforementioned labor pension reserve account by the end of December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method, to the employees expected to be qualified for retirement next year, the Group will make contributions to cover the deficit by next March.

  • (B) The amounts recognized in the balance sheet are as follows:

December 31,2019 December 31,2018
Present value of defined benefit obligations $ 850,830
$ 826,184
Fair value of plan assets ( 844,616) ( 816,313)
Net defined benefit liability $ 6,214 $ 9,871

304

(C) Movements in net defined benefit liabilities are as follows:

For the year ended
December 31,2019
Present value of defined
benefit obiligations
Fair value of
plan assets
Net defined benefit
(liabilities)assets
826,184
$ 5,006
9,089
840,279
-
29,946
8,546
38,492
-
27,941)
(
27,941)
(
850,830
$ Present value of defined
benefit obiligations
816,313)
($ -
8,979)
(
(825,292)
8,275)
(
-
-
8,275)
(
38,990)
(
27,941
11,049)
(
844,616)
($ Fair value of
plan assets
9,871
$ 5,006
110
14,987
8,275)
(
29,946
8,546
30,217
38,990)
(
-
38,990)
(
6,214
$ Net defined benefit
(liabilities)assets
Blance at January 1
Current service cost
Interest expense (income)
Remeasurements:
Return on plan assets (excluding
amounts included in interest
income or expense)
Change in financial assumptions
Experience adjustments
Pension fund contribution
Paid pension
Blance at December 31
For the year ended
December 31,2018
833,570
$ 5,583
10,032
849,185
-
$ 8,189
3,225)
(
4,964
-
27,965)
(
27,965)
(
826,184
$
778,415)
($ -
9,364)
(
(787,779)
14,635)
($ -
-
14,635)
(
41,864)
(
27,965
13,899)
(
816,313)
($
55,155
$ 5,583
668
61,406
14,635)
($ 8,189
3,225)
(
9,671)
(
41,864)
(
-
41,864)
(
9,871
$
Blance at January 1
Current service cost
Interest expense(income)
Remeasurements:
Return on plan assets (excluding
amounts included in interest
income or expense)
Change in financial assumptions
Experience adjustments
Pension fund contribution
Paid pension
Balance at December 31
  • (D) The Bank of Taiwan was commissioned to manage the Fund of the Group’s defined benefit pension plan in accordance with the Fund’s annual investment and utilization plan and the

305

“Regulations for Revenues, Expenditures, Safeguard and Utilization of the Labor Retirement Fund” (Article 6: The scope of utilization for the Fund includes deposit in domestic or foreign financial institutions, investment in domestic or foreign listed, overthe-counter, or private placement equity securities, investment in domestic or foreign real estate securitization products, etc.). With regard to the utilization of the Fund, its minimum earnings in the annual distributions on the final financial statements shall be no less than the earnings attainable from the amounts accrued from two-year time deposits with the interest rates offered by local banks. If the earnings is less than aforementioned rates, government shall make payment for the deficit after being authorized by the Regulator. The Group has no right to participate in managing and operating that fund and hence the Group is unable to disclose the classification of plan asset fair value in accordance with IAS 19 paragraph 142. The composition of fair value of plan assets as of December 31, 2019 and 2018 is given in the Annual Labor Retirement Fund Utilization Report published by the government. In addition, for retirement fund deposits with Cathay United Bank, under the name of the management committee of employees’ retirement fund, the fund invests in time deposit accounts under Cathay United Bank.

(E) The principal actuarial assumptions used were as follows:

Discount rate
Future salary increases
For the year ended
December 31,2019
For the year ended
December 31,2018
0.70%~0.80% 0.011
2.00%~3.00% 2.00%~3.00%

Assumptions regarding future mortality rate are set based on the Taiwan Standard Ordinary Experience Mortality Table (2011).

Because the main actuarial assumption changed, the present value of defined benefit obligation is affected. The analysis was as follows:

December 31,2019
Effect on present value of
defined benefit obligation
December 31,2018
Effect on present value of
defined benefit obligation
Discount rate Discount rate Discount rate Future salaryincreases Future salaryincreases
Increase
0.25%
Decrease
0.25%
Increase
0.25%
Decrease
0.25%
19,094)
($ 19,387)
($
19,719
$ 20,048
$
17,201
$ 17,695
$
16,773)
($ 17,232)
($

306

B. Defined contribution plans:

  • Effective from July 1, 2005, the Group established a defined contribution plan pursuant to the “Labor Pension Act”, which covers employees with R.O.C. nationality and those who chose or are required to apply the “Labor Pension Act”. The contributions are made monthly based on not less than 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The payment of pension benefits is based on the employees’ individual pension fund accounts and the cumulative profit in such accounts. The employees can choose to receive such pension benefits monthly or in lump sum. The pension costs under defined contribution pension plans of the Group for the years ended December 31, 2019 and 2018 were $64,134 and $65,703, respectively.

  • C. President Securities (HK), President Wealth Management (HK), and President Securities (Nominee) have defined benefit pension plans in accordance with local laws, and recognized the current pension expenses by contributing to the accrued pension assets. President Securities (HK) recognized pension expenses of $1,780 and $1,766, respectively, for the years ended December 31, 2019 and 2018.

28) Equity

  • A. Common stock

  • (A) As of December 31, 2019, the Company’s authorized capital was $15,000,000 with a par value of $10 (in dollars) per share. The outstanding common stocks were 1,372,390 and 1,390,428 thousand shares, respectively.

    • Movements in the number of the Company’s ordinary shares outstanding are as follows:

(Expressed in thousands)

January 1
Acquisition of treasury stocks
December 31
Year ended
December 31,2019
Year ended
December 31,2018
1,390,428
18,038)
(
1,372,390
1,390,428
-
1,390,428

(B) Treasury shares

In order to maintain the Company’s credit and stockholders’ rights and interests, the Company bought back outstanding shares. The movement of the number of treasury shares is as follows:

307

(Expressed in thousands)

Year ended December 31, 2019

Reason for buyback Shares at the
beginning of
theperiod
Shares at the
beginning of
theperiod
Period
increase
Period
decrease
Shares at the
end of the
period
Shares at the
end of the
period
Period-end
amount
To maintain the
Company's credit and
stockholders' rights and
interests
- 18,038 18,038)
(
- -
$

In accordance with Article 28-2 of the Securities and Exchange Act, whenever the buyback is required to maintain the company's credit and shareholders' rights and interests, the shares so purchased shall be cancelled and the amendment registration shall be effected within six months from the date of buyback. In May, 2019, the Board of Directors resolved to retire the treasury shares and completed the registration of changes in capital.

B. Capital reserve

Capital reserve
December 31, 2019
December 31, 2018
Sharepremium Treasury share
transactions
Expired stock
options
Difference between
consideration and
carrying amount of
subsidiaries acquired or
disposed
Total
24,663
$ 24,986
$
65,675
$ 116,793
$
483
$ 483
$
440
$ 440
$
91,261
$ 142,702
$

Pursuant to the R.O.C. Company Law, capital reserve arising from paid-in capital in excess of par value on issuance of common stocks and donations can be used to cover accumulated deficit or to issue new stocks or cash to shareholders in proportion to their share ownership, provided it should not exceed 10% of the paid-in capital each year. Capital reserve should not be used to cover accumulated deficit unless the legal reserve is insufficient.

  • C. Legal reserve

Under the Company’s Articles of Incorporation, the current year’s earnings, if any, shall first be used to pay all taxes and offset prior years’ operating losses and then 10% of the remaining amount shall be set aside as legal reserve. Except for covering accumulated deficit or issuing new stocks or cash to shareholders in proportion to their share ownership, the legal reserve shall not be used for any other purpose. The use of legal reserve for the issuance of stocks or cash to shareholders in proportion to their share ownership is permitted, provided that the balance of the reserve exceeds 25% of the Company’s paid-in capital.

  • D. Special reserve

In accordance with the “Rules Governing the Administration of Securities Firms”, 20% of the current year's earnings, after paying all taxes and offsetting prior years' operating losses, if any, shall be set aside as special reserve until the cumulative balance equals the total amount of paidin capital. The special reserve shall be used exclusively to cover accumulated deficit or to increase capital and shall not be used for any other purpose. Such capitalization shall not be permitted unless the Company had already accumulated a special reserve of at least 25% of its paid-in capital stock and only quarter of such special reserve may be capitalized.

In accordance with the regulations, the Company shall set aside an equivalent amount of special

308

reserve from accumulated unappropriated retained earnings of the current year based on the decreased amount of equity. If there is any subsequent reversal of the decrease in equity, the earnings may be distributed based on the reversal proportion.

  - In accordance with Jing-Guan-Zheng-Chuan Letter No. 10500278285 dated August 5, 2016, securities firms should set aside 0.5% to 1% of net income after tax as special reserve, upon the distribution of earnings from 2016 to 2018. From fiscal year 2017, special reserve as mentioned above may be reversed based on an amount equal to employees’ transformation training expenditure, transfer and arrangement expenditure arising from the development of Fintech. Further, according to Jing-Guan-Zheng-Chuan Letter No. 1080321644 dated July 10, 2019, securities firms are no longer required to set aside special reserve starting from 2019. And the special reserve, within the balance of special reserve set aside in the previous years, could be reversed at the same amount for the aforementioned expenditures.
  • 29) Unappropriated earnings and dividends policy

  • A. Under the Company’s Articles of Incorporation, the current year’s earnings, if any, shall be used to pay all taxes and offset prior years’ operating losses first, and then set aside as legal reserve, accounted for as 10% of the remaining amount, and special reserve, accounted for as 20% of the remaining amount. Upon provision or reversal of special reserve in accordance with the law, any remaining amount together with unappropriated earnings at beginning of the period shall be distributed according to the following resolution adopted at the stockholders’ meeting: Distribution shall not be made if the balance of distributable earnings is less than 5% of paid-in capital.

  • B. In addition, the total amount of dividends declared every year shall be at least 70% of distributable earnings, of which stock dividends shall be at least 50% and cash dividends shall be lower than 50%.

  • C. The Company may determine a better proportion of cash and stock dividends distribution based on its actual operating conditions and capital utilization plan for the following year.

  • D. The appropriation of 2018 and 2017 earnings was resolved by the shareholders on June 18, 2019 and June 21, 2018, respectively. Detail is as follows:

Provision of legal reserve
Provision of special reserve
Provision of special reserve
(Note 1)
Reversal of special reserve
(Note 1)
Reversal (provision) of special
reserve (Note 2)
Cash dividends
Total
For the year ended
December 31,2018
For the year ended
December 31,2018
For the year ended
December 31,2017
For the year ended
December 31,2017
Amount Dividends
per share (in
dollars)
Amount Dividends
per share (in
dollars)
121,032
$ 242,064
6,052
4,365)
(
58,374)
(
959,395
1,265,804
$
0.69
$
251,972
$ 503,944
12,599
3,023)
(
58,374
1,668,514
2,492,380
$
1.20
$

Note 1 Special reserve was provided for employees’ transition for financial technology

development according to Jing-Guan-Zheng-Chuan Letter No. 10500278285 and can

309

be reversed for employees’ transition. The Board of Directors of the Company resolved to provide 0.5% as special reserve and made reversal of the special reserve on March 22, 2019 and March 26, 2018.

  • Note 2 Special reserve shall be set aside in the same amount of net debit amount of other equity interest recorded in current year from the profit or loss of current year and the accumulated unappropriated earnings pursuant to paragraph 1 of Article 41 of

    • Securities and Exchange Act and Jing-Guan-Zheng-Chuan Letter No. 1010028514.
  • E. The earnings distribution for 2019 as resolved by the Board of Directors on March 26, 2020 is set forth below:

For the year ended December 31,

For the year ended December 31, For the year ended December 31,
Provision of legal reserve
Provision of special reserve
Reversal of special reserve (Note 3)
Cash dividends
Stock dividends
Total
2019
Amount Dividends per
share(in dollars)
234,244
$ 473,707
4,221)
(
1,372,390
274,478
2,350,598
$
1.00
$ 0.20
$
  • Note 3 Special reserve was provided for employees’ transition for financial technology

    • development according to Jing-Guan-Zheng-Chuan Letter No. 1080321644 and can be reversed for employees’ transition.
  • F. For details on employees’ remuneration and directors’ remuneration, please refer to Note 6 (44).

30) Brokerage handling fee revenue

Brokerage handling fee revenue
Revenues from brokered trading - TWSE
Revenues from brokered trading - OTC
Revenues from brokered trading - Futures
Others
Total
Year ended
December 31,2019
Year ended
December 31,2018
1,069,390
$ 426,700
604,329
136,007
2,236,426
$
1,217,068
$ 439,747
720,606
174,542
2,551,963
$

31) Revenues from underwriting business

Revenues from underwriting business
Revenues from underwriting securities on a
firm commitment basis
Others
Total
Year ended
December 31,2019
Year ended
December 31,2018
25,139
$ 37,672
62,811
$
22,306
$ 30,922
53,228
$

310

32) Gain on sale of trading securities

32) Gain on sale of trading securities
33) Interest revenue
Dealers:
-TAIEX
-OTC
-Overseas trading
Subtotal
Underwriters:
-TAIEX
-OTC
Subtotal
Hedging:
-TAIEX
-OTC
-Overseas trading
Subtotal
Total
Interest income from margin loans
Interest income from bonds
Others
Total
Year ended
December 31,2019
Year ended
December 31,2018
1,684,876
$ 124,807
515,109
2,324,792
47,543
73,592
121,135
340,461
52,232
10,820)
(
381,873
2,827,800
$ Year ended
December 31,2019
1,119,476
$ 77,620)
(
82,074)
(
959,782
46,174
11,969
58,143
630,593)
(
123,985)
(
8,260)
(
762,838)
(
255,087
$ Year ended
December 31,2018
525,291
$ 674,048
7,468
1,206,807
$
656,327
$ 649,262
3,055
1,308,644
$

34) Valuation gain (loss) on trading securities at fair value through profit or loss

Gain (loss) on sale of securities - dealer
Loss on sale of securities - underwriting
Gain on sale of securities - hedging
Total
Year ended
December 31,2019
Year ended
December 31,2018
685,896
$ 22,420)
(
77,851
741,327
$
422,251)
($ 13,726)
(
83,968
352,009)
($

311

35) Gain on covering of borrowed securities and bonds with resale agreements - short sales

Year ended Year ended
December 31,2019 December 31,2018
(Loss) gain from the bond investments under
resale agreements ($ 6,528)
$ 7,117
Gain from securities borrowing transactions
- dealer 46,294 10,963
Loss (gain) from covering - warrants ( 3,919)
1,816
Loss from securities borrowing
transactions - PGN ( 1,295)
-
Gain from covering - PGN 2,861 7,892
Total $ 37,413 $ 27,788
36) Valuation (loss) gain on borrowed securities and bonds with resale agreements-short sales at fair
value through profit or loss
Year ended Year ended
December 31,2019 December 31,2018
Valuation loss from the bond
investments under resale agreements ($ 5,265)
($ 3,015)
Valuation (loss) gain from securities
borrowing transactions - dealer ( 5,546)
27,237
Valuation loss from covering - warrants ( 10,607) ( 2,155)
Total ($ 21,418) $ 22,067
37) Realized gain (loss) on financial assets measured at fair value through other comprehensive income
Year ended Year ended
December31,2019 December31,2018
Foreign bonds $ 15,309 ($ 24,289)
38) Gain from issuance of call (put) warrants
Year ended Year ended
December 31,2019 December 31,2018
Gain on changes in fair value of call ( put )
warrant liabilities and redemption $ 203,893
$ 1,180,875
Loss on exercise of call ( put ) warrants
before maturity ( 31,156)
( 35,750)
Expenses arising out of issuance of call
( put ) warrants ( 78,873) ( 84,740)
Total $ 93,864 $ 1,060,385

312

39) (Loss) gain from derivatives

(Loss) gain from derivatives
Futures contract (loss) gain
Option trading (loss) gain
Gain (loss) on foreign exchange derivatives
Others
Total
Year ended
December 31,2019
Year ended
December 31,2018
774,499)
($ 57,745)
(
18,870
79,312)
(
892,686)
($
430,058
$ 82,196
47,348)
(
68,032)
(
396,874
$

40) Impairment loss and reversal of impairment loss

Impairment loss and reversal of impairment loss
Other operating income
Provision for impairment
Recovery of bad debts
Total
Income from securities lending
Net currency exchange gain
Handling fee revenues from funds
Others
Total
Year ended
December 31,2019
Year ended
December 31,2018
7,170)
($ 673
6,497)
($ Year ended
December 31,2019
63,977)
($ 716
63,261)
($ Year ended
December 31,2018
113,544
$ 191,648
45,384
82,165
432,741
$
87,487
$ 24,514
44,314
78,224
234,539
$

41) Other operating income

42) Handling charges

Handling charges
Financial costs
Brokerage handling fee expense
Dealer handling fee expense
Refinancing processing fee expense
Total
Interest expense from repurchase agreements
Loans interest expense
Other interest expense
Total
Year ended
December 31,2019
Year ended
December 31,2018
255,994
$ 276,157
2,300
534,451
$ Year ended
December 31,2019
290,709
$ 220,256
1,653
512,618
$ Year ended
December 31,2018
382,546
$ 130,026
19,249
531,821
$
291,956
$ 108,524
13,828
414,308
$

43) Financial costs

313

44) Employee benefits expense

Employee benefits expense
Salaries
Labor and health insurance
Pension
Other employee benefits
Total
Year ended
December 31,2019
Year ended
December 31,2018
2,097,446
$ 124,249
71,030
101,412
2,394,137
$
1,843,674
$ 129,687
73,720
108,610
2,155,691
$
  • A. In accordance with the Company’s Article of Incorporation, the remainder of the year-end income before taxes less income before appropriating employees’ compensation and directors’ remuneration, if any, shall appropriate an employees’ compensation no less than 1.6% and directors’ remuneration no more than 2%. However, when the Company has an accumulated deficit, earnings to cover the deficit shall first be retained before appropriating employees’ compensation and directors’ remuneration.

  • B. For the years ended December 31, 2019 and 2018, employees’ compensation was accrued at $52,103 and $28,868, respectively; directors’ remuneration was accrued at $52,103 and $28,868, respectively. The aforementioned amounts were recognized in salary expenses.

  • C. For year ended December 31, 2019, employees’ compensation was estimated at 2% and directors’ remuneration at 2%, based on the period-end income before taxes less income before appropriating employees’ compensation and directors’ remuneration.

  • D. The actual distributed amount of employees’ and directors’ remuneration for 2018 as resolved by the Board of Directors was in agreement with the estimates in the 2018 financial statements.

  • E. Information on the appropriation of the Company’s earnings as resolved by the Board of Directors would be posted in the “Market Observation Post System” on the Taiwan Stock Exchange official website.

45) Depreciation and amortization

Exchange official website.
Depreciation and amortization
Other operating expenses
Depreciation
Amortization
Total
Rentals
Taxes
Computer information expenses
Postage
Others
Total
Year ended
December 31,2019
Year ended
December 31,2018
181,005
$ 24,620
205,625
$ Year ended
December 31,2019
71,559
$ 22,139
93,698
$ Year ended
December 31,2018
4,742
$ 569,152
158,719
74,844
427,894
1,235,351
$
112,270
$ 654,999
159,812
70,018
376,637
1,373,736
$

46) Other operating expenses

314

47) Other gains and losses

Financial income
Gain (loss) on disposal of investments
Gain (loss) on valuation of non-operating financial
instruments
Net currency exchange gain
Other non-operating revenues
Total
Year ended
December 31,2019
189,277
$ 21,629

10,859

5,400)
(
172,625
388,990
$
Year ended
December 31,2018
157,292
$ 15,723)
(
9,166)
(
3,474
178,281
314,158
$

48) Income tax

A. Income tax expense

  • (a) Components of income tax expense:
ome tax
Income tax expense
(a) Components of income tax expense:
Year ended Year ended
December 31,2019 December 31,2018
Current tax:
Current tax on profits for the
periods $ 203,253
$ 184,551
Prior year income tax
(overestimation) underestimation ( 12,328)
6,287
Tax on undistributed surplus - 2,000
Total current tax 190,925 192,838
Deferred taxes:
Temporary differences ( 6,952)
36,278
Impact of change in tax rate - ( 9,862)
Total deferred taxes ( 6,952) 26,416
Income tax expense $ 183,973 $ 219,254
(b)The income tax expense relating to components of other comprehensive income is as follows
Year ended December Year ended December
31,2019 31,2018
Remeasurement of defined benefit
obligations ($ 6,044) $ 1,934
Impact of change in tax rate - ( 12,924)
Total ($ 6,044) ($ 10,990)

315

B. Reconciliation between income tax expense and accounting profit

Tax calculated based on profit before
tax and statutory tax rate (note)
Expenses disallowed by tax regulation
Prior year income tax (over)underestimation
Tax exempt income by tax regulation
Effect from Alternative Minimum Tax
Tax on undistributed earnings
Effect from changes in tax regulation
Income tax expense
Year ended
December 31,2019
Year ended
December 31,2018
549,033
$ 93,358
12,328)
(
601,162)
(
155,072
-
-
183,973
$
336,929
$ 23,971
6,287
273,171)
(
133,100
2,000
9,862)
(
219,254
$

C. Amounts of deferred tax assets or liabilities as a result of temporary differences, tax losses and investment tax credits are as follows

Deferred tax assets:
-Temporary differences:
Losses on doubtful debts
Other
Subtotal
Deferred tax liabilities:
-Temporary differences:
Unrealised exchange gain
Other
Subtotal
Total
For theyear ended December 31,2019 For theyear ended December 31,2019 For theyear ended December 31,2019
January1 Recognized in
profit or loss
Recognized in other
comprehensive income
December 31
29,635
$ 95,813
125,448
$ 15,044)
($ 1,029)
(
16,073)
($ 109,375
$
9,844
$ 5,912)
(
3,932
$ 2,896
$ 124
3,020
$ 6,952
$
-
$ 5,885
5,885
$ -
$ 159
159
$ 6,044
$
39,479
$ 95,786
135,265
$ 12,148)
($ 746)
(
12,894)
($ 122,371
$

316

Deferred tax assets:
-Temporary differences:
Losses on doubtful debts
Other
Subtotal
Deferred tax liabilities:
-Temporary differences:
Unrealised exchange gain
Other
Subtotal
Total
For theyear ended December 31,2018 For theyear ended December 31,2018
January1 Recognized in
profit or loss
Recognized in other
comprehensive income
December 31
16,997
$ 123,743
140,740
$ 15,175)
($ 764)
(
15,939)
($ 124,801
$
12,638
$ 39,059)
(
26,421)
($ 131
$ 126)
(
5
$ 26,416)
($
-
$ 11,129
11,129
$ -
$ 139)
(
139)
($ 10,990
$
29,635
$ 95,813
125,448
$ 15,044)
($ 1,029)
(
16,073)
($ 109,375
$
  • D. As of December 31, 2019, the Company’s income tax returns through 2016 have been assessed by the National Tax Authority. The income tax returns through 2017 of President Futures and President Venture Capital have been assessed. The income tax returns through 2018 of President Capital Management and President Personal Insurance Agency have also been assessed.

  • E. Under the amendments to the Income Tax Act which was promulgated by the President of the Republic of China in February, 2018, the Company’s applicable income tax rate was raised from 17% to 20% effective from January 1, 2018. The Company has assessed the impact of the change in income tax rate.

  • F. With respect to the income tax returns of the Company for 2016, the Tax Authority assessed to increase income tax payable by $11,820. The Company disagreed with the assessment and had filed for administrative remedy and had recognized the income tax expense based on the assessment.

317

49) Earnings per share

) Earnings per share
Basic earnings per share
Net income attributable to
common shareholders
Dilutive effect of common
stock equivalents
Employee bonus
Basic earnings per share
Net income attributable to
common shareholders
Dilutive effect of common
stock equivalents
Employee bonus
Amount
after tax
Weighted-average
outstanding
common shares
(In thousands)
Earnings per
share
(In dollars)
2,368,536
$ 1,373,458
1.72
$ -
3,606
2,368,536
$ 1,377,064
1.72
$ Amount
after tax
Weighted-average
outstanding
common shares
(In thousands)
Earnings per
share
(In dollars)
1,210,323
$ 1,390,428
0.87
$ -
2,510
1,210,323
$ 1,392,938
0.87
$ Year ended December 31,2019
Year ended December 31,2018
Amount
after tax
Weighted-average
outstanding
common shares
(In thousands)
Amount
after tax
Weighted-average
outstanding
common shares
(In thousands)
1,210,323
$ -
1,210,323
$
1,390,428
2,510
1,392,938
0.87
$ 0.87
$

7. RELATED PARTY TRANSACTIONS

1) Names and relationships of related parties

Names of related parties Uni-President Enterprises Corp.

Uni-President Asset Management Corp. Fund managed by Uni-President Asset Management Corp.

President Chain Store Corp. (PCSC) Ton Yi Industrial Corp. President Tokyo Co., Ltd. Kai Yu (BVI) Investment Co., Ltd Cayman President Holdings, Ltd. President Life Sciences Cayman Co., Ltd.

Relationship with the Company Entity having significant influence on the Company Associate Security investment trust fund raised by the Uni-President Assets Management Corp. Other related party Other related party Other related party Other related party Other related party Other related party

318

2) Significant related party transactions and balances

A. Accounts receivable

Significant related party transactions and balances
A. Accounts receivable
B. Other receivables
C. Guarantee deposit received
D. Accounts payable
E. Lease transactionslessee
Entity having significant influence on the company:
Uni-President Enterprises Corp.
Other related party:
Others
Total
Other related party:
Others
Associate:
Uni-President Assets Management Corp.
Other related party:
President Tokyo Co., Ltd.
Total
Other related party:
President Tokyo Co., Ltd.
December 31,2019 December 31,2018
274
$ 729
1,003
$ December 31,2019
288
$ 597
885
$ December 31,2018
-
$ December 31,2019
9
$ December 31,2018
1,044
$ 1,434
2,478
$ December 31,2019
452
$
530
$ 1,393
1,923
$ December 31,2018
460
$
  • (A) The Group leases business vehicles and multifunction printers, etc., from President Tokyo Co., Ltd. Rental contracts periods are typically 1 to 5 years. Rents are paid monthly.

  • (B) Right-of-use assets:

a. Acquisition of right-of-use assets

ight-of-use assets:
. Acquisition of right-of-use assets
Other related party:
President Tokyo Co., Ltd.
(Acquire of right-of-use assets of 8,599 thousands
for the year ended December 31, 2019)
December 31,2019
22,650
$

Due to the application of International Financial Reporting Standard No. 16, the Group increased its acquisition of right-of-use assets by $17,023 from the related parties on January 1, 2019.

319

  • b. Disposition of right-of-use assets
Disposition of right-of-use assets
December 31,2019
Other related party:
President Tokyo Co., Ltd. $ 2,344
Other 629
Total $ 2,973

The Group terminated an agreement amounting to $1,887 before the maturity with the related parties, and the contract with the related parties expired amounting to $1,086 for the year ended December 31, 2019.

(C) Lease liabilities

  • a. Lease liabilities current

ease liabilities
ease liabilitiescurrent
Lease liabilitiesnoncurrent
nterest expense
Gain on lease modification
Other related party:
President Tokyo Co., Ltd.
Other related party:
President Tokyo Co., Ltd.
Other related party:
President Tokyo Co., Ltd.
Other
Total
Other related party:
President Tokyo Co., Ltd.
December 31,2019
5,775
$ December 31,2019
11,325
$ Year ended
December 31,2019
135
$ 1
136
$ December 31,2019
26
$
26
$
  • b. Lease liabilities noncurrent

  • c. Interest expense

  • d. Gain on lease modification

  • F. Bonds sold under repurchase agreements

Bonds sold under repurchase agreements
Other related party:
Cayman President Holdings, Ltd.
President Life Sciences Cayman Co., Ltd
Total
December 31,2019 December 31,2018
-
$ 24,475
24,475
$
184,290
$ -
184,290
$

320

G. Handling fee revenue

Handling fee revenue
Security investment trust fund raised by the Uni-
President Asset Management Corp.:
Uni-President Asset Management Corp.
Other related party:
Other
Total
Year ended
December 31,2019
Year ended
December 31,2018
33,529
$ 810
34,339
$
30,530
$ 2,339
32,869
$

Terms of handling fee revenue mentioned above are similar to those of transactions with third parties.

parties. parties.
H. Gain on wealth management-trust income from sales of funds
The revenues were collected on a monthly basis in accordance with contract terms.
I. Other operating revenue-handling fee revenues from underwriting funds
The revenues were collected on a monthly basis in accordance with contract terms.
J. Rent income
Year ended
December 31,2019
Year ended
December 31,2018
Associates:
Uni-President Assets Management Corp.
9,817
$ 9,453
$ Year ended
December 31,2019
Year ended
December 31,2018
Associates:
Uni-President Assets Management Corp.
43,792
$ 43,461
$
Gain on wealth management-trust income from sales of funds
Year ended
December 31,2019
Year ended
December 31,2018
Year ended Year ended
Period Deposit December 31,2019 December 31,2018
Associates:
Uni-President Assets
Management Corp. 2016.01.01~2024.03.31 $ 1,044
$ 7,045
$ 7,085
Other related party:
President Tokyo Co., Ltd. 2017.01.01~2024.03.31 1,434 9,422 9,422
Total $ 16,467 $ 16,507
Rental income mentioned above is derived from leasing part of the Group’s office space and
business premises to various related parties and calculated as agreed by both parties. Lease
payments are collected on schedule in accordance with the terms of the lease contracts.

321

K. Stock custodian income

tock custodian income
Entity having significant influence on the
company:
Uni-President Enterprises Corp.
Associate:
Uni-President Assets Management Corp.
Other related party:
Ton Yi Industrial Corp.
President Chain Store Corp. (PCSC)
Others
Total
Year ended
December 31,2019
Year ended
December 31,2018
3,506
$ 133

1,225
1,929
3,034
9,827
$
3,600
$ 133
1,227
1,708
3,078
9,746
$

Terms of stock custodian income mentioned above are similar to third parties.

L. Loss from derivatives

Other related party:
Cayman President Holdings, Ltd.
Kai Yu (BVI) Investment Co., Ltd
Total
Year ended
December 31,2019
Year ended
December 31,2018
-
$ 240)
(
240)
($
1,584)
($ -
1,584)
($

M.Other operating expenses - equipment rental and copy expense

Other related party:
President Tokyo Co., Ltd.
Others
Total
Year ended
December 31,2019
Year ended
December 31,2018
544
$ -
544
$
7,115
$ 1,143
8,258
$

N. Financial expense

inancial expense
Other related party:
Cayman President Holdings, Ltd.
President Life Sciences Cayman Co., Ltd
Total
Year ended
December 31,2019
Year ended
December 31,2018
1,477
$ 528
2,005
$
66
$ -
66
$

322

O. Purchases of trading securities – dealer

urchases of trading securities–dealer
Entity having significant influence on
the company:
Uni-President Enterprises Corp.
Security investment trust fund raised by
the Uni-President Asset Management
Corp.:
Uni-President Asset Management Corp.
Other related parties:
President Chain Store Corp.
Total
Entity having significant influence on
the company:
Uni-President Enterprises Corp.
Security investment trust fund raised by
the Uni-President Asset Management
Corp.:
Uni-President Asset Management Corp.
Other related parties:
Ton Yi Industrial Corp.
President Chain Store Corp.
Total
December 31,2019 Year ended December
31,2019
Ending Shares
(In thousands)
Ending
Balance
Gain(loss)
2,458)
($ -
209)
(
2,667)
($ Year ended December
31,2018
Ending Shares
(In thousands)
Ending
Balance
Gain(loss)
579
$ -
16
944)
(
349)
($
-
-
-
-
-
$ 10,220
-
-
10,220
$

P. Compensation of key management personnel

The compensation of key management such as directors, general managers, vice general managers were as follows:

323

Salary and short-term employee benefits
Retirement benefits
Other long-term employee benefits
Termination benefits
Share-based payment
Total
Year ended
December 31,2019
Year ended
December 31,2018
203,207
$ 1,437
-
-
-
204,644
$
186,989
$ 1,579
-
-
-
188,568
$

324

8. PLEDGED ASSETS

The Company’s assets pledged or restricted for use were as follows:

Assets
Trading securities (par value)
- Corporate bonds
- Government bonds
- Bank debentures
- Overseas bonds
- International bonds
Financial assets at fair value through
other comprehensive income - current
- Overseas bonds (par value)
Restricted assets:
- Demand deposits
- Pledged time deposits
- Government bonds (par value)
Property and equipment
- Land and buildings (book value)
Pledged time deposits
- Operating guarantee deposits
- Refundable deposits
Financial assets at fair value through
profit or loss - current:
Financial assets at fair value through
profit or loss - non-current:
December 31,2019
1,600,000
$ 3,330,800
400,000
12,421,911
4,110,169
-
735
531,251
50,000
1,107,127
660,000
2,000
December 31,2018
1,300,000
$ 4,100,000
-

9,157,965
977,874
307,150
19,373
635,263
50,000
-

680,000
2,000
Purposes
Securities for bonds sold under
repurchase agreements
Securities for bonds sold under
repurchase agreements
Securities for bonds sold under
repurchase agreements
Securities for bonds sold under
repurchase agreements
Securities for bonds sold under
repurchase agreements
Securities for bonds sold under
repurchase agreements
Collections on behalf of third
parties and reimbursement
for wages and stocks
Securities for short-term loans
and guarantees for issuance
of commercial papers
Trust fund deposit-out
Securities for short-term loans
and guarantees for issuance
of commercial papers
Security deposits
Security deposits

9. SIGNIFICANT COMMITMENTS

None.

10. SIGNIFICANT LOSS FROM NATURAL DISASTER

None.

11. SIGNIFICANT SUBSEQUENT EVENT

None.

325

12. OTHER

1) Management objective and policy of financial risks

  • A. Risk management objective

The Group continually strengthens risk culture to every employee and makes sure that the Group can actively develop various businesses under a healthy and effective risk management system. At the same time, by creating value of an entity and continually increasing profit, profit maximization may be achieved within appropriate risk tolerance.

  • B. Risk management system

  • In order to ensure the completeness of risk management system, run the balancing mechanism of risk management, and improve the division efficiency of risk management, the Group sets up “Risk Management Policy”. Such policy aims to establish internal system compliance and the guiding tools for policies communication within the Group and enable every layer of the Group engaged in different tasks to identify, evaluate, monitor, and control various risks with establishment of consistent compliance rules for risks of each business so that the risks can be controlled within the limits set in advance.

The Group’s risk management system covers risks incurred from businesses on and off the balance sheet, such as market risk, credit risk, liquidity risk, operating risk, legal risk, model risk which are all included in the risk management.

  • C. Risk management organization

  • Risk management organization: Board of Directors, Risk Management Committee, Risk Control Office, Business units and other related segments (such as Office of Auditing, Office of General Manager, Compliance segment, Legal segment and Finance segment) are in charge of planning, supervising and execution.

  • (A) The Board of Directors should ensure the effectiveness of risk management and be responsible for the ultimate result and the following duties:

    • a. To establish proper risk management system, operating process, and risk management culture in the Group with allocation of necessary resource for better execution and operation.

    • b. Policy of risk management review

    • c. Review and approval of business application, transaction authorization and risk limit.

  • (B) The Risk Management Committee reports to the Board of Directors and is responsible for the following:

    • a. Review risk management policy

    • b. Review the highest risk tolerance

    • c.Submit regular reports to the Board of Directors in relation to the risk management status of the whole Group

  • (C) The General Manager supervises daily risk management of the entire Group and is responsible for the following:

    • a. Supervise and monitor daily risk management of the entire Group

    • b. Approval of management exceptions

  • (D) Assets and Liabilities Committee reports to the General Manager and is responsible for the following:

    • a. Set up the ultimate guidelines for assets and liabilities management of the entire Group

    • b. Analyze and control the entire Group’s assets and liabilities portfolio

    • c. Approval of various businesses’ quotas

    • d. Gather and analyze information on domestic and offshore interest rate, exchange rate, prosperity fluctuation, political and economic environmental changes, and predict the financial trend in the future

  • (E) Risk Control Office implements risk management policy and related regulations and reports

326

to the Risk Management Committee. Risk Control Office also reports daily risk management to the General Manager and is responsible for the following:

  - a. Establish Risk Management Policy of the entire Group

  - b. Develop effective method for measurement and risk management in an entity

  - c. Review risk management system of business units

  - d. Generate risk report through information gathering and consolidation

  - e. Analyze various business risks and report to the General Manager

  - f. Report the risk management situation to the Risk Management Committee according to a meeting’s nature and needs

  - g. Carry out duties as designated by the Risk Management Committee and control risks of business units
  • (F) Auditing Office is responsible for the following:

    • a. Execute operating risk control

    • b. Include the risk management system into internal audit program and carry out the daily audit schedule.

    • c. Assess the effectiveness of internal control and verify the executed result.

  • (G) Compliance segment and legal segment under the Office of General Manager are responsible for the following:

    • a. Compliance segment should make sure that the business operation and risk management system are in compliance with relevant regulations.

    • b. Legal segment is responsible for legal risk control

    • c. Compliance segment also provides services of Anti-Money Laundering and Counter Terrorism Financing, including designs specification and internal control, establishes transaction monitoring, oversees the effective implementation of business units, conducts the employee training and reports any suspicion of money laundering.

  • (H) Finance segment is responsible for the following:

    • a. Verify the correctness of position information and reasonability of profit and loss calculation.

    • b. Control and analyze self-owned capital adequacy ratio.

    • c. Analyze the appropriateness of structures of the assets and liabilities.

  • (I) Business units are responsible for the following:

    • a. Set up risk management details of various businesses according to the risk management policy and other related regulations.

    • b. Provide sufficient position information and risk control information to the Risk Control Office.

  • (J) Settlement division is responsible for:

    • a. Clearing and settlement; risk control and management of margin purchase and short sale of securities.

    • b. Risk control and management of trading middle office and enforcement of rules governing risk management of business segments.

  • D. Risk management policy

In order to ensure the completeness of risk management system, run the balancing mechanism of risk management, and improve the division efficiency of risk management, the Group sets up “Risk Management Policy”. Such policy aims to establish internal system compliance and the guiding tools for policies communication within the Group and enable every layer of the Group engaged in different tasks to identify, evaluate, monitor, and control various risks with establishment of consistent compliance rules for risks of each business so that the risks can be controlled within the limits set in advance.

327

Risk management processes include risk identification, risk evaluation, risk supervision and various risk control. Each kind of risk evaluations and responding strategies are described as follows:

  - (A) Market risk management

     - The Group has implemented risk management information system (Risk Manager) in relation to market risk control. All trading positions of the Group have been included in the daily risk control system for the calculation of Value at Risk (VaR). Limit exceeding indicators are mainly the nominal principal, stop-loss, sensitivity (Greeks) and VaR. The risk management report is presented on a daily basis for implementation of regular control and limit exceeding handling procedures.

  - (B) Credit risk management

     - In relation to risk control, the quantitative model of default rate adopts KMV model to calculate the default rate of issuers with credit exposure of the issuing company and the trading counterparties, and credit risk of securities disclosed in the report. The credit exposure is mitigated through regular review of credit status.

  - (C) Fund liquidity risk

     - Unit in charge of fund procurement regularly predicts future fund demand and supply, and consolidates company guarantee or endorsement and capital lending businesses to monitor the condition of fund procurement on a daily basis.
  • E. Hedging and risk-offsetting strategy

    • (A) Policies of hedging and risk mitigating are parts of the Group’s risk management policies, and the hedging position and hedged trading position are supposed to be one portfolio, of which the gain and loss and risk information are measured on a consolidated basis.

    • (B) The overall position (hedging position and trading position) is included in the daily risk management system to calculate Value at Risk and other relevant information. Limit exceeding indicators mainly include nominal principal, stop-loss point, price sensitivity and VaR. With the presentation of daily risk management report, routine control and limit exceeding treatment can be executed.

    • (C) The continued effectiveness of hedging and risk-offsetting strategy is measured by the gain and loss of overall position (hedging position and trading position), in order to track reasonableness of the profit or loss of hedging position and the offsetting relationship with the profit or loss of trading position, and to control them within a reasonable range.

  • 2) Credit risk

  • A. Source and definition of credit risk

    • The credit risk exposure of the Group as a result of engagement in financial transactions include issuer’s credit risk, credit risk of counterparty and credit risk of underlying assets:

    • (A) Credit risk of the issuer refers to the issuers of financial debt instruments held by the Group failing to repay its obligation due to the fact that the issuer breaches the contract resulting in the risk of financial loss to the Group.

    • (B) Credit risk of counterparty refers to risk of financial loss to the Group arising from default by the counterparty of financial instruments on the settlement or payment obligation.

    • (C) Credit risk of the underlying assets happens when the credit rating of the underlying assets linked to the financial instrument is downgraded by the rating agency or when the losses occur as a result of contract default.

The financial assets held by the Group which could result in credit risk include bank deposit, debt securities, derivatives transactions in OTC, bonds purchased/sold under resale/repurchase agreements, refundable deposit of securities lending, futures trade margins, other refundable deposits and receivables.

  • B. Maximum credit risk exposure and credit risk concentration

328

The maximum exposure to credit risk of financial assets in the consolidated balance sheet, without consideration of the collateral or other credit enhancements, is equivalent to the carrying amount. In Taiwan, the sources of credit risk of the Group are primarily resulting from cash deposited with banks or other financial institutions, debt securities issued or guaranteed by a bank, derivative instruments transaction underwritten by the Group, and all counterparties of customer margin deposits accounts being financial institutions. Credit risks of various financial assets are as follows:

  • (A) Cash and cash equivalents

Cash and cash equivalents include time deposit, demand deposits and checking deposits. Correspondent institutions are mainly domestic financial institutions.

  • (B) Financial assets at fair value through profit and loss - current

  • a. Fund

    • The funds held by the Group are bond funds. As the positions held are not significant, credit risk is deemed low.
  • b. Commercial papers

The commercial papers held by the Group are under resale agreements. As all the counterparties are financial institutions with good credit, the credit risk from counterparties is extremely low.

  • c. Debt securities

Debt securities are mainly positions like government bonds, convertible corporate bonds and foreign bonds and the issuers are primarily R.O.C. government, domestic and foreign legal entities. 33% of convertible corporate bond is guaranteed by banks. Details are as follows:

  • (a)Bonds

The bonds held by the Group are mostly government bonds (inclusive of central and local government). As a whole, the credit risk of the bonds held by the Group is low.

  • (b) Corporate bonds

The corporate bonds held by the Group are mainly underlying investment with good credit rating and those with rating above (S&P BB).

  • (c)Convertible corporate bond

The convertible corporate bonds held by the Group are mostly issued by the domestic legal entities. The Group mitigates highly risky credit exposure of the issuers by control through Taiwan Corporate Credit Risk Index (TCRI).

  • (d)Foreign bonds

The foreign bonds held by the Group are mainly underlying investment with good credit rating and those with rating above (S&P BB).

(C) Financial assets at fair value through other comprehensive income - current The foreign government bonds held by the Group are classified as debt instruments at fair value through other comprehensive income. In general, the bonds held by the Group are with lower credit risk.

  • (D) Derivatives- futures trade margin

When engaging in futures trades in stock exchange market, the Group needs to deposit margin into a margin deposit account of a financial institution designated by the futures merchants as a guarantee to fulfil contractual obligation in the future. As a result, the credit risk is low.

  • (E) Derivatives-OTC

The Group signs International Swaps and Derivatives Association (ISDA) agreements with each counterparty when engaging in OTC derivatives as an agreement regarding such transactions for both parties. In the agreement, it provides a fundamental contractual model

329

for OTC derivative transactions. If any party breaches the contract or terminates the transactions early, then all the open interest covered in the agreement should be settled by net amount as bound in the contract. When the ISDA agreement is signed, the Credit Support Annex (CSA) is also signed. According to the CSA, collateral will be transferred from a party to the other during transaction process to mitigate the risk of counterparty in open interest. Please refer to Note 6(11).

Types of OTC derivative transactions in which the Group is engaged include swap transaction. The counterparties are all from financial service industry and mainly located in Taiwan and United Kingdom.

  • (F) Bonds investment under a resale agreement

  • Bonds sold under a resale agreement are the bonds that the client sold to the Group at a price, interest rate, length of period as agreed by two parties and the client shall repurchase the bonds at the specified price upon maturity. The Group needs to assume credit risk from counterparties when underwriting such business, as the payment being delivered to the other party. With consideration of good collateral obtained, the net of credit risk exposure from counterparties can be effectively reduced. As all the counterparties are financial institutions with good credit rating, the credit risks from counterparties are extremely low. Please refer to Note 6(11).

  • (G) Margin loans receivable

  • Margin loans receivable are the loans provided to the client in order to process businesses of margin trading and short sale using the securities purchased through financing as collateral. The Group monitors the clients’ margin ratio through information system on a daily basis. As the margin ratio of margin trading is set at 130% according to Regulations Governing the Conduct of Securities Trading Margin Purchase and Short Sale Operations by Securities Firms, the credit risk is extremely low.

  • (H) Receivables of securities business money lending Receivables of securities business money lending are the non-restricted purpose loan business and monetary financing business, pursuant to an agreement between a securities firm and a customer, using customer securities and other commodities as collateral. The Company regularly assesses its customer line of credit and implements appropriate credit control.

  • (I) Guaranteed price for securities lending Guaranteed price for securities lending is the sale price of the Group’s securities sold by other securities firms through margin trading after deduction of securities transactions tax and service fee, which is deposited in other securities firms as collateral. As all the counterparties are financial institutions with good credit rating, the credit risk from counterparties is extremely low.

  • (J) Refundable deposits for securities lending Refundable deposits for securities lending are the margins deposited in other securities firm as collateral when the Group’s securities are sold. As all the counterparties are financial institutions with good credit, the credit risk from counterparties is extremely low.

  • (K) Receivables

  • Receivables are the credit rights arising from the securities business including settlement receivables of consignment trading, settlement receivables of operating securities sold, financing interest receivables of self-operating credit transaction, receivables of consignment trading for securities, and receivables from banks’ underwriting on foreign exchange transactions and foreign fund demand. As the majority of the Group’s receivables from the consignment businesses and self-operating businesses are settlement of securities from OCT or TWSE, the credit risk is extremely low. As the foreign exchange transactions

330

are simply the receipt or payment of different currencies and the correspondent banks are of good credit rating, the credit risk is extremely low.

  • (L) Other current assets

    • Other current assets are mainly the collateral deposited in the bank for application for shortterm debt limit and guarantee for application for issuance of commercial papers. As the correspondent banks are all financial institutions with good credit rating, the credit risk is extremely low.
  • (M) Financial assets at fair value through profit and loss – non-current In order to underwrite trust business, the Group deposits central government bonds in the Central Bank as collateral. Regardless of the bonds themselves or the financial institutions where the bonds are deposited, the credit risk is extremely low.

  • (N) Other non-current assets

    • Other non-current assets mainly comprise operating guarantee deposits, settlement funds, and refundable deposits. Operating guarantee deposits are mainly deposited in domestic banks with good credit rating. Settlement funds are deposited in securities exchange. Settlement funds are used as compensation when a party to a marketable securities transaction fails to fulfil the settlement obligation. The credit risks from the institutions where these two assets are deposited are extremely low. The refundable deposits refer to cash or other assets which are deposited externally by the Group and can be used as refundable deposits. Because deposits are placed in various financial institutions and each deposit amount is small, the credit risk is dispersed and the credit exposure of overall refundable deposit is extremely low.
  • C. Expected credit loss assessment

  • In the assessment of impairment and calculation of expected credit losses, the Group considers reasonable and supporting information about past events, current conditions and future economic conditions. The Group determines at the balance sheet date whether there has been a significant increase in credit risk since initial recognition or whether credit impairment has occurred, and recognizes expected credit loss according to which stage the asset belongs: no significant increase in credit risk or low credit risk at balance sheet date (Stage 1), significant increase in credit risk (Stage 2), and credit impaired (Stage 3). 12-month expected credit losses are recognized for assets in Stage 1, and lifetime expected credit loses are recognized for assets in Stage 2 and Stage 3.

The definition of and expected credit losses recognized for each stage are as follows:

Item Stage1 Stage2 Stage 3
Definition No significant
deterioration of credit
quality of the financial
asset since initial
recognition, or the
financial asset is
considered low-risk at
the balance sheetdate.
Significant
deterioration of credit
quality of the financial
asset since initial
recognition, but the
asset is not yet credit
impaired.
The financial asset is
credit impaired at the
financial reporting
date.
Expected credit
losses recognition
12-month expected credit
losses
Lifetime expected
credit losses
Lifetime expected
credit losses

331

  • (A) Judgements of the significant increase in credit risk since initial recognition

  • Judgements and assumptions used to determine whether the credit risk has a significant increase since initial recognition when the Group calculates expected credit loss under IFRS 9 are as follows:

  • a. If contractual payments are over 30 days past due according to the payment terms, the financial asset is considered to have significant increase in credit risk since initial recognition.

  • b. There is significant increase in credit risk at the reporting date if the credit rating of the issuer has been downgraded by more than 2 grades and the final external credit rating at the reporting date is non-investment grade, if the interest payments are over 30 days past due, or if there has been a default in the past.

  • (B) Definition of default and credit-impaired financial assets According to the definition of credit impairment set by IFRS 9, a financial asset is creditimpaired when one or more events that have occurred and have a significant impact on the expected future cash flows of the financial asset. The criteria used to judge whether a financial asset is credit-impaired since initial recognition includes but is not limited to the following:

  • a. Contractual payments or principal or interest payments on bonds are over 3 months (90 days) past due.

  • b. Bond investment is rated as “in default” by external credit rating agencies.

  • c. Bond issuer has filed for bankruptcy, restructure, or other debt clearance procedures.

  • d. Issuer or counterparty has financial difficulties.

  • (C) Writing-off policy

If any of the following condition applies, the Group will write off the non-recoverable portion of the overdue receivables as bad debt.

  • a. Debt cannot be fully or partially recovered due to dissolution of, disappearance of, settlement with, bankruptcy declaration by the debtor, or any other reason.

  • b. The collateral and the assets of the primary and secondary debtors could not be auctioned off after multiple attempts and multiple price discounts, and the Company has not received any real benefits in assuming the collateral.

  • c. Payments are over two years past due and could not be recovered after attempts to collect.

  • (D) Measurement of expected credit losses

  • The Group considers reasonable supporting information which shows significant increase in credit risk since initial recognition when calculating expected credit losses. Main indexes include: internal/external credit rating, information of past due, credit spread, other market information in relation to the borrower, issuer or counterparty, and significant increase in credit risk of other financial instrument of the same borrower.

  • a. Investments in bills and bonds

332

  - (a)Probability of default was based on external credit rating, which include forwardlooking information.

  - (b)Loss given default was based on the average loss given default of external credit rating of investment position and counterparties.

  - (c)Exposure at default

     - Stage 1, Stage 2 and Stage 3: Total carrying amount (including interest receivable).
  • (E) Consideration of forward-looking information

    • Historical loss rate (based on the historical experience in the past 3 to 5 years) as obtained and compared with economic environment in the past, nowadays and future (forwardlooking factor) to see whether there is any significant change, and then to properly adjust future loss rate standards. If any significant default event occurs, the loss rate in the current year will be included in the calculation of future loss rate standard.
  • D. Table of movements in loss provision of the Group

  • (A) At December 31, 2019 and 2018, there were no changes in the loss allowance for investments in debt instruments measured at fair value through other comprehensive income.

  • (B) Except for bond interest receivable which was evaluated along with debt investments, the Group applies the simplified approach to measure the loss allowance at an amount equal to lifetime expected credit losses for marginal receivables, accounts receivable, other receivable-others and overdue receivables. The movements in loss provision of marginal receivables, accounts receivable, other receivable-others and other non-current assetsoverdue receivables of the Group are as follows:

At January 1
Provision
(reversal of provision)
for impairment
Write-offs
Derecognized
Effect of foreign exchange
Transfers
At December 31
Year ended December 31,2019 Year ended December 31,2019 Year ended December 31,2019 Total
Marginal
receivable
Accounts
receivable
Other
receivable -
other
Other non-
current assets-
overdue
receivables
61,669
$ 20,067
-
-
-
37,930)
(
43,806
$
2,661
$ 528
-
-
-
2,533)
(
656
$
11,333
$ 234)
(
10,532)
(
498)
(
15)
(
-
54
$
213,075
$ 13,191)
(
-
274)
(
-
40,463
240,073
$
288,738
$ 7,170
10,532)
(
772)
(
15)
(
-
284,589
$

333

At January 1
Provision (reversal of
Reversal of impairment
Write-offs
Effect of foreign exchange
Transfers
At December 31
Year ended December 31,2018 Year ended December 31,2018 Year ended December 31,2018 Total
Marginal
receivable
Accounts
receivable
Other
receivable -
other
Other non-
current assets-
overdue
receivables
84,093
$ 27,996
-
-
50,420)
(
61,669
$
4,359
$ 2,648
-
-

4,346)
(
2,661
$
495
$ 11,467
645)
(
16
-
11,333
$
136,443
$ 21,866
-
-
54,766
213,075
$
225,390
$ 63,977
645)
(
16
-
288,738
$

3) Liquidity risk

  • A. Definition and source of liquidity risk

Liquidity risk refers to possible financial losses arising from the inability to realize the asset or to obtain sufficient fund to fulfil the financial liabilities soon to be matured. Above situations may weaken the sources of cash from the Group’s trading and investment activities.

  • B. Liquidity risk management procedure and stimulation test

In order to prevent operational crisis as a result of liquidity risk, the Group has established responding crisis process with regular monitoring over liquidity gap of fund.

  • (A) Procedure

  • In addition to the operating capital for various business and long-term investment, the Group needs to maintain revolving funds at a certain level for daily operation. The use of remaining fund shall avoid high concentration and should be based on the principle of holding sound earning assets with high liquidity and treated in compliance with policies of the Group.

The responsive unit for fund procurement adjusts the liquidity gap to ensure proper liquidity according to the daily volume and movement in the market.

  • (B) Stimulation test

  • a. The Group reviews fund liquidity risk from a perspective of supply and demand of fund every month with simulation analysis of available fund for emergency including scenario analysis of cash, funding limit of financial institutions, margin loans and short sale, and value of disposal of position in order to compute maximum available fund and fund demand. Finally, safety stock of fund is reviewed to monitor liquidity risk.

  • b. Above liquidity risk is generally reviewed monthly. However, if the available limit of increment banking credit risk in financing limit of a financial institution is lower than a certain amount (that is, the amount may be timely adjusted according to the fund liquidity in the market and the actual fund demand and supply in an entity), the safety stock will be reviewed weekly. After the early warning report for fund is submitted, the head of finance segment will call for a fund control meeting.

  • c. Other than individual funding liquidity risk of an entity, stress test of minimization funding supply and maximization funding demand in the event of significant crisis is simulated, including:

    • (a)When there is a significant crisis in the market, the financing limit of the financial

334

institutions and the value of disposal of position can be deemed the minimized ratio of fund supply which is then adjusted according to actual condition to compute the total fund supply under maximum stress.

  - (b)Except for the operating expense, the stock concept is adopted for the calculation of total fund demand under maximum stress.

  - (c)The Group should conduct a review to see whether the total minimized fund supply is more than maximized total fund demand. The Group should further review how long (by month) the difference may cover the operating expenses so that the safety stock of fund (by month) under stress test can be computed.

  - (d)The minimum safety stock of fund under stress test (by month) may be adjusted according to the crisis itself and only operating expense for at least 6 months under a normal stimulation can be deemed safe.
  • C. Maturity analysis for the financial assets and financial liabilities held for liquidity risk management

  • (A) The Group holds cash and sound earning assets with high liquidity in order to fulfil the payment obligation and potential emergency fund demand in the market. Financial assets held for liquidity risk management are mainly cash and cash equivalents, among which, all time deposits mature within a year. Financial assets at fair value through profit and loss are mainly listed stocks, convertible bonds and debt securities. As all of them have positions in active market, the liquidity risk is deemed low.

(Blank below)

335

(B) Maturity analysis for the financial liabilities is as follows:

Short-term loans
Commercial papers payable
Non-derivative financial
liabilities
Derivative financial liabilities
Bonds sold under repurchase
agreements
Deposits on short sales
Deposits payable for securities
financing
Securities lending refundable
deposits
Futures traders’ equity
Accounts payable (includes notes
payable)
Collections on behalf of third
parties
Other payables
Other financial liabilities -current
Lease liabilities
Total
Financial liabilities at fair value
through profit or loss-current
December 31,2019 December 31,2019 December 31,2019
Immediately Less than
3 months
3-12 months 1-5years
-
$ -
-
-
-
-
-
-
-
-
85,925
-
-
184,819
270,744
$
Total
600,000
$ 350,000
391,227
457,402
-
1,558,717
1,888,832
-
13,713,667
12,397,124
284,082
-
-
-
31,641,051
$
2,364,959
$ 9,250,000
-
-
21,035,116
-
-
56,004
-
59,478
8,286
272,368
1,797,292
7,689
34,851,192
$
-
$ -
-
-
-
-
-
-
-
-
-
1,075,313
946,574
24,678
2,046,565
$
2,964,959
$ 9,600,000
391,227
457,402
21,035,116
1,558,717
1,888,832
56,004
13,713,667
12,456,602
378,293
1,347,681
2,743,866
217,186
68,809,552
$

336

December 31, 2018

Short-term loans
Financial liabilities at fair value
through profit or loss-current
Non-derivative financial
liabilities
Derivative financial liabilities
Bonds sold under repurchase
agreements
Deposits on short sales
Deposits payable for securities
financing
Securities lending refundable
deposits
Futures traders’ equity
Accounts payable (includes notes
payable)
Collections on behalf of third
parties
Other payables
Other financial liabilities -current
Total
Immediately Less than
3 months
3-12 months 1-5years
-
$ -
-
-
-
-
-
-
-
87,780
-
-
87,780
$
Total
623,514
$ 598,457
267,640
-
1,767,269
2,007,202
-
11,574,634
8,241,191
268,589
648
-
25,349,144
$
316,365
$ -
-
15,134,144
-
-
621
-
47,924
6,209
237,112
1,378,506
17,120,881
$
-
$ -
-
-
-
-
-
-
-
-
679,140
1,308,503
1,987,643
$
939,879
$
598,457
267,640
15,134,144
1,767,269
2,007,202
621
11,574,634
8,289,115
362,578
916,900
2,687,009
44,545,448
$

337

  • D. Maturity analysis for lease contracts and capital expenditures Effective 2018

  • Operating lease commitment is the total minimum lease payments that the Group should make as a lessee or minimum lease income as lessor under an operating lease term which is not cancelable. The capital expenditure commitment is the contract commitment signed for acquisition of capital expenditure of construction and equipment.

The following table illustrates maturity analysis for lease contract and capital expenditure commitment of the Group:

December 31,2018
Not later than one year
Later than one year but not
later than five years
Over five years
Total
Operating leases
expenditures(Lessee)
Operating leases
expenditures(Lessee)
Operating leases
income(Lessor)
84,135
$ 127,303
2,808
214,246
$
6,244
$ 1,239
-
7,483
$

4) Market risk

A. Definition of market risk

Market risk refers to the risk of decrease in the Group’s revenue or value of investment portfolio as a result of the changes in exchange rate, commodity price, interest rate, and stock price or other market risk factors.

The Group continually exercises risk management tools such as sensitivity analysis, Value at Risk, stress test and so on to completely and effectively measure, monitor and manage market risk.

B. Value at Risk (VaR)

Value at Risk is used to measure the possible maximum potential losses in investment portfolio as a result of movement in market risk factor in a specified period and confidence level. The Group currently uses confidence level of 95% to calculate Value at Risk of one day. A VaR model must reasonably, completely and accurately measure the maximum potential risks of financial instruments or investment portfolio before being adopted as a risk management model by the Group. The VaR model used in risk management is continually certified and retrospectively tested to demonstrate that the model can reasonably and effectively measure the maximum potential risks of financial instruments or investment portfolios.

Statistical table
for one-dayVaR of transactions
Statistical table
for one-dayVaR of transactions
Statistical table
for one-dayVaR of transactions
Statistical table
for one-dayVaR of transactions
Year ended December
31,2019
December 31, 2019
VaR Maximum
VaR Average
VaR Minimum
Amount
100,535
$ 170,328
93,998
27,505
Year ended December
31,2018
December 31, 2018
VaR Maximum
VaR Average
VaR Minimum
Amount
54,865
$ 261,016
112,458
32,838

338

Statistical table for VaR of various risk indicators of transactions Year ended

Year ended
December 31,2019 Foreign exchange Interest Share ownership
December 31, 2019 $ 5,455
$ 17,268
$ 102,709
VaR Maximum 29,951 72,934 171,470
VaR Average 6,897 35,173 91,793
VaR Minimum 1,479 8,308 24,906
Year ended
December 31,2018 Foreign exchange Interest Share ownership
December 31, 2018 $ 3,520
$ 8,222
$ 53,425
VaR Maximum 39,655 33,483 266,250
VaR Average 11,374 16,584 112,550
VaR Minimum 2,852 7,429 27,704

C. Information on gap of foreign exchange risk

The following table summarizes financial instruments of foreign assets or liabilities by currency and the foreign exchange exposure presented by book value as of December 31, 2019 and 2018

(Blank below)

339

USD
EUR
Financial assets in foreign currencies
Cash and cash equivalents
1,266,500
$ 2,084
$ Financial assets at fair value through profit or loss
16,127,328
1,834,006
Others
5,828,140
42,691
Financial liabilities in foreign currencies
Short-term loans
2,364,960
-
Financial liabilities at fair value through profit or loss
12,434
2,749
Bonds sold under repurchase agreements
12,219,296
1,445,146
Others
7,757,580
40,361
USD
EUR
Financial assets in foreign currencies
Cash and cash equivalents
1,271,343
$ 1,818
$ Financial assets at fair value through profit or loss
7,413,891
1,368,025
Financial assets at fair value through other
comprehensive income - current
296,304
-
Bonds purchased under resale agreements
93,193
-
Others
3,819,366
14,015
Financial liabilities in foreign currencies
Short-term loans
939,879
-
Financial liabilities at fair value through profit or loss
159,839
1,479
Bonds sold under repurchase agreements
6,980,674
1,167,834
Others
4,997,071
10,399
Note: As of December 31, 2019, foreign exchange rates of the above currencies to TWD w
1 AUD= 21.005 TWD; 1 RMB= 4.305 TWD; and 1 HKD= 3.849 TWD, respectively.
December 31,2019 December 31,2019 December 31,2019
AUD
RMB
HKD
Others
2,447
$ 472,541
$ 886,968
$ 177,172
$ 852,473
1,299,213
185,712
238,446
3,593
142,811
1,617,554
35,456
-
-
-
-
1,710
13,715
465
1,072
700,804
1,023,554
-
119,876
5,729
386,181
1,098,824
67,505
ere 1 USD = 29.980 TWD; 1 EUR= 33.590 TWD;
December 31,2018
Total
2,807,712
$ 20,537,178
7,670,245
2,364,960
32,145
15,508,676
9,356,180
USD
1,271,343
$ 7,413,891
296,304
93,193
3,819,366
939,879
159,839
6,980,674
4,997,071
EUR
1,818
$ 1,368,025
-
-
14,015
-
1,479
1,167,834
10,399
AUD
2,859
$ 755,860
-
-
4,570
-
1
700,087
2,691
RMB
196,244
$ 1,830,128
-
-
70,935
-
6,433
819,621
228,763
HKD
562,346
$ 68,767
-
-
1,726,076
-
-
-
1,010,705
Others
187,005
$ 4,071
-
-
177,703
-
5,137
-
177,326
Total
2,221,615
$ 11,440,742
296,304
93,193
5,812,665
939,879
172,889
9,668,216
6,426,955

Note: As of December 31, 2018, foreign exchange rates of the above currencies to TWD were 1 USD = 30.715 TWD; 1 EUR= 35.200 TWD; 1 AUD= 21.665 TWD; 1 RMB= 4.472 TWD; and 1 HKD= 3.921 TWD, respectively.

340

  • D. The total exchange gain, including realized and unrealized, arising from significant foreign exchange variation on the monetary items held by the Group for the years ended December 31, 2019 and 2018, amounted to $186,248 and $27,988, respectively.

  • 5) Fair values and hierarchy information

  • A. Financial instruments and non-financial instruments not measured at fair value.

    • Except for those listed in the table below, the carrying amounts of the Group’s financial instruments not measured at fair value (including cash and cash equivalents, bonds purchased under resale agreements, margin loans receivable, refinancing guaranty deposits, guaranteed proceeds receivable from refinancing, guaranteed price deposits for security borrowing, security borrowing deposits, customer margin deposit account, notes and accounts receivable, other receivables, short-term loans, commercial paper payable, bonds sold under repurchase agreements, guarantee deposit received from short sales, guaranteed price deposits received from securities borrowers, security borrowing deposits, equity of futures traders, accounts payable, collection for others, and other payables) approximate their fair values. The fair value information of financial instruments measured at fair value is provided in Note 12(5)3.
Non-financial assets
December 31, 2019
Investment property
December 31, 2018
Investment property
Total
665,646
$ 663,672
Quoted prices of
the same assets in
active markets
(level 1)
Other significant
observable inputs
(level 2)
Significant
non-observable
inputs(level 3)
-
$ -
665,646
$ 663,672
-
$ -

The fair value of investment property held by the Group was assessed by external valuation experts using comparison approach and income approach, or the fair value can be assessed based on the market price of the area adjacent to the location where the Group’s investment property is located.

  • B. Valuation techniques

  • (A)For financial instruments held for trading purposes which are classified as non-derivative instruments, their fair values are based on their quoted prices in an active market. If there is no quoted market price for reference, a valuation technique will be adopted to measure the fair value. Estimates and assumptions of valuation technique adopted by the Group are in agreement with the information of estimates and assumptions adopted by market users for financial instrument pricing and the said information shall be accessible to the Group. For those classified as derivative instruments, their fair values are based on their market prices if their quoted prices are available from an active market. If quoted market prices in an active market are not available, SWAP and IRS are valued at the discounted cash flow method, and options are valued at the Black-Scholes model.

341

  • (B)When available-for-sale financial assets have quoted market prices available in an active market, the fair value is determined using the market price.

  • C. Fair value hierarchy of the financial instruments

  • (A)Definitions for the hierarchy classifications of financial instruments measured at fair value a. Level 1

Level 1, are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Group can access at the measurement date. An active market has to satisfy all the following conditions: a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. The Group’s investments in listed stocks, beneficiary certificates, on-the-run Taiwan central government bonds and derivative instruments with quoted market prices, are deemed as level 1.

  • b. Level 2

Inputs other than quoted market prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Investments of the Group such as emerging stock without active markets, off-the-run issue of government bonds, corporate bonds, bank debentures, convertible corporate bonds, currency swaps, interest rate swaps, options, asset swaps, and most derivatives are all classified within level 2. For the years ended December 31, 2019 and 2018, there was no significant transfer of financial instruments between Level 1 and Level 2.

  • c. Level 3

Unobservable inputs for the assets or liability. The fair value of the Group’s investment in equity investment without active market is included in Level 3.

342

(B)Hierarchy of fair value estimation of financial instruments

Financial instrument items
measured at fair value
Recurring fair value
Non-derivative financial
instruments
Assets
Financial assets at fair value
through profit or loss-current
Stock investments
Bond investments
Others
Financial assets at fair value
through profit or loss
- noncurrent
Stock investments
Bond investments
Financial assets at fair value
through other comprehensive
income-noncurrent
Stock investments
Liabilities
Financial liabilities at fair
value through profit or loss
-current
Derivative financial
instruments
Assets
Financial assets at fair value
through profit or loss-current
Liabilities
Financial liabilities at fair
value through profit or loss
- current
December 31,2019
Total
12,152,248
$ 25,159,729
3,958,261
21,180
50,116
591,596
391,227
3,242,227
457,401
Level 1
12,087,400
$ 870,587
3,958,261
-
-
-
391,227
3,241,258
421,685
Level 2
23,617
$ 24,289,142
-
-
50,116
-
-
969
35,716
Level3
41,231
$ -
-
21,180
-
591,596
-
-
-

343

Recurring fair value
Non-derivative financial
instruments
Assets
Financial assets at fair value
through profit or loss-current
Stock investments
Bond investments
Others
Financial assets at fair value
through other comprehensive
income-current
Bond investments
Financial assets at fair value
through profit or loss
- noncurrent
Stock investments
Bond investments
Financial assets at fair value
through other comprehensive
income-noncurrent
Stock investments
Liabilities
Financial liabilities at fair
value through profit or loss
-current
Derivative financial
instruments
Assets
Financial assets at fair value
through profit or loss-current
Liabilities
Financial liabilities at fair
value through profit or loss
- current
December 31,2018
Total
1,955,155
$ 18,298,742
4,647,088
296,304
16,445
49,909
604,579
598,457
2,779,488
267,640
Level 1
1,899,084
$ 1,190,116
4,647,088
296,304
-
-
-
598,457
2,776,188
242,950
Level 2
39,097
$ 17,108,626
-
-
-
49,909
-
-
3,300
24,690
Level3
16,974
$ -
-
-
16,445
-
604,579
-
-
-

344

(C) The following table is the movement of financial assets at Level 3:

Year ended December 31,2019 Year ended December 31,2019 Year ended December 31,2019 Year ended December 31,2019
Financial assets at fair
value through
profit or loss- current
Unlisted stocks
Financial assets at fair
value through
profit or loss -
noncurrent
Equity investments
Financial assets at fair
value through other
comprehensive income -
non-current
Unlisted stocks
January1 Valuation amount Increased Decreased December
31
Recorded in
profit or loss
Recorded in other
comprehensive
income(loss)
Acquired/
Issued
Transfers
into
level 3
Sold/
Settled
Transfers
out from
level 3
16,974
$ 16,445
604,579
3,768)
($ -
$ 28,025
$ 4,735
-
-
-
(12,983)
-
Year ended December 31,2018
-
$ -
-
-
$ -
-
-
$ -
-
41,231
$ 21,180
591,596
Financial assets at fair
value through profit or
loss- current
Unlisted stocks
Financial assets at fair
value through profit or
loss - noncurrent
Equity investments
Financial assets at fair
value through other
comprehensive income -
non-current
Unlisted stocks
January1 Valuation amount Increased Decreased December
31
Recorded in
profit or loss
Recorded in other
comprehensive
income(loss)
Acquired/
Issued
Transfers
into
level 3
Sold/
Settled
Transfers
out from
level 3
-
$ 20,147
567,306
1,776)
($ 3,702)
(
-
-
$ -
37,273
18,750
$ -
-
-
$ -
-
-
$ -
-
-
$ -
-
16,974
$ 16,445
604,579

345

(D) The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:

December 31,2019 Fair value Valuation
technique
Significant
unobservable input
Range (weighted
average)
Relationship of
inputs to fair value
Financial assets at fair value through
profit or loss - current
Financial assets at fair value through
profit or loss
- noncurrent
Equity investments
Financial assets at fair value through
other comprehensive income - non-
current
December 31,2018
Unlisted stocks
Unlisted stocks
21,180
Fair value
41,231
$ 591,596
Net asset
value
Valuation
technique
Market
approach
Market
approach
Price to earnings
ratio multiple
Discount for lack
of marketability
Not applicable
Price to earnings
ratio multiple
Discount for lack
of marketability
Significant
unobservable input
18.19~21.63
25%
Not applicable
1.32~1.76
7.93%~9.75%
Range (weighted
average)
The higher the
multiple, the higher
fair value
The higher the
discount for lack of
marketability, the
lower the fair value
Not applicable
The higher the
multiple, the higher
fair value
The higher the
discount for lack of
marketability, the
lower the fair value
Relationship of
inputs to fair value
Financial assets at fair value through
profit or loss - current
Financial assets at fair value through
profit or loss
- noncurrent
Equity investments
Financial assets at fair value through
other comprehensive income - non-
current
Unlisted stocks
Unlisted stocks
16,445
16,974
$ 604,579
Net asset
value
Market
approach
Market
approach
Price to earnings
ratio multiple
Discount for lack
of marketability
Not applicable
Price to earnings
ratio multiple
Discount for lack
of marketability
21.25
25%
Not applicable
1.91~2.05
30%
The higher the
multiple, the higher
fair value
The higher the
discount for lack of
marketability, the
lower the fair value
Not applicable
The higher the
multiple, the higher
fair value
The higher the
discount for lack of
marketability, the
lower the fair value

346

  • (E) Valuation process for fair value at Level 3

The parent company’s risk management department is responsible for the verification of fair value categorized in Level 3. The department assesses the independence, reliability, consistency and representativeness of the source information, regularly verifies the valuation models and calibrates the parameters to ensure the valuation process and results are in compliance with IFRSs.

  • (F) For the fair value measurement of Level 3, the sensitivity analysis of the fair value to the reasonable alternative hypothesis shows that the fair value measurement of the financial assets by the Group is reasonable. However, use of different valuation models or assumptions may result in different measurement. The following is the impact to profit or loss or to other comprehensive income from financial assets and liabilities categorized within Level 3 if the inputs used in valuation models have changed up or down by 1%:
own by 1%:
December 31,2019 Recognised inprofit or loss Recognised in other comprehensive
income
Favourable
change
Unfavourable
change
Favourable
change
Unfavourable
change
Financial assets at fair value
through profit or loss - current
Unlisted stocks
Financial assets at fair value
through profit or loss -noncurrent
Venture capital shares
Financial assets at fair value
through other comprehensive
income - noncurrent
Unlisted stocks
December 31,2018
412
$ 412)
($ Not applicable
Not applicable
-
-
Recognised inprofit or loss
-
$ -
$ -
-
5,916
5,916)
(
Recognised in other comprehensive
Favourable
change
Unfavourable
change
Favourable
change
Unfavourable
change
Financial assets at fair value
through profit or loss - current
Unlisted stocks
Financial assets at fair value
through profit or loss -noncurrent
Venture capital shares
Financial assets at fair value
through other comprehensive
income - noncurrent
Unlisted stocks
170
$ Not applicable
-
170)
($ Not applicable
-
-
$ -
6,046
-
$ -
6,046)
(

347

6) Capital management

  • A. Objective of capital management

  • (A) The represented capital adequacy ratio basically shall not be lower than 200% in compliance with the warning standard addressed in the “Rules Governing Securities Firms”.

  • (B) The Group includes all risks involved in the investment position as a part of risk management, such as market risk, credit risk, liquidity risk, operating risk, legal risk, and model risk and so on. Each risk management responsive unit should identify, evaluate, monitor and control various risks in order to enable the Group to defend impact from financial market, reflect the current operating strategies and make the investment portfolio applied to business planning and development.

  • B. Capital management policy and procedure

  • In order to secure the long-term and stable development of various businesses and effectively assume risks, the Group manages capital based on the business development, related regulations and financial market environment. Major capital evaluation processes include:

  • (A) Each segment should provide accurate and valid source of information to maintain calculation accuracy of capital adequacy ratio.

  • (B) After the reporting at the 10th of each month, capital adequacy ratio should be computed by the end of every month. If the result is close to the legal standard, every unit will be called to attend a meeting for discussion and strategic planning to ensure that the basic objective of capital adequacy ratio is not less than 200%.

  • (C) Both the risk limits and economic capital of the Group should be agreed by the Board of Directors. The Group should quarterly report details of risk control with disclosure of investment condition in order to assess whether the risk position exceeds the limit and whether the investment direction is in line with the market trend. Within the authorized risk limits, the Group is actively engaged in development of various businesses and continually increases profit, creates company value, and complies with the capital management objective.

The Group calculates and reports the capital adequacy ratio according to “Rules Governing Securities Firms”. As of December 31, 2019 and 2018, the capital adequacy ratios were 378% and 567%, respectively, as required by the regulations.

348

7) Assets and liabilities of trust accounts

Pursuant to Article 17 of Enforcement Rules of the Trust Enterprise Act, balance sheet, income statement, and property list of trust accounts shall be disclosed in the consolidated financial statements on a semiannual basis.

A. Balance sheet of trust accounts

nce sheet of trust accounts nce sheet of trust accounts nce sheet of trust accounts nce sheet of trust accounts nce sheet of trust accounts
Trust assets
December 31,2019
December 31,2018
Bank savings
283,288
$ 179,211
$ Structured notes
347,256
380,552
Stock
135,196
187,279
Bond
402,246
252,251
Repurchase bond
115,006
-
Fund
3,270,575
2,019,812
Securities lending
71,047
164,989
Accounts receivable
74,063
29,429
Total of trust assets
4,698,677
$ 3,213,523
$ Trust liabilities
December 31,2019
December 31,2018
Accounts payable
53,204
$ 4,862
$ Trust capital
4,586,918
3,574,783
Net income (loss)
100,346
253,517)
(
Retained earnings
41,791)
(
112,605)
(
Total of trust liabilities
4,698,677
$ 3,213,523
$ DECEMBER 31, 2019 AND 2018
BALANCE SHEETS
December 31,2019
Bank savings
Structured notes
Stock
Bond
Repurchase bond
Fund
Securities lending
Accounts receivable
Total of trust assets
Trust liabilities
283,288
$ 347,256
135,196
402,246
115,006
3,270,575
71,047
74,063
4,698,677
$ December 31,2019
179,211
$ 380,552
187,279
252,251
-
2,019,812
164,989
29,429
3,213,523
$ December 31,2018
Accounts payable
Trust capital
Net income (loss)
Retained earnings
Total of trust liabilities
53,204
$ 4,586,918
100,346
41,791)
(
4,698,677
$
4,862
$ 3,574,783
253,517)
(
112,605)
(
3,213,523
$

349

B. Income statement of trust accounts

STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018

Item Year ended December
31,2019
Year ended December
31,2018
Trust income
Interest income
Cash dividends received
Income from stock lending
Investment gains-realised
Investment gain (losses)-unrealised
Subtotal
Trust expenses
Service fee
Borrowing costs
Remittance fee
Income (loss) before income tax
Income tax expense
Net Income (loss)
17,631
$ 5,780
6,145
7,188
64,616
101,360
227)
(
764)
(
1)
(
100,368
22)
(
100,346
$
8,028
$ 11,334
117,957
556
387,327)
(
249,452)
(
18)
(
4,041)
(
1)
(
253,512)
(
5)
(
253,517)
($

C. Property list of trust accounts

PROPERTY LIST OF TRUST ACCOUNTS

Items Items Items Items December 31,2018
Bank savings
Structured notes
Stock
Bond
Bnds under repurchase agreements
Fund
Securities lending
Others
Total
283,288
$ 347,256
135,196
402,246
115,006
3,270,575
71,047
74,063
4,698,677
$
179,211
$ 380,552
2,019,812
252,251
-
187,279
164,989
29,429
3,213,523
$

350

8) Status of the company in the limitations on financial ratios imposed by futures trading act, and the related implementation

The table below is prepared according to “Regulations Governing Futures Commission Merchants”.

9) Status of the subsidiary in the limitations on financial ratios imposed by the futures trading act and the related implementation
The table below is prepared according to “Regulations Governing Futures Commission Merchants”.
Calculation
Ratio
Calculation
Ratio
Stockholders’ equity
3,379,420
3,415,060
(Total liability-futures trader’s equity)
87,895
72,636
Current assets
4,272,473
4,090,550
Current liabilities
87,895
72,636
Stockholders’ equity
3,379,420
3,415,060
60%
Minimumpaid-in capital
400,000
400,000
40%
Adjusted net capital
3,152,768
3,271,606
20%
Total amount of customer margins required
for the open positions of futures traders
374,121
200,263
15%
22
844.86%
853.77%
Met the
requirement
22
842.71%
1633.65%
Met the
requirement
17
48.61
56.32
1
Met the
requirement
17
38.45
47.02
1
Met the
requirement
Enforcement
Article
Calculation formula
December 31,2019
December 31,2018
Standard
22
22
17
17
Article
Calculation formula December 31,2019 December 31,2019 December 31,2018 December 31,2018 Standard Enforcement
Calculation Ratio Calculation Ratio
Stockholders’ equity
(Total liability-futures trader’s equity)
3,379,420
87,895
38.45 3,415,060
72,636
47.02 1 Met the
requirement
Current assets
Current liabilities
4,272,473
87,895
48.61 4,090,550
72,636
56.32 1 Met the
requirement
Stockholders’ equity
Minimumpaid-in capital
3,379,420
400,000
844.86% 3,415,060
400,000
853.77% 60%
40%
Met the
requirement
Adjusted net capital
Total amount of customer margins required
for the open positions of futures traders
3,152,768
374,121
842.71% 3,271,606
200,263
1633.65% 20%
15%
Met the
requirement
Article Calculation formula December 31, 2019 December 31, 2019 December 31, 2018 December 31, 2018 Standard Enforcement
Calculation Ratio Calculation Ratio
17 Stockholders’ equity
(Total liability-futures trader’s equity)
1,990,192
172,048
11.57 2,001,395
205,634
9.73 1 Met the
requirement
17 Current assets
Current liabilities
16,970,531
15,857,926
1.07 14,509,077
13,399,689
1.08 1 Met the
requirement
22 Stockholders’ equity
Minimumpaid-in capital
1,990,192
645,000
308.56% 2,001,395
645,000
310.29% 60%
40%
Met the
requirement
22 Adjusted net capital
Total amount of customer margins required
for the open positions of futures traders
1,622,656
2,744,966
59.11% 1,662,315
2,001,479
83.05% 20%
15%
Met the
requirement

351

10) Prospective risk for futures trading

The main risk for futures merchants engaging in futures trading is credit risk, which could happen if the margin call cannot be made when it should have been made. While being consigned to conduct the futures trading, the Group pays attention to the individual margin account on a daily basis and request additional margin call or reduction in trading volume when necessary according to the condition of individual customer transactions in order to control the credit risk accordingly. The main risk faced by the Group while engaging in self-operating businesses is market price risk- that is risk of changes in market prices of futures or options contracts as a result of fluctuation in underlying investment index. Losses may occur if the market index price and underlying investment move adversely. However, the Group has set up stop-loss point to control such risk for reasons of risk management.

(Blank below)

352

13. OTHER DISCLOSURE ITEMS

1) Information about significant transactions

  • A. Lending to others: Excluding security margin trading and conditional bond trading business, there is no lending of funds to either the shareholders or other parties.

  • B. Endorsements and guarantees for others None.

  • C. Acquisitions of real estate exceeding $300,000 or 20 percent of contributed capital None.

  • D. Disposals of real estate exceeding $300,000 or 20 percent of contributed capital None.

  • E. Purchases or sales transactions discount on brokers’ charges with related parties in excess of $5,000 None.

  • F. Receivables from related parties exceeding $100,000 or 20 percent of contributed capital None.

  • G. Significant transactions between parent company and subsidiaries

No.(Note1) Company Counterparty Relationship
(Note 2)
Details of transactions Details of transactions Details of transactions Details of transactions
Account Amount Conditions Percentage (%) of
total consolidated
net revenues or
assets (Note 3)
0 President Securities Corp. President Futures Corp. 1 Futures Margin - Own Funds $2,016,203 Note 4 2.11%
0 President Securities Corp. President Futures Corp. 1 Deposit-out 34,000 Note 4 0.04%
0 President Securities Corp. President Futures Corp. 1 Accounts receivable 2,615 Note 4 0.00%
0 President Securities Corp. President Futures Corp. 1 Deposit-in 16,000 Note 4 0.02%
0 President Securities Corp. President Futures Corp. 1 Future commission revenue 35,784 Note 4 0.50%
0 President Securities Corp. President Futures Corp. 1 Clearingcharges 10,658 Note 4 0.15%
0 President Securities Corp. President Futures Corp. 1 Other non-operatingrevenues 6,212 Note 4 0.09%
0 President Securities Corp. President Capital Management
Corp.
1 Expense from investment advisory 48,800 Note 4 0.68%
0 President Securities Corp. President Capital Management
Corp.
1 Other non-operating revenues 3,644 Note 4 0.05%
0 President Securities Corp. President Insurance Agency
Corp.
1 Other non-operating revenues 1,047 Note 4 0.01%

353

  • Note 1 The numbers in the No. column are represented as follows:

  • The number zero is for parent company.

  • According to the sequential order, subsidiaries are numbered from 1.

  • Note 2 There are three kinds of transactions between related parties and numbered from 1 to 3 were shown as follows (If transactions between parent company and subsidiaries or between subsidiaries refer to the same transaction, it is not required to disclose twice. For example, if the parent company has already disclosed its transaction with a subsidiary, then the subsidiary is not required to disclose the transaction; for transactions between two subsidiaries, if one of the subsidiaries has disclosed the transaction, then the other is not required to disclose the transaction.)

  • Parent company to subsidiaries.

  • Subsidiaries to parent company.

  • Subsidiaries to subsidiaries.

  • Note 3 The calculation basis of the trading amount accounting for the total consolidated net revenues or assets is that the account ending balance is divided by the total consolidated assets if it is attributed to the balance sheet accounts, and the accumulated trading amount of the interim period is divided by the total consolidated net revenues if it is attributed to the profit or loss accounts.

  • Note 4 All the prices of the service revenues and consulting service provided between related parties were traded by contracts.

  • Note 5 Based on materiality, only the amounts of the transactions that were above $1 million would be shown in the table.

354

2) Related information of investee companies

A. Related information of investee companies

Name of the investor Name of the
investee company
Location Date of
registration
Reference number
and the date of
approval letter
issued byFSC
Major
operatingactivities
Balance on
December
31,2019
Original i
Balance on
December
31,2018
nvestment
EndingBalance EndingBalance Revenue of
investee
company
Net income
(loss) of
investee
company
Investment
income (loss)
recognised by
the Company
Cash
dividends
Notes
Shares
63,817,303
30,000,000
10,000,000
67,746,000
14,904,630
1,000,000
30,000,000
12,000
182,600,000
23,400,000
1,000,000
Percentage
96.69%
100.00%
5.19%
100.00%
42.46%
100.00%
100.00%
0.03%
94.81%
100.00%
100.00%
Book vlaue
President Securities
Corp.
President Insurance
Agency Corp.
President Securities
(BVI) Ltd.
President Futures Corp.
President Capital
Management Corp.
President Securities (HK)
Ltd.
President Securities (BVI)
Ltd.


Uni-President Asset
Management Corp.
President Insurance
Agency Corp.
PSC Venture Capital
Investment Limited
Company
Uni-President Asset
Management Corp.
President Securities (HK)
Ltd.
President Wealth
Management (HK) Ltd.
President Securities
(Nominee) Ltd.
Taipei
Taipei
Hong Kong
British Virgin
Islands
Taipei
Taipei
Taipei
Taipei
Hong Kong
Hong Kong
Hong Kong
1994.03.01
1997.04.15
1994.07.26
1998.02.26
2000.08.18
2008.04.29
2013.10.29
2000.08.18
1994.07.26
2002.03.31
1999.08.06
1994.03.01 Jing-
Tou-Shen (83)
Gong-Shang Letter
No.1114 (Note 1)
1997.02.25 (86)
Tai-Cai-Zheng (2)
Letter No.17769
1993.11.4 (82) Tai-
Cai-Zheng (2)
Letter No.40913
1997.10.27 (86)
Tai-Cai-Zheng (2)
Letter No.04840
2000.07.19 (89)
Tai-Cai-Zheng (2)
Letter No.56407
(Note2)
2013.08.08 Jing-
Guan-Zheng-Chuan
Letter
No.1020028529
2000.07.19 (89)
Tai-Cai-Zheng (2)
Letter No.56407
1993.11.4 (82) Tai-
Cai-Zheng (2)
Letter No.40913
2001.12.11 (90)
Tai-Cai-Zheng (2)
Letter No.166728
1997.10.27 (86)
Tai-Cai-Zheng (2)
Letter No.04840
Futures brokerage
Securities investment
consulting
Securities dealer,
brokerage,
underwriting and
Securities investment
and holding company
Investment Trust
Insurance Agent
Consultation of
investment
management and
venture capital; other
unprohibited or
unrestricted
Investment Trust
Securities dealer,
brokerage,
underwriting and
Wealth management
Nominee Service
644,650
$ 326,000
34,030
2,264,573
667,622
10,000
300,000
478
814,705
92,091
3,403
644,650
$ 200,000
34,030
2,264,573
667,622
10,000
300,000
478
814,705
92,091
3,403
1,924,380
$ 322,208
72,935
2,301,733
578,382
28,561
248,549
471
1,332,349
58,319
1,826
710,925
$ 57,196
181,778
-
831,987
56,654
6,113
831,987
181,778
-
-
160,258
$ 1,392
29,218
52,125
251,386
9,294
3,474
251,386
29,218
703
77)
(
154,963
$ 1,435
1,516
52,125
106,930
9,298
3,477
86
27,702
703
77)
(
146,142
$ -
-
-
93,631
12,644
-
75
-
-
-
Subsidiary of
the Company
Subsidiary of
the Company
Subsidiary of
the Company
Subsidiary of
the Company
Associates
Subsidiary of
the Company
Subsidiary of
the Company
Associates
Subsidiary of
the Company
Indirect
subsidiary of
the Company
Indirect
subsidiary of
the Company

Note1 As FSC was established in July, 2004, President Futures Corp. was apporved by the Investment Commission, Ministry of Economic Affairs.

Note2 When securities corporations invest in domestic business within FSC's limitation, there is no need to obtain the approval from FSC in advance, according to Tai-Cai-Zheng (2) Letter No.0930000005. Therefore, there was no reference numbers for President Insurance

355

  • B. Lending to others: Excluding security margin trading and conditional bond trading business, there is no lending of funds to either the shareholders or other parties.

  • C. Endorsements and guarantees for others None.

  • D. Acquisitions of real estate exceeding $300 million or 20 percent of contributed capital None.

  • E. Disposals of real estate exceeding $300 million or 20 percent of contributed capital None.

  • F. Purchases or sales transactions discount on brokers’ charges with related parties in excess of $5,000,000 None.

  • G. Receivables from related parties exceeding $100 million or 20 percent of contributed capital None.

  • H. Accordance with Jing-Guan-Zheng-Chuan Letter No. 10300375782, the Company is required to disclose details of businesses run by foreign enterprises that were incorporated in the countries identified as non-signatories to the IOSCO MMoU or have not obtained securities or futures license of signatories to the IOSCO MMoU

  • a) Securities held as of December 31, 2019 of President Securities (BVI) Ltd

Item Type Number of shares Carryingvalue Carryingvalue Carryingvalue Fair vaule Fair vaule Fair vaule Expressed in U.S. Dollars
Note
Unit price Amount Unitprice Amount
Investments in associates STOCK
STOCK
STOCK
182,600,000
23,400,000
1,000,000
0.243
$ 0.083
0.061
$44,441,252
1,945,270
60,913
46,447,435
$
0.243
$ 0.083
0.061
$44,441,252
1,945,270
60,913
46,447,435
$
President Securities (HK) Ltd.
President Wealth Management (HK) Ltd.
President Securities (Nominee) Ltd.
Total
  • b) Derivative financial instrument transactions and the source of capital of President Securities (BVI) Ltd.: None.

  • c) Revenue from engagement in consultation on assets management business, service contents and litigation None.

  • d) Balance sheets

356

PRESIDENT SECURITIES (BVI) LTD.

BALANCE SHEETS

PRESIDENT SECURITIES (BVI) LTD.
BALANCE SHEETS
PRESIDENT SECURITIES (BVI) LTD.
BALANCE SHEETS
PRESIDENT SECURITIES (BVI) LTD.
BALANCE SHEETS
PRESIDENT SECURITIES (BVI) LTD.
BALANCE SHEETS
Assets December 31,2019 Amount
%
Liabilities and shareholders’equity
DECEMBER 31, 2019 AND 2018
December 31,2018
December 31,2019 December 31,2018
Amount % Amount % Amount % Amount %
Current assets
Cash and cash equivalents
Financial assets at fair
value through profit or
loss - current
Other receivables
Total current assets
Investment in associates
Total assets
30,135,890
$ -
195,869
30,331,759
46,447,436
76,779,195
$
39
-
-
39
61
100
25,277,023
$ 4,090,016
194,910
29,561,949
45,267,338
74,829,287
$
34
6
-
40
60
100
Current liabilties
Other payables
Total liabilities
Shareholders’equity
Share capital
Capital reserve
Retained earnings
Retained earnings
Other equity
Exchange differences on translation
of foreign financial statements
Total shareholders’ equity
Total liabilities and shareholders’ equity
3,565
$ 3,565
67,746,000
757,813
7,702,523
569,294
76,775,630
76,779,195
$
-
-
88
1
10
1
100
100
3,563
$ 3,563
67,746,000
757,813
6,016,267
305,644
74,825,724
74,829,287
$
-
-
91
1
8
-
100
100

357

PRESIDENT WEALTH MANAGEMENT (HK) LTD. BALANCE SHEETS

DECEMBER 31, 2019 AND 2018

Assets December 31, December 31, 2019 December 31, December 31, 2018 Liabilities and shareholders’equity December 31,2019 December 31,2019 December 31,2019 December 31,2018
Expressed in HK dollars
December 31,2018
Expressed in HK dollars
December 31,2018
Expressed in HK dollars
Amount % Amount % Amount % Amount %
Current assets
Cash and cash equivalents
Other receivables
Total current assets
Total assets
Assets
15,116,479
$ 55,378
15,171,857
15,171,857
$ December 31,
100
-
100
100
2019
Current liabilities
14,943,066
$ 100
Other payables
50,492
-
Total liabilities
14,993,558
100
Shareholders’ equity
Share capital
Retained earnings
(accumulated deficit)
Total shareholders’ equity
14,993,558
$ 100
Total liabilities and shareholders’ equity
Amount
%
Liabilities and shareholders’equity
PRESIDENT SECURITIES (NOMINEE) LTD.
BALANCE SHEETS
DECEMBER 31, 2019 AND 2018
December 31,2018
20,075
$ -
20,075
-
23,400,000
154
8,248,218)
(
54)
(
15,151,782
100
15,171,857
$ 100
December 31,2019
20,075
$ -
20,075
-
23,400,000
156
8,426,517)
(
56)
(
14,973,483
100
14,993,558
$ 100
December 31,2018
Expressed in HK dollars
Amount % Amount % Amount % Amount %
Current assets
Cash and cash equivalents
Other receivables
Total current assets
Total assets
491,537
$ 109
491,646
491,646
$
100
-
100
100
509,539
$ 1,516
511,055
511,055
$
100
-
100
100
Current liabilities
Other payables
Total liabilities
Shareholders’ equity
Share capital
Retained earnings
(accumulated deficit)
Total shareholders’ equity
Total liabilities and shareholders’ equity
17,190
$ 17,190
1,000,000
525,544)
(
474,456
491,646
$
4
4
203
107)
(
96
100
17,190
$ 17,190
1,000,000
506,135)
(
493,865
511,055
$
3
3
196
99)
(
97
100

358

e) Statements of comprehensive income

PRESIDENT SECURITIES (BVI) LTD.

STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018

Expressed in U.S. Expressed in U.S. dollars
December 31, 2019 December 31,2018
Accounts Amount % Amount %
Expenditures
Employee benefits ($ 49,953)
( 3)
($ 49,965)
( 3)
Other operating expenses ( 18,574)
( 1)
( 18,427)
( 1)
Total expenditures and expenses ( 68,527)
( 4)
( 68,392)
( 4)
Non-operating gains and losses
Share of the profit or loss of associates and joint
ventures accounted for using the equity method 916,448 54 1,174,066 67
Other gains and losses 838,335 50 650,116 37
Total non-operating gains and losses 1,754,783 104 1,824,182 104
Profit before tax 1,686,256 100 1,755,790 100
Income tax expense - - - -
Net income $ 1,686,256 100 $ 1,755,790 100

359

PRESIDENT WEALTH MANAGEMENT (HK) LTD

STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018

Expressed in U.S. Expressed in U.S. dollars
December 31,2019 December 31,2018
Accounts Amount % Amount %
Expenditures
Other operating expenses ($ 43,730) ( 25)
($ 41,570) ( 30)
Total expenditures and expenses ( 43,730)
( 25)
( 41,570)
( 30)
Non-operating gains and losses
Other gains and losses 222,028 125 179,886 130
Profit before tax 178,298 100 138,316 100
Income tax expense - - - -
Net income $ 178,298 100 $ 138,316 100
PRESIDENT SECURITIES (NOMINEE) LTD.
STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2019 AND 2018
Expressed in U.S. dollars
December 31,2019 December 31,2018
Accounts Amount % Amount %
Expenditures
Other operating expenses ($ 25,071) 129 ($ 24,590) 128
Total expenditures and expenses ( 25,071)
129 ( 24,590)
128
Non-operating gains and losses
Other gains and losses 5,662 ( 29)
5,447 ( 28)
Profit (loss) before tax ( 19,409)
100 ( 19,143)
100
Income tax expense - - - -
Net income (loss) ($ 19,409) 100 ($ 19,143) 100

360

f) Dealings with foreign businesses in related party transactions: None

3) Information of overseas branches and representative office

Overseas branches
and representative
office
Nationality Date of
registration
Reference number and the
date of approval letter
given by Securities and
Futures Bureau of FSC
Main business
activities
Operating
income
(Loss) profit
before tax
(Note 1)
Assignment of workingcapital Assignment of workingcapital Assignment of workingcapital Assignment of workingcapital Material
transaction
account with
head office
Note
Balance on
January 1,
2019
Increase of
working
capital
Deduction of
working
capital
Balance on
September 30,
2019
Representative
office of President
Securities Corp.
in Xiamen
Xiamen 2008.08.22 2008.01.21 Jing-Guan-
Zheng-Chuan Letter
No.0960073542
Non-operating
activities of
securities
business
consultation,
contact, and
~~market surve~~
- ($ 6,799) - - - - - -
~~y~~

Note 1: Operating expenses generated by the representative office.

4) Disclosure of investment in Mainland China Not applicable

14. SEGMENTS INFORMATION

1) General information

Financial information by the Group’s segments is disclosed in accordance with IFRS 8. Management has determined the reportable operating segments based on the reports reviewed by the Chief Operating Decision-Maker (CODM) that are used to make strategic decisions. The Group’s operating segments are classified into Brokerage, Proprietary Trading, Fixed Income and Reinvestment according to the sources of income. The remaining operating results which have not reached the threshold requirements are consolidated in ‘other operating segments’. Sources of income from products and services rendered by each segment are as follows:

  • A. Brokerage segment: consigned trading of the listed securities, margin trading and short sale, assistance in futures trading and other instruments trading as approved by the regulations.

  • B. Proprietary Trading segment: using the self-owned equity to conduct securities trading such as stocks and bonds trading, and futures and options hedging in Stock Exchange and OTC.

  • C. Fixed Income segment: bonds segment is engaged in central government bonds, ordinary corporate bonds, convertible corporate bonds, and bills and bonds under repurchase or resale agreements transactions in OTC.

  • D. Reinvestment segment: companies reinvested by the consolidated entities.

  • E. Other operating segments include Capital Market segment, Quantitative Trading, Financial Product segment, and Shareholder Services segment.

2) Segments information

361

The accounting policies applied to the Group’s operating segments and summary of accounting policies disclosed in the notes to the financial statements are consistent and identical. The operating gains and losses are measured by the amount before tax and used as basis for performance appraisal. Income and expense attributable to each operating segment are attributed to the segmental gains and losses. Non-attributable indirect expenses and expenses from logistic support segment are amortized to each operating segment based on reasonable calculation standards and the expense nature. Those that cannot be reasonably amortized are listed under “Others”.

3) Profit or loss of segments information

Year ended December 31, 2019

Segment revenues
Segment profit or loss
Segment revenues
Segment profit or loss
Brokerage
segment
Proprietary
Tradingsegment
Fixed income
segment
Reinvestment
segment
Total
2,190,228
$ 282,369
$
1,157,345
$ 689,190
$
7,142,397
$
2,557,808
$
Brokerage
segment
Proprietary
Tradingsegment
Fixed income
segment
Reinvestment
segment
Other operating
segments
Others
1,065,619
$ 86,881)
($ 214,227
$ 44,206)
($
Total
2,427,154
$ 535,277
$
953,022
$ 533,484
$
219,726
$ 130,906)
($
1,195,636
$ 329,011
$
5,774,276
$
1,436,887
$

Note 1: As operating income (loss) in total is consistent with consolidated statement of comprehensive income, there is no need for adjustment. Note 2: The Company measures the performance of reportable operating segment based on specific performance indicators instead of assets and liabilities. The performance of reportable operating segment is regularly reviewed and assessed by the CODM as a reference for making resources allocation decision.

The adoption of IFRS 16, ‘Leases’, had the following impact on the segment information in 2019.

362

Depreciation expense increased Brokerage
segment
Proprietary
Tradingsegment
Fixed income
segment
Reinvestment
segment
Other operating
segments
Others
925
$ 833)
($
Total
72,096
$
564
$
-
$
33,192
$
105,944
$

4) Information on products and services

  • The Group’s segments are based on different products and services, and had disclosed in general information. It disclosures the types of products and services of the Group’s segments 's source of income. There is no additional disclosure requirement on the income information of products and services.

  • 5) Geographical information

The Group's external customer income from a single foreign country is immaterial, so it would not be disclosed.

  • 6) Major customer information

The Group did not have any significant customers that account for more than 10% of its revenue, so it would not be disclosed.

363